Iowa Telecommunications Services (IWA) Inactive
Filed: 1 Jun 10, 12:00am
As filed with the Securities and Exchange Commission on June 1, 2010
Registration No. 333-125167
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE
AMENDMENT NO. 1
TO
FORM S-8
REGISTRATION STATEMENT NO. 333-125167
UNDER
THE SECURITIES ACT OF 1933
Iowa Telecommunications Services, Inc.
(Exact name of registrant as specified in its charter)
| Iowa | 42-1490040 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |
115 S. Second Avenue West Newton, Iowa | 50208 | |
| (Address of principal executive offices) | (Zip Code) | |
Iowa Telecommunications Services, Inc. 2002 Stock Incentive Plan
(Full title of plans)
Donald G. Henry
General Counsel
Iowa Telecommunications Services, Inc.
115 S. Second Avenue West
Newton, Iowa 50208
(Name and address of agent for service)
(515) 787-2000
(Telephone number, including area code, of agent for service)
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
| Large accelerated filer | ¨ | Accelerated filer | x | |||
| Non-accelerated filer | ¨ (Do not check if a smaller reporting company) | Smaller reporting company | ¨ | |||
RECENT EVENTS: DEREGISTRATION
This Post Effective Amendment to Form S-8 Registration Statement relates to the Registration Statement on Form S-8 (File No. 333-125167) (the “Registration Statement”), filed with the Securities and Exchange Commission (the “SEC”) on May 23, 2005, by Iowa Telecommunications Services, Inc. (the “Company”), relating to 1,195,919 shares of Common Stock of the Company for issuance under the Iowa Telecommunications Services, Inc. 2002 Stock Incentive Plan.
Effective as of June 1, 2010, pursuant to an Agreement and Plan of Merger, dated as of November 23, 2009, by and among Windstream Corporation (“Parent”), Buffalo Merger Sub, Inc., a direct, wholly-owned subsidiary of Parent (“Merger Sub”), and the Company, the Company merged with and into Merger Sub with Merger Sub continuing as the surviving corporation (the “Merger”).
As a result of the Merger, the Company has terminated all offerings of the Company’s Common Stock pursuant to existing registration statements, including the Registration Statement. In accordance with undertakings made by the Company in the Registration Statement to remove from registration, by means of a post-effective amendment, any shares of the Company’s Common Stock which remain unsold at the termination of the offering, the Company is filing this Post-Effective Amendment No. 1 to the Registration Statement and hereby removes from registration all shares of the Company’s Common Stock registered under the Registration Statement which remain unsold as of the effective date of the Merger.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, and Rule 478 thereunder, the Company certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this registration amendment to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Newton, State of Iowa, on June 1, 2010.
| Iowa Telecommunications Services, Inc. | ||
| By: | /s/ Donald G. Henry | |
| Name: | Donald G. Henry | |
| Title: | General Counsel | |