Registration Nos. 333-37057
333-96265
333-62716
333-103217
As filed with the Securities and Exchange Commission on June 2, 2010
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
___________________
Comtex News Network, Inc.
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 13-3055012 |
| (State or Other Jurisdiction of | (I.R.S. Employer Identification No.) |
| Incorporation or Organization) |
625 N. Washington Street, Suite 301
Alexandria, Virginia 22314
(Address of Principal Executive Offices)
Comtex News Network, Inc. 1995 Stock Option Plan (as amended)
(Full Title of the Plan)
Copies to:
| Mr. Chip Brian | Marc P. Levy, Esquire |
| President and Chief Executive Officer | Luse Gorman Pomerenk & Schick, P.C. |
| Comtex News Network, Inc. | 5335 Wisconsin Ave., N.W., Suite 780 |
| 625 N. Washington Street, Suite 301 | Washington, D.C. 20015 |
| Alexandria, Virginia 22314 | (202) 274-2000 |
| (703) 820-2000 | |
| (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 or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check One)
Large Accelerated Filer [ ] Accelerated Filer [ ] Non-Accelerated Filer [ ] 0; Smaller reporting company [ü]
DEREGISTRATION OF SECURITIES
This Post-Effective Amendment No. 1 relates to the Registration Statement on Form S-8 declared effective on October 2, 1997, File No. 333-37057, which originally registered 1,200,000 shares of common stock of Comtex News Network, Inc. (the “Company”); the Registration Statement on Form S-8 declared effective on February 7, 2000, File No. 333-96265, which originally registered 2,200,000 shares of common stock of the Company; the Registration Statement on Form S-8 declared effective on June 11, 2001, File No. 333-62716, which originally registered 501,935 shares of common stock of the Company; and the Registration Statement on Form S-8 declared effective on February 14, 2003, File No. 333-102297, which originally registered 648,065 shares of common stock of the Company (together, the “Registration Statements”), in each case for issuance pursuant to the Comtex News Network, Inc. 1995 Stock Option Plan, as amended (the “Plan”). The Company intends to file a Form 15 to deregister its common stock, and this Post-Effective Amendment is filed to deregister the 1,586,751 remaining shares (after giving effect to any and all splits, combinations, dividends, recapitalizations and other events that changed the number of shares registered in connection with the Plans) registered, but not issued, under the Registration Statements in connection with the deregistration of the Company’s common stock.
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 Post-Effective Amendment No. 1 to the Registration Statements on Form S-8 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Alexandria, State of Virginia, on this 2nd day of June, 2010.
| COMTEX NEWS NETWORK, INC. | ||
| By: | /s/ Chip Brian | |
| Chip Brian | ||
| President and Chief Executive Officer | ||
| (Duly Authorized Representative) |
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statements on Form S-8 has been signed by the following persons in the capacities and on the date indicated.
| Signatures | Title | Date | |
| /s/ Chip Brian | President and Chief Executive Officer | June 2, 2010 | |
| Chip Brian | (Principal Executive Officer) | ||
| /s/ Paul Sledz | Corporate Controller and Treasurer | June 2, 2010 | |
| Paul Sledz | (Principal Financial and Accounting | ||
| Officer) | |||
| /s/ C.W. Gilluly, ED.D. | Chairman of the Board of Directors | June 2, 2010 | |
| C.W. Gilluly, Ed.D. | |||
| /s/ Erik Hendricks | Director | June 2, 2010 | |
| Erik Hendricks | |||
| /s/ William J. Howard | Director | June 2, 2010 | |
| William J. Howard | |||
| /s/ Robert J. Lynch, Jr. | Director | June 2, 2010 | |
| Robert J. Lynch, Jr. | |||
| /s/ Peter Van Bennekom | Director | June 2, 2010 | |
| Peter Van Bennekom |