UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-8
POST-EFFECTIVE AMENDMENT NO. 1
TO
REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933
THE GENLYTE GROUP INCORPORATED
(Exact name of registrant as specified in its charter)
Delaware | | 22-2584333 |
(State or other jurisdiction of incorporation or organization) | | (I.R.S. Employer Identification No.) |
10350 Ormsby Park Place, Suite 601
Louisville, KY 40223
(502) 420-9500
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
GENLYTE STOCK OPTION PLAN
EFFECTIVE AS OF MAY 1, 1998
(Full title of the plan)
Daniel R. Fuller
Vice President and General Counsel
The Genlyte Group Incorporated
10350 Ormsby Park Place, Suite 601
Louisville, KY 40223
(502) 420-9500
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies of all communications, including communications sent to agent for service, should be sent to:
Daniel R. Fuller
Vice President and General Counsel
The Genlyte Group Incorporated
10350 Ormsby Park Place, Suite 601
Louisville, KY 40223
(502) 420-9500
EXPLANATORY NOTE
On March 27, 2000, The Genlyte Group Incorporated (the “Company”) filed a registration statement on Form S-8 (Reg. No. 333-57854) (the “Registration Statement”) with the Securities and Exchange Commission registering the offer and sale of 2,000,000 shares of common stock, $0.01 par value, including the associated preferred stock purchase rights (such rights, together with such shares of Genlyte’s common stock, the “Shares”). This Post-Effective Amendment No. 1 is an amendment to the Registration Statement. On January 25, 2008, pursuant to the Agreement and Plan of Merger, dated as of November 25, 2007, among the Company, Philips Holding USA Inc. and Golf Merger Sub, Inc. (“Merger Sub”), Merger Sub merged with and into the Company with the Company being the surviving corporation. All offerings under the Registration Statement have been terminated. In accordance with the undertakings made by the Company to remove from registration, by means of a post-effective amendment, any of the Shares registered under the Registration Statement which remain unsold at the termination of the offerings, the Company hereby removes from registration all Shares registered under the Registration Statement which remain unsold.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that is 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 Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Louisville, State of Kentucky on the 30th day of January 2008.
| THE GENLYTE GROUP INCORPORATED |
| | |
| | By: | /s/ Larry K. Powers |
| | | Name: Larry K. Powers | |
| | | Title: Chief Executive Officer and President | |
| | | | | | |
Pursuant to the requirements of the Securities Act of 1933, this Post-effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on the 30th day of January 2008.
| |
Signature | | Capacity | |
| |
/s/ Larry K. Powers | Chief Executive Officer and President |
Larry K. Powers | (Principal Executive Officer) |
| |
/s/ William G. Ferko | Vice President-Finance, Chief Financial Office and Treasurer |
William G. Ferko | (Principal Financial Officer and Principal Accounting Officer) |
| |
/s/ Joseph E. Innamorati | Director |
Joseph E. Innamorati | |
| |
/s/ Pamela L. Dunlap | Director |
Pamela L. Dunlap | |
| | | |
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