As filed with the Securities and Exchange Commission on January 31, 2019
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1 TO:
FORMS-8 REGISTRATION STATEMENT NO.333-64331
FORMS-8 REGISTRATION STATEMENT NO.333-59596
FORMS-8 REGISTRATION STATEMENT NO.333-88000
FORMS-8 REGISTRATION STATEMENT NO.333-132551
FORMS-8 REGISTRATION STATEMENT NO.333-146376
FORMS-8 REGISTRATION STATEMENT NO.333-156086
FORMS-8 REGISTRATION STATEMENT NO.333-159930
FORMS-8 REGISTRATION STATEMENT NO.333-177900
FORMS-8 REGISTRATION STATEMENT NO.333-189262
POST-EFFECTIVE AMENDMENT NO. 2 TO:
FORMS-8 REGISTRATION STATEMENT NO.333-133481
UNDER THE SECURITIES ACT OF 1933
EXCO Resources, Inc.
(Exact name of registrant as specified in its charter)
Texas | 74-1492779 | |
(State or Other Jurisdiction of Incorporation or Organization) | (I.R.S. Employer Identification No.) |
12377 Merit Drive, Suite 1700
Dallas, Texas 75251
(214)368-2084
(Address, including zip code, and telephone number, including
area code, of registrant’s principal executive offices)
EXCO Resources, Inc. 1998 Stock Option Plan
EXCO Resources, Inc. 1998 Director Compensation Plan
EXCO Resources, Inc. 2005 Long-Term Incentive Plan
EXCO Resources, Inc. Employees Savings Trust
EXCO Resources, Inc. Amended and Restated 2005 Long-Term Incentive Plan
(Full title of the plans)
Heather L. Summerfield
Vice President, General Counsel and Secretary
EXCO Resources, Inc.
12377 Merit Drive, Suite 1700
Dallas, Texas 75251
(214)368-2084
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copy to:
Lanchi D. Huynh
Kirkland & Ellis LLP
901 Main Street
Dallas, Texas 75202
(214)972-1770
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, anon-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 Rule12b-2 of the Exchange Act:
Large accelerated filer | ☐ | Accelerated filer | ☐ | |||
Non-accelerated filer | ☒ | Smaller reporting company | ☒ | |||
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. ☐
DEREGISTRATION OF SECURITIES
These Post-Effective Amendments are being filed by EXCO Resources, Inc. (the “Company”) to deregister all shares of common stock of the Company (“common stock”) remaining unsold under the following Registration Statements on FormS-8 (the “Registration Statements”) filed by the Company with the Securities and Exchange Commission (the “SEC”):
(1) | Registration Statement on FormS-8 (No. 333-64331), pertaining to the registration of 1,600,000 shares of common stock for the EXCO Resources, Inc. 1998 Stock Option Plan and the EXCO Resources, Inc. 1998 Director Compensation Plan, which was filed with the SEC on September 25, 1998; | |
(2) | Registration Statement on FormS-8 (No. 333-59596), pertaining to the registration of 600,000 shares of common stock for the EXCO Resources, Inc. 1998 Stock Option Plan, which was filed with the SEC on April 26, 2001; | |
(3) | Registration Statement on FormS-8 (No. 333-88000), pertaining to the registration of 1,300,000 shares of common stock for the EXCO Resources, Inc. 1998 Stock Option Plan, which was filed with the SEC on May 10, 2002; | |
(4) | Registration Statement on FormS-8 (No. 333-132551), pertaining to the registration of 10,000,000 shares of common stock for the EXCO Resources, Inc. 2005 Long-Term Incentive Plan, which was filed with the SEC on March 17, 2006; | |
(5) | Registration Statement on FormS-8 (No. 333-133481), pertaining to the registration of 240,000 shares of common stock for the EXCO Resources, Inc. Employees Profit Sharing Trust and Plan, which was filed with the SEC on April 24, 2006; | |
(6) | Registration Statement on FormS-8 (No. 333-146376), pertaining to the registration of 10,000,000 shares of common stock for the EXCO Resources, Inc. 2005 Long-Term Incentive Plan, which was filed with the SEC on September 28, 2007; | |
(7) | Registration Statement on FormS-8 (No. 333-156086), pertaining to the registration of 249,698 share of common stock for the EXCO Resources, Inc. Employees Savings Trust, which was filed with the SEC on December 12, 2008; | |
(8) | Registration Statement on FormS-8 (No. 333-159930), pertaining to the registration of 3,000,000 shares of common stock for the EXCO Resources, Inc. Amended and Restated 2005 Long-Term Incentive Plan, which was filed with the SEC on June 12, 2009; | |
(9) | Registration Statement on FormS-8 (No. 333-177900), pertaining to the registration of 5,500,000 shares of common stock for the EXCO Resources, Inc. Amended and Restated 2005 Long-Term Incentive Plan, which was filed with the SEC on November 10, 2011; and | |
(10) | Registration Statement on FormS-8 (No. 333-189262), pertaining to the registration of 17,000,000 shares of common stock for the EXCO Resources, Inc. Amended and Restated 2005 Long-Term Incentive Plan, which was filed with the SEC on June 12, 2013. |
On January 15, 2018, the Company and certain of its subsidiaries (collectively, the “Debtors”) filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the Southern District of Texas. The Debtors’ Chapter 11 cases are being jointly administered and are captionedIn Re EXCO Resources, Inc., Case No. 18-30155 (MI).
In connection with the foregoing, the Company has terminated all offerings of securities pursuant to the Registration Statements. In accordance with an undertaking made by the Company in the Registration Statements to remove from registration, by means of a post-effective amendment, any securities that remain unsold at the termination of each offering, the Company hereby removes from registration any and all securities registered but unsold under the Registration Statements, if any, as of the date hereof. The Registration Statements are hereby amended, as appropriate, to reflect the deregistration of such securities, and the Company hereby terminates the effectiveness of the Registration Statements.
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 FormS-8 and has duly caused these Post-Effective Amendments to the Registration Statements on FormS-8 to be signed on its behalf by the undersigned, thereunto duly authorized, in City of Dallas, State of Texas, on January 31, 2019.
EXCO Resources, Inc. | ||
By: | /s/ Heather L. Summerfield | |
Heather L. Summerfield | ||
Vice President, General Counsel and Secretary |
Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities and on the dates indicated.
Name | Title | Date | ||
/s/ Harold L. Hickey Harold L. Hickey | Chief Executive Officer and President (Principal Executive Officer) | January 31, 2019 | ||
/s/ Tyler S. Farquharson Tyler S. Farquharson | Vice President, Chief Financial Officer and President (Principal Financial Officer) | January 31, 2019 | ||
/s/ Brian N. Gaebe Brian N. Gaebe | Chief Accounting Officer and Corporate Controller (Principal Accounting Officer) | January 31, 2019 | ||
/s/ Anthony R. Horton Anthony R. Horton | Director | January 31, 2019 | ||
/s/ Randall E. King Randall E. King | Director | January 31, 2019 | ||
/s/ Robert L. Stillwell Robert L. Stillwell | Director | January 31, 2019 |