As filed with the Securities and Exchange Commission on November 26, 2008
Registration No. 333-02195
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
_________________
GEHL COMPANY |
(Exact name of registrant as specified in its charter) |
Wisconsin | 39-0300430 |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
143 Water Street |
West Bend, Wisconsin 53095 |
(Address, including zip code, of registrant’s principal executive offices) |
_________________
Gehl Savings Plan |
(Full title of the plan) |
William D. Gehl |
Chairman of the Board and Chief Executive Officer |
143 Water Street |
West Bend, Wisconsin 53095 |
(262) 334-9461 |
(Name, address, and telephone number, including area code, of agent for service) |
with a copy to: |
Jay O. Rothman |
Foley & Lardner LLP |
777 East Wisconsin Avenue |
Milwaukee, Wisconsin 53202-5306 |
(414) 271-2400 |
_________________
Termination of Registration
Registration Statement No. 333-02195 on Form S-8 (the “Registration Statement”) covered shares of common stock, par value $0.10 per share of Gehl Company, a Wisconsin corporation (the “Company”), issuable by the Company pursuant to the Gehl Savings Plan. The Registration Statement also covered an indeterminate amount of interests offered or sold pursuant to the Gehl Savings Plan.
On October 27, 2008, Tenedor Corporation (“Tenedor”), a Wisconsin corporation and a direct wholly-owned subsidiary of Manitou BF S.A., a French limited company (Société Anonyme) (“Parent”), merged with and into the Company (the “Merger”) pursuant to the Agreement and Plan of Merger, dated as of September 7, 2008, among Parent, Tenedor and the Company, with the Company surviving the Merger as a direct wholly-owned subsidiary of Parent.
As a result of the Merger, the Company has terminated all offerings of its securities pursuant to the Registration Statement. In accordance with undertakings made by the Company in its Registration Statement to remove from registration, by means of a post-effective amendment, any securities which remain unsold at the termination of the offering, the Company hereby removes from registration all shares of common stock registered but not sold under the Registration Statement.
1
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing Form S-8 and has duly caused this Post-Effective Amendment No. 1 to Registration Statement No. 333-02195 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of West Bend, State of Wisconsin, on November 26, 2008.
| GEHL COMPANY |
| By: /s/ William D. Gehl |
| William D. Gehl |
| Chairman of the Board and Chief Executive Officer |
Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the indicated capacities on November 26, 2008.
Signature | Title |
/s/ William D. Gehl
| Chairman of the Board, Chief Executive Officer and |
William D. Gehl | Director (Principal Executive Officer) |
/s/ Malcolm F. Moore
| President and Chief Operating Officer (Principal |
Malcolm F. Moore | Financial and Accounting Officer) |
/s/ Marcel Claude Braud
| Director |
Marcel Claude Braud |
/s/ Bruno Fille
| Director |
Bruno Fille |
/s/ Dominique Himsworth
| Director |
Dominique Himsworth |
Pursuant to the requirements of the Securities Act of 1933, as amended, the trustee of the Plan has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Milwaukee, State of Wisconsin, on November 24, 2008.
| GEHL SAVINGS PLAN |
| By: Marshall & Ilsley Trust Company |
| By: /s/ William P. Grow |
| William P. Grow |
| Vice President |