As filed with the Securities and Exchange Commission on August 22, 2016
Registration No. 333-209757
333-202361
333-194275
333-186885
333-181186
333-172527
333-168137
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENTS
TO
FORM S-8
REGISTRATION STATEMENTS
UNDER
THE SECURITIES ACT OF 1933
Qlik Technologies Inc.
(Exact name of registrant as specified in its charter)
Delaware | 20-1643718 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
150 N. Radnor Chester Road
Suite E220
Radnor, Pennsylvania 19087
(888) 828-9768
(Address of Principal Executive Offices)(Zip Code)
2010 Equity Incentive Plan
2007 Omnibus Stock Option and Award Plan
2004 Omnibus Stock Option and Award Plan
(Full titles of the plans)
Lars Björk
President and Chief Executive Officer
150 N. Radnor Chester Road
Suite E220
Radnor, Pennsylvania 19087
(888) 828-9768
(Name, address, and telephone number of agent for service)
Richard R. Hesp, Esq.
Keith J. Scherer, Esq.
Gunderson Dettmer Stough
Villeneuve Franklin & Hachigian, LLP
One Marina Park Drive, Suite 900
Boston, MA 02210
Telephone: (617) 648-9100
Telecopy: (617) 648-9199
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.
Large accelerated filer x | Accelerated filer | ¨ | ||||
Non-accelerated filer ¨ (Do not check if a smaller reporting company) | Smaller reporting company | ¨ |
DEREGISTRATION OF SECURITIES
This Post-Effective Amendment relates to the following registration statements of Qlik Technologies Inc. (the “Company”), each pertaining to the registration of the shares offered under certain employee benefit and equity plans and agreements, originally filed on Form S-8 and as amended from time-to-time (collectively, the “Registration Statements”):
File No. | Date Originally Filed with the SEC | Name of Equity Plan or Agreement | Shares of Common Stock | |||||
333-209757 | February 26, 2016 | 2010 Equity Incentive Plan | 3,300,000 | |||||
333-202361 | February 27, 2015 | 2010 Equity Incentive Plan | 3,300,000 | |||||
333-194275 | March 3, 2014 | 2010 Equity Incentive Plan | 3,300,000 | |||||
333-186885 | February 26, 2013 | 2010 Equity Incentive Plan | 3,235,736 | |||||
333-181186 | May 4, 2012 | 2010 Equity Incentive Plan | 3,164,918 | |||||
333-172527 | February 28, 2011 | 2010 Equity Incentive Plan | 2,952,968 | |||||
333-168137 | July 16, 2010 | 2010 Equity Incentive Plan | 15,832,681 | |||||
2007 Omnibus Stock Option and Award Plan | ||||||||
2004 Omnibus Stock Option and Award Plan |
On June 2, 2016, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Qlik Parent, Inc., a Delaware corporation (formerly Project Alpha Holding, LLC) (“Parent”) and Project Alpha Merger Corp., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”). Pursuant to the Merger Agreement, on August 22, 2016, Merger Sub merged with and into the Company, and the Company continued as the surviving corporation and as a wholly-owned subsidiary of Parent (the “Merger”).
As a result of the Merger, the Company has terminated all offerings of its securities pursuant to its existing registration statements, including the Registration Statements. Accordingly, the Company is filing this Post-Effective Amendment to the Registration Statements pursuant to Rule 478 under the Securities Act of 1933, as amended, to hereby terminate the effectiveness of the Registration Statements, and in accordance with the undertakings made by the Company in the Registration Statements to remove from registration, by means of this Post-Effective Amendment, any of the securities that had been registered but remain unsold at the termination of the offering, the Company hereby removes from registration all such securities, if any. Each Registration Statement is hereby amended, as appropriate, to reflect the deregistration of all such securities.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment to Registration Statements on Form S-8 to be signed on its behalf by the undersigned, thereunto duly authorized, in the Township of Radnor, in the Commonwealth of Pennsylvania, on this 22nd day of August 2016.
QLIK TECHNOLOGIES INC. | ||
By: | /s/ Deborah Lofton | |
Name: Title: | Deborah Lofton Vice President, General Counsel and Secretary |
No other person is required to sign this Post-Effective Amendment in reliance upon Rule 478 under the Securities Act of 1933, as amended.