Registration No. 333-97451
As filed with the Securities and Exchange Commission on April 30, 2003.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Post-Effective Amendment No. 3
to
FORM SB-2
REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933
OREGON TRAIL ETHANOL COALITION, L.L.C.
(Exact name of registrant as specified in its charter)
Nebraska 2689 47-0843892
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(State or other jurisdiction of (Primary Standard Industrial (I.R.S. Employer
incorporation or organization) Classification Code Number) Identification No.)
102 West 6th Street
Box 267
Davenport, Nebraska 68335
(402) 364-2591
(Address, including zip code, and telephone number,
including area code, of registrant's principal executive offices)
MARK L. JAGELS
Chairman of the Board
Oregon Trail Ethanol Coalition, L.L.C.
RR 1 Box 189, Davenport, Nebraska 68335-9429
(402) 364-2428
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
Copies of communications to:
Dennis J. Fogland, Esq.
Victoria H. Finley, Esq.
Baird, Holm, McEachen, Pedersen, Hamann & Strasheim
1500 Woodmen Tower, Omaha, Nebraska 68102-2068
(402) 636-8264
Approximate date of commencement of proposed sale to the public:
N/A
If this Form is filed to register additional securities for an
offering pursuant to Rule 462(b) 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. [_]
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. [_]
If this Form is a post-effective amendment filed pursuant to Rule
462(d) 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. [_]
If delivery of the prospectus is expected to be made pursuant to Rule
434, check the following box. [_]
THIS POST-EFFECTIVE AMENDMENT NO. 3 IS FILED PURSUANT TO ITEM
512(a)(3) UNDER THE SECURITIES ACT OF 1933, AS AMENDED, TO TERMINATE THE
OFFERING OF SECURITIES REGISTERED PURSUANT TO THE REGISTRATION STATEMENT ON
FORM SB-2(333-97451), AND TO REMOVE FROM REGISTRATION ALL MEMBERSHIP UNITS
OF THE COMPANY.
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DE-REGISTRATION OF MEMBERSHIP UNITS
On July 31, 2002, Oregon Trail Ethanol Coalition, L.L.C., a Nebraska
limited liability company (the "Company"), filed with the Securities and
Exchange Commission a Registration Statement (File No. 333-97541) on Form
SB-2 under the Securities Act of 1933, as amended (the "Registration
Statement") registering up to 24,000 membership units in the Company (the
"Units") to be offered by the Company. Such Registration Statement, as
amended by Pre-Effective Amendment No. 1 dated October 3, 2002,
Pre-Effective Amendment No. 2 dated November 22, 2002, Pre-Effective
Amendment No. 3 dated December 31, 2002, and Pre-Effective Amendment No. 4
dated January 15, 2003, was declared effective on January 17, 2003. The
Registration Statement was further amended by Post-Effective Amendment No.
1 dated March 26, 2003 and Post-Effective Amendment No. 2 dated April 15,
2003.
Under the terms of its prospectus, the Company had to raise the
minimum offering amount by April 30, 2003. As of April 30, 2003, the
Company had not raised the minimum offering amount and therefore, pursuant
to the terms of the prospectus, the Company has closed the offering. In
accordance with the undertakings set forth in Part II of the Registration
Statement, the Company hereby de-registers all 24,000 Units that remain
unsold as of the date hereof pursuant to this Post-Effective Amendment No.
3 to the Registration Statement.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
Registrant has duly caused this Post-Effective Amendment No. 3 to the
Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Davenport, State of Nebraska on
this 30th day of April, 2003.
OREGON TRAIL ETHANOL COALITION, L.L.C.
By: /s/ Mark L. Jagels
-------------------------------------
Mark L. Jagels, Chairman of the Board
(Principal Executive Officer)
Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. 3 to the Registration Statement has been
signed below by the following persons in the capacities Oregon Trail
Ethanol Coalition, L.L.C. on the 30th day of April, 2003.
Signature Capacity
/s/ Mark L. Jagels Chairman of the Board, President, Director
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Mark L. Jagels
/s/ Michael Schardt Vice Chairman, Vice President, Director
-------------------------
Michael Schardt
/s/ Pamela Maynard Secretary and Director
-------------------------
Pamela Maynard
/s/ Kent D. Hummel Treasurer and Director
-------------------------
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Kent D. Hummel (Principal Accounting Officer)
/s/ Todd Fangmeier Director
-------------------------
Todd Fangmeier
/s/ Brian Nedrow Director
-------------------------
Brian Nedrow
/s/ Daniel J. Miller Director
-------------------------
Daniel J. Miller
/s/ Gene Thomas Director
-------------------------
Gene Thomas
/s/ Darrel D. Dageforde Director
-------------------------
Darrel D. Dageforde
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