As filed with the Securities and Exchange Commission on July 23, 2019
Registration No. 333-172292 and 333-146662
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
POINT.360
(Exact name of registrant as specified in its charter)
| California | 01-0893376 |
| (State or other jurisdiction of incorporation | (I.R.S. Employer Identification No.) |
| or organization |
2701 Media Center Drive
Los Angeles, California, 90065
323-987-9400
(Address of principal executive offices)
Common stock, no par value
(Full title of the plan)
John Schweizer
Vice President, Controller
Point.360
2701 Media Center Drive
Los Angeles, CA 90065
323-987-9400
(Name, address and telephone number of agent for service)
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer¨ | Accelerated Filer¨ |
| Non-accelerated filerx | Smaller reporting companyx |
| Emerging growth company¨ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act.¨
EXPLANATORY NOTE
POINT.360 (the “Registrant”) is filing this Post-Effective Amendment No. 1 to Registration Statement on Form S-8 to deregister all securities originally registered by the Registrant pursuant to its Registration Statements on Form S-8 filed with the Securities and Exchange Commission (the “Commission”), including without limitation, on October 12, 2007 and February 15, 2011, File No. 333 (collectively, the “Form S-8s”), with respect to shares of the Registrant’s common stock, no par value per share (the “Common Stock.
On June 11, 2019, the United States Bankruptcy Court for the Central District of California approved the Registrant’s Second Amended Chapter 11 Plan (the “Plan”), which ordered that the Registrant cancel all outstanding equity securities, including stock, options and warrants, and complete such regulatory requirements to delist Debtor’s securities from the public market. The Effective Date of the Plan is June 11, 2019. FINRA confirmed the delisting of Registrants equity securities on behalf of OTC Markets, effective July 19, 2019.
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 on Form S-8 and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Los Angeles, State of California, on this 23rd day of July 2019.
| POINT.360 | ||
| By: | /s/ Haig S. Bagerdjian | |
Haig S. Bagerdjian Chairman of the Board, President and Chief Executive Officer | ||
