As filed with the Securities and Exchange Commission on August 29, 2014
Registration No. 333-151662
UNITED STATES
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
SUSSER HOLDINGS CORPORATION
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 4525 Ayers Street Corpus Christi, TX 78415 | 01-0864257 | ||
(State or Other Jurisdiction of Incorporation or Organization) | (Address of Principal Executive Offices) | (IRS Employer Identification Number) |
SUSSER HOLDINGS CORPORATION 2008 EMPLOYEE STOCK PURCHASE PLAN
(Full Title of the Plan)
Thomas P. Mason
Senior Vice President, General Counsel and Secretary
Susser Holdings Corporation
3738 Oak Lawn Avenue
Dallas, TX 75219
(Name and Address of agent for service)
(214) 981-0700
(Telephone Number, including Area Code, of agent for service)
Copy to:
W. Matthew Strock
Vinson & Elkins L.L.P.
1001 Fannin Street, Suite 2500
Houston, Texas 77002
(713) 758-2222
DEREGISTRATION OF SECURITIES
On June 13, 2008, the Registrant filed with the Securities and Exchange Commission a registration statement on Form S-8, Registration No. 333-151662 (the “Registration Statement”), for the issuance of 750,000 shares of common stock, par value $0.01 per share (the “Common Stock”), and an indeterminate number of plan interests (together with the Common Stock, the “Securities”) under the Susser Holdings Corporation 2008 Employee Stock Purchase Plan.
On August 29, 2014, pursuant to the terms of the Agreement and Plan of Merger, dated as of April 27, 2014 (the “Merger Agreement”), by and among the Registrant, Energy Transfer Partners, L.P., Energy Transfer Partners GP, L.P., Heritage Holdings, Inc., Drive Acquisition Corporation (“Merger Sub”) and, for limited purposes set forth therein, Energy Transfer Equity, L.P., Merger Sub merged with and into the Registrant (the “Merger”), with the Registrant surviving the Merger. As a result of the Merger, the offering pursuant to the Registration Statement has been terminated. In accordance with an undertaking made by the Registrant in the Registration Statement to remove from registration, by means of a post-effective amendment, any of the Securities registered under the Registration Statement that remain unsold at the termination of the offering, the Registrant hereby removes from registration the Securities registered but unsold under the Registration Statement.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, 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 Dallas, State of Texas, on August 29, 2014.
| SUSSER HOLDINGS CORPORATION | ||
| By: | /s/ Mary E. Sullivan | |
| Name: | Mary E. Sullivan | |
| Title: | Executive Vice President and Chief Financial Officer | |
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-8 has been signed below by the following persons in the capacities and on the date indicated.
SIGNATURE | TITLE | DATE | ||
/s/ Robert W. Owens Robert W. Owens | Chief Executive Officer (Principal Executive Officer) | August 29, 2014 | ||
/s/ Mary E. Sullivan Mary E. Sullivan | Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) | August 29, 2014 | ||
/s/ Kelcy Warren Kelcy Warren | Director | August 29, 2014 | ||
/s/ Martin Salinas, Jr. Martin Salinas, Jr. | Director | August 29, 2014 | ||
