World Health Alternatives, Inc. Form SB-2 Post-Effective Amendment 10
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM SB-2
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
POST-EFFECTIVE AMENDMENT NO. 10
COMMISSION REGISTRