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As filed with the Securities and Exchange Commission on May 7, 2007
Registration No. 333-139332
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO THE FORM SB-2
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
SUGAR CREEK FINANCIAL CORP.
(Name of Small Business Issuer in its Charter)
UNITED STATES 6035 74-3210459
(State or Jurisdiction of (Primary Standard Industrial (I.R.S. Employer
Incorporation or Organization) Classification Code Number Identification No.)
28 WEST BROADWAY 28 WEST BROADWAY
TRENTON, ILLINOIS 62293-1304 TRENTON, ILLINOIS 62293-1304
(618) 224-9228 (618) 224-9228
(Address and Telephone Number of (Address of Principal Place of
Principal Executive Offices) Business or Intended Principal
Place of Business)
ROBERT J. STROH, JR.
CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER
SUGAR CREEK FINANCIAL CORP.
28 WEST BROADWAY
TRENTON, ILLINOIS 62293-1304
(618) 224-9228
(Name, Address and Telephone Number of Agent for Service)
Copies to:
PAUL M. AGUGGIA, ESQ.
SEAN P. KEHOE, ESQ.
MULDOON MURPHY & AGUGGIA LLP
5101 WISCONSIN AVENUE, N.W.
WASHINGTON, D.C. 20016
(202) 362-0840
Sale to the public concluded April 3, 2007.
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This Post-Effective Amendment No. 1 is filed for the purpose of
deregistering 127,518 shares of the $.01 par value common stock (the "Common
Stock") of Sugar Creek Financial Corp. (the "Company"), heretofore registered
and offered pursuant to the terms of the Prospectus dated February 12, 2007. The
remaining 408,095 shares registered pursuant to this Registration Statement on
Form SB-2 have been issued in accordance with the Prospectus in the Subscription
and Community Offering described therein.
The Company has determined that no further shares will be offered, sold,
issued and/or exchanged pursuant to the Prospectus. The Company therefore
requests deregistration of the unissued shares of Common Stock pursuant to this
Registration Statement as soon as is practicable after the filing of this
Post-Effective Amendment No. 1.
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SIGNATURES
In accordance with 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 SB-2 and authorized this registration
statement to be signed on its behalf by the undersigned, in the City of Trenton,
State of Illinois, on May 7, 2007.
SUGAR CREEK FINANCIAL CORP.
By: /s/ Robert J. Stroh, Jr.
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Robert J. Stroh, Jr.
Chairman of the Board, Chief Executive
Officer and Chief Financial Officer
(duly authorized representative)
In accordance with the requirements of the Securities Act of 1933, this
registration statement was signed by the following persons in the capacities and
on the dates stated.
Name Title Date
- ---- ----- ----
/s/ Robert J. Stroh, Jr. Chairman of the Board, May 7, 2007
- ------------------------ Chief Executive Officer
Robert J. Stroh, Jr. and Chief Financial Officer
(principal executive
officer)
/s/ Francis J. Eversman President, Chief Operating May 7, 2007
- ----------------------- Officer and Director
Francis J. Eversman
* Director
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Timothy W. Deien
* Director
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Timothy P. Fleming
* Director
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Daniel S. Reilly
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* Director
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Gary R. Schwend
* Pursuant to the Powers of Attorney filed as Exhibit 24.0 to the Registration
Statement on Form SB-2 for Sugar Creek Financial Corp. and Tempo Bank
Employees' Savings and Profit Sharing Plan and Trust filed on December 14,
2006.
/s/ Robert J. Stroh, Jr. May 7, 2007
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Robert J. Stroh, Jr.