UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Post-Effective Amendment No. 1 to Form S-8 Registration No. 33-05357
Post-Effective Amendment No. 1 to Form S-8 Registration No. 2-79093
Post-Effective Amendment No. 1 to Form S-8 Registration No. 2-96855
Post-Effective Amendment No. 1 to Form S-8 Registration No. 33-25721
Post-Effective Amendment No. 1 to Form S-8 Registration No. 33-31251
Post-Effective Amendment No. 1 to Form S-8 Registration No. 33-31255
Post-Effective Amendment No. 1 to Form S-8 Registration No. 33-48972
Post-Effective Amendment No. 1 to Form S-8 Registration No. 333-87637
Post-Effective Amendment No. 1 to Form S-8 Registration No. 333-56546
Post-Effective Amendment No. 1 to Form S-8 Registration No. 333-81360
Post-Effective Amendment No. 1 to Form S-8 Registration No. 333-107457
Post-Effective Amendment No. 1 to Form S-8 Registration No. 333-122712
Post-Effective Amendment No. 1 to Form S-8 Registration No. 333-128076
Post-Effective Amendment No. 1 to Form S-8 Registration No. 333-159258
Post-Effective Amendment No. 1 to Form S-8 Registration No. 333-59511
Post-Effective Amendment No. 2 to Form S-8 Registration No. 333-95135
Post-Effective Amendment No. 2 to Form S-8 Registration No. 333-83509
Post-Effective Amendment No. 2 to Form S-8 Registration No. 333-49557
Post-Effective Amendment No. 2 to Form S-8 Registration No. 333-116794
Post-Effective Amendment No. 2 to Form S-8 Registration No. 2-90079
Post-Effective Amendment No. 2 to Form S-8 Registration No. 33-45788
UNDER
THE SECURITIES ACT OF 1933
TELLABS, INC.
(Exact name of registrant as specified in its charter)
| | |
| Delaware | | 36-3831568 |
(State or other jurisdiction of
incorporation or organization) | | (I.R.S. Employer
Identification No.) |
One Tellabs Center
1415 West Diehl Road
Naperville, Illinois 60563
(Address, Including Zip Code, of Principal Executive Office)
2005 TELLABS, INC. EMPLOYEE STOCK PURCHASE PLAN
ACCESSLAN COMMUNICATIONS, INC. 1997 STOCK OPTION PLAN
ADVANCED FIBRE COMMUNICATIONS, INC. 1993 STOCK OPTION/STOCK ISSUANCE PLAN
ADVANCED FIBRE COMMUNICATIONS, INC. 1996 STOCK INCENTIVE PLAN
COHERENT COMMUNICATIONS SYSTEMS CORPORATION 1982 STOCK OPTION PLAN
COHERENT COMMUNICATIONS SYSTEMS CORPORATION AMENDED AND RESTATED 1993 EQUITY COMPENSATION PLAN
FUTURE NETWORKS, INC. 1999 STOCK INCENTIVE PLAN
NETCORE SYSTEMS, INC. 1997 STOCK OPTION PLAN
OCULAR NETWORKS, INC. AMENDED AND RESTATED 2000 STOCK INCENTIVE PLAN
SALIX TECHNOLOGIES, INC. 1998 OMNIBUS STOCK PLAN AND OPTION AGREEMENT
TELLABS, INC. 1981 INCENTIVE STOCK OPTION PLAN
TELLABS, INC. 1984 INCENTIVE STOCK OPTION PLAN
TELLABS, INC. 1986 NON-QUALIFIED STOCK OPTION PLAN
TELLABS, INC. 1987 STOCK OPTION PLAN FOR NON-EMPLOYEE CORPORATE DIRECTORS
TELLABS, INC. 1989 STOCK OPTION PLAN
TELLABS, INC. 1991 STOCK OPTION PLAN
TELLABS, INC. 1994 STOCK OPTION PLAN
TELLABS, INC. 1998 STOCK OPTION PLAN
TELLABS, INC. 2001 STOCK OPTION PLAN
TELLABS, INC. 2003 EMPLOYEE RETENTION INCENTIVE PROGRAM
TELLABS, INC. 2004 INCENTIVE COMPENSATION PLAN
TELLABS, INC. AMENDED AND RESTATED 2004 INCENTIVE COMPENSATION PLAN
TELLABS, INC. EMPLOYEE STOCK PURCHASE PLAN
TELLABS, INC. PROFIT SHARING AND SAVINGS PLAN
VIVACE NETWORKS, INC. 1999 EQUITY INCENTIVE PLAN
WICHORUS, INC. 2005 STOCK PLAN
(Full title of the plan)
James M. Sheehan, Esq.
