SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
POORE BROTHERS, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE
(STATE OR OTHER JURISDICTION OF INCORPORATION OR ORGANIZATION)
86-0786101
(IRS EMPLOYER IDENTIFICATION NUMBER)
3500 SOUTH LA COMETA DRIVE
GOODYEAR, ARIZONA 85338
(ADDRESS AND ZIP CODE OF PRINCIPAL EXECUTIVE OFFICES)
POORE BROTHERS, INC. 401(K) PLAN
(FULL TITLE OF THE PLAN)
ERIC J. KUFEL
PRESIDENT AND CHIEF EXECUTIVE OFFICER
POORE BROTHERS, INC.
3500 SOUTH LA COMETA DRIVE
GOODYEAR, ARIZONA 85338
(NAME AND ADDRESS OF AGENT FOR SERVICE)
(623) 932-6200
(TELEPHONE NUMBER, INCLUDING AREA CODE, OF AGENT FOR SERVICE)
Poore Brothers Inc. (the "Company") submits the following Post-Effective
Amendment No. 1 to its Registration Statement on Form S-8 filed on April 26,
2002, Commission File No. 333-87026 (the "Registration Statement"):
On April 26, 2002, the Company registered 25,000 shares of its common
stock, par value $.01 per share, for issuance pursuant to the Poore Brothers
Inc. 401(k) Plan (the "Plan"), and an indeterminate amount of interests to be
offered or sold pursuant to the Plan (as described in the Registration
Statement). No such shares or interests were sold. The Company has elected to
terminate the offering. Pursuant to the undertakings contained in the
Registration Statement to remove from registration any of the securities
remaining unsold at the termination of the offering, the Company requests that
the above-mentioned Registration Statement be amended to de-register all of the
securities registered 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 of the
requirements for filing on Form S-8, 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 Goodyear, State of
Arizona, on this 22nd day of April, 2003.
POORE BROTHERS, INC.
By: /s/ Thomas W. Freeze
------------------------------------
Thomas W. Freeze
Senior Vice President and
Chief Financial Officer
KNOW ALL MEN BY THESE PRESENTS, that each individual whose signature
appears below constitutes and appoints Eric J. Kufel and Thomas W. Freeze, and
each of them individually, his true and lawful attorney-in-fact, to act for him
and in his name, place and stead, in any and all capacities, to sign any and all
further amendments (including post-effective amendments) to this Registration
Statement on Form S-8 to be filed pursuant to the Securities Act of 1933 in
connection with the registration or deregistration of shares of Common Stock,
par value $.01 per share, of Poore Brothers, Inc., and to file the same with all
exhibits thereto, and all documents in connection therewith, with the Securities
and Exchange Commission, granting said attorney-in-fact and agent full power and
authority to do and perform each and every act and thing requisite and necessary
to be done in and about the premises, as fully to all intents and purposes as he
or she might or could do in person, hereby ratifying and confirming all that
said attorney-in-fact and agent or his or her substitute or substitutes, may
lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.
SIGNATURE TITLE DATE
--------- ----- ----
/s/ Eric J. Kufel President, Chief Executive April 22, 2003
- ------------------------ Officer, Director (Principal
Eric J. Kufel Executive Officer)
/s/ Thomas W. Freeze Senior Vice President, Chief April 22, 2003
- ------------------------ Financial Officer, Secretary,
Thomas W. Freeze Treasurer, Director (Principal
Financial Officer and Principal
Accounting Officer)
/s/ Mark S. Howells Director, Chairman April 22, 2003
- ------------------------
Mark S. Howells
/s/ Thomas E. Cain Director April 22, 2003
- ------------------------
Thomas E. Cain
/s/ James W. Myers Director April 22, 2003
- ------------------------
James W. Myers
/s/ Robert C. Pearson Director April 22, 2003
- ------------------------
Robert C. Pearson
/s/ Aaron M. Shenkman Director April 22, 2003
- ------------------------
Aaron M. Shenkman
Pursuant to the requirements of the Securities Act of 1933, the Registrant,
which administers the Poore Brothers, Inc. 401(k) Plan, 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 Goodyear,
State of Arizona, on this 22nd day of April, 2003.
Poore Brothers, Inc. 401(k) Plan
By: /s/ Thomas W. Freeze
------------------------------------
Poore Brothers, Inc.
Thomas W. Freeze
Senior Vice President & CFO