As filed with the Securities and Exchange Commission on October 25, 2006
Registration No. 333-106791
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-8
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
ATI TECHNOLOGIES INC.
(Exact name of Registrant as specified in its charter)
Province of Ontario, Canada | Not applicable | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
1 Commerce Valley Drive East
Markham, Ontario
Canada L3T 7X6
(Address of Principal Executive Offices including Zip Code)
ATI TECHNOLOGIES INC. SHARE OPTION PLAN
(Full title of the plan)
CT Corporation System
111 Eighth Avenue
New York, New York 10011
Telephone: (212) 894-8700
(Name, Address, Including Zip Code, and Telephone Number, Including Area Code for Agent for Service)
Copies to:
Christopher L. Kaufman, Esq.
Tad J. Freese, Esq.
Nicholas S. O’Keefe, Esq.
Latham & Watkins LLP
140 Scott Drive
Menlo Park, California 94025
(650) 328-4600
DEREGISTRATION OF COMMON SHARES
On July 3, 2003, the Registrant filed with the Securities and Exchange Commission (the “Commission”) a registration statement on Form S-8, Registration No. 333-106791 (the “Registration Statement”), for the sale of 10,000,000 common shares (the “Common Shares”) of the Registrant under the Registrant’s Share Option Plan (the “Plan”).
On October 25, 2006, pursuant to the terms of the Acquisition Agreement (the “Acquisition Agreement”), dated as of July 23, 2006, among Advanced Micro Devices, Inc., 1252986 Alberta ULC, an indirect wholly owned Subsidiary of Advanced Micro Devices, Inc., and the Registrant, 1252986 Alberta ULC acquired all of the outstanding Common Shares of the Registrant. Because the Registrant is no longer a public company, this Post-Effective Amendment No. 1 is being filed to deregister all of the unissued Common Shares formerly issuable under the Plan and registered under the Registration Statement.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing this Post-Effective Amendment No. 1 to Form S-8 and has duly caused this Post-Effective Amendment No. 1 to Form S-8 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Sunnyvale, California, on this October 25, 2006.
ATI TECHNOLOGIES INC. | ||
By: | /s/ Robert J. Rivet | |
Robert J. Rivet | ||
President and Chief Executive Officer |
Pursuant to the requirements of the Securities Act of 1933, as amended, this Post-Effective Amendment No. 1 to Form S-8 has been signed by the following persons in the capacities and as of the dates indicated.
Signature | Title | Date | ||
/s/ Robert J. Rivet Robert J. Rivet | President and Chief Executive Officer (Principal Executive Officer) | October 25, 2006 | ||
/s/ J. Michael Woollems J. Michael Woollems | Vice President and Treasurer (Principal Financial Officer and Principal Accounting Officer) | October 25, 2006 | ||
/s/ J. Michael Woollems J. Michael Woollems | Director | October 25, 2006 | ||
/s/ Hollis M. O’Brien Hollis M. O’Brien | Director | October 25, 2006 |
AUTHORIZED REPRESENTATIVE
Pursuant to the requirements of Section 6(a) of the Securities Act of 1933, as amended, the undersigned has signed this Post–Effective Amendment No. 1 to Registration Statement on Form S-8 in its capacity as the duly authorized representative of the Registrant in the United States, in the City of Sunnyvale, California, on this October 25, 2006.
ATI RESEARCH SILICON VALLEY INC. | ||
By: | /s/ Faina Medzonsky | |
Faina Medzonsky | ||
Assistant Secretary |