Executive Vice President, General Counsel, Chief Administrative Officer and Secretary
Tellabs, Inc.
One Tellabs Center
1415 West Diehl Road
Naperville, Illinois 60563
(630) 798-8800
(Name, address, including zip code, and 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 | | x | | Accelerated filer | | ¨ |
| | | |
| Non-accelerated filer | | ¨ (Do not check if a smaller reporting company) | | Smaller reporting company | | ¨ |
DEREGISTRATION OF UNSOLD SECURITIES
These Post-Effective Amendments relate to the following registration statements (the “Registration Statements”) of Tellabs, Inc. (the “Company”):
| | 1. | Registration Statement No. 33-05357; |
| | 2. | Registration Statement No. 2-79093; |
| | 3. | Registration Statement No. 2-96855; |
| | 4. | Registration Statement No. 33-25721; |
| | 5. | Registration Statement No. 33-31251; |
| | 6. | Registration Statement No. 33-31255; |
| | 7. | Registration Statement No. 33-48972; |
| | 8. | Registration Statement No. 333-87637; |
| | 9. | Registration Statement No. 333-56546; |
| | 10. | Registration Statement No. 333-81360; |
| | 11. | Registration Statement No. 333-107457; |
| | 12. | Registration Statement No. 333-122712; |
| | 13. | Registration Statement No. 333-128076; |
| | 14. | Registration Statement No. 333-159258; |
| | 15. | Registration Statement No. 333-59511; |
| | 16. | Registration Statement No. 333-95135; |
| | 17. | Registration Statement No. 333-83509; |
| | 18. | Registration Statement No. 333-49557; |
| | 19. | Registration Statement No. 333-116794; |
| | 20. | Registration Statement No. 2-90079; and |
| | 21. | Registration Statement No. 33-4578. |
On December 3, 2013, pursuant to the Agreement and Plan of Merger, dated as of October 18, 2013, by and among Blackhawk Holding Vehicle LLC (“Parent”), Blackhawk Merger Sub Inc. (“Merger Sub) and the Company, Merger Sub merged with and into the Company with the Company surviving as a wholly owned subsidiary of Parent (the “Merger”). As a result of the Merger, the Company has less than 300 shareholders and no longer has an obligation to keeps its shares of common stock registered.
In accordance with an undertaking contained in the Registration Statements to remove from registration, by means of a post-effective amendment, any of the securities that remain unsold at the termination of the offerings, the Company hereby removes from registration all securities of the Company registered but unissued under 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 Form S-8 and has duly caused these Post-Effective Amendments to the Registration Statements to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Chicago, State of Illinois, on December 4, 2013.
| | |
| TELLABS, INC. |
| |
| By: | | /s/ Lawrence A. Rieger |
| | Lawrence A. Rieger Acting Chief Financial Officer |
Pursuant to the requirements of the Securities Act of 1933, these Post-Effective Amendments to the Registration Statements have been signed by the following persons in the capacities and on the date indicated.
| | | | |
Signature | | Title | | Date |
| | |
/s/ Nick Kaiser | | Director | | December 4, 2013 |
| Nick Kaiser | | | | |
| | |
/s/ Doug Bayerd | | Director | | December 4, 2013 |
| Doug Bayerd | | | | |
| | |
/s/ Robb Warwick | | Director | | December 4, 2013 |
| Robb Warwick | | | | |
