As filed with the Securities and Exchange Commission on May 16, 2005
Registration No. 333-31960
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
Zamba Solutions LLC
(Formerly Known As Zamba Corporation)
(Exact name of registrant as specified in its charter)
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Delaware (State or other jurisdiction of incorporation or organization) | | 36-3584201 (I.R.S. Employer Identification Number) |
205 North Michigan Avenue
Suite 1500
Chicago, Illinois 60601
(312) 228-4500
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Philip J. Downey, Esq.
Secretary
Zamba Solutions LLC
205 North Michigan Avenue
Suite 1500
Chicago, Illinois 60601
(312) 228-4500
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copy To:
Richard E. Robbins, Esq.
Sidley Austin Brown & Wood LLP
Bank One Plaza
10 South Dearborn Street
Chicago, Illinois 60603
(312) 853-7000
Approximate date of commencement of proposed sale of the securities to the public:Securities being withdrawn from registration.
If only the securities being registered on this form are being offered pursuant to dividend or interest reinvestment plans, please check the following box.o
If any of the securities being registered on this form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered only in connection with dividend or reinvestment plans, check the following box.þ
If this form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.o
If this form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.o
If delivery of the prospectus is expected to be made pursuant to Rule 434, please check the following box.o
TABLE OF CONTENTS
SIGNATURES
Pursuant to the requirements of the Securites 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-3 and has duly caused this Post-Effective Amendment No. 1 to Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Chicago, State of Illinois, on this 16th day of May, 2005
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| | ZAMBA SOLUTIONS LLC (formerly known as Zamba Corporation) |
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| | By: | | /s/ Philip J. Downey |
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| | Name: Title: | | Philip J. Downey Secretary |
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to Registration Statement has been signed by the following persons in the capacities and on the dates indicated.
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Name | | Title | | Date |
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/s/ Michael R. Gorsage | | President (Principal Executive Officer) | | May 16, 2005 |
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Michael R. Gorsage | | | | |
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/s/ Sandor Grosz | | Treasurer (Principal Financial and | | May 16, 2005 |
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Sandor Grosz | | Principal Accounting Officer) | | |
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Technology Solutions Company | | Sole Member of Zamba Solutions LLC, a member-managed limited liability company | | May 16, 2005
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By: /s/ Philip J. Downey | | |
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Name: Philip J. Downey Title: Vice President — General Counsel & Corporate Secretary | | |