As filed with the Securities and Exchange Commission on March 12, 2009
Registration No. 333-44453
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-3
REGISTRATION STATEMENT
UNDER THE SECURITIES
ACT OF 1933
SYNVISTA THERAPEUTICS, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 13-3304550 |
| (State or other jurisdiction | (IRS Employer |
| of incorporation or organization) | Identification Number) |
221 West Grand Avenue Montvale, New Jersey (Address of Principal Executive Offices) | 07645 (Zip Code) |
Noah Berkowitz, M.D., Ph.D. President and Chief Executive Officer | Copies to: Megan N. Gates, Esq. |
| Synvista Therapeutics, Inc. | Mintz, Levin, Ferris, Glovsky & Popeo, P.C. |
| 221 West Grand Avenue | One Financial Center |
| Montvale, NJ 07645 | Boston, MA 02111 |
| (201) 934-5000 | (617) 542-6000 |
(Name, address, including zip code, and telephone number, including area code, of agent for service) | |
| Not Applicable |
| (Approximate date of commencement of proposed sale to the public) |
DEREGISTRATION OF UNSOLD SECURITIES
On January 16, 1998, Synvista Therapeutics, Inc., formerly known as Alteon Inc. (the “Company”), filed a Registration Statement on Form S-3 (File No. 333-44453) (the “Registration Statement”) to register 2,043,492 shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”). This offering has been terminated because the Company intends to deregister its Common Stock under the Securities Exchange Act of 1934, as amended. Consequently, in accordance with an undertaking made by the Company in the Registration Statement to remove from registration, by means of a post-effective amendment, any of the securities that remain unsold at the termination of the offering, the Company hereby removes from registration the securities of the Company that are registered but unsold under the Registration Statement.
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 the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 1 to its Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Montvale, State of New Jersey on March 12, 2009.
| | SYNVISTA THERAPEUTICS, INC. |
| | |
| | |
| | /s/ Noah Berkowitz, M.D., Ph.D. |
| | Noah Berkowitz, M.D., Ph.D. |
| | President and Chief Executive Officer |
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 and on the dates indicated.
| Signature | | Title | | Date |
| | | | | |
| /s/ Noah Berkowitz, M.D., Ph.D. | | President, Chief Executive | | March 12, 2009 |
| Noah Berkowitz, M.D., Ph.D. | | Officer and Director | | |
| | | | | |
| /s/ Wendy A. Milici | | Principal Financial Officer and | | March 12, 2009 |
| Wendy A. Milici | | Principal Accounting Officer | | |
| | | | | |
| /s/ John F. Bedard | | Director | | March 12, 2009 |
| John F. Bedard | | | | |
| | | | | |
| /s/ William Federici | | Director | | March 12, 2009 |
| William Federici | | | | |
| | | | | |
| /s/ Mary C. Tanner | | Director | | March 12, 2009 |
| Mary C. Tanner | | | | |
| | | | | |
| /s/ Wayne P. Yetter | | Director | | March 12, 2009 |
| Wayne P. Yetter | | | | |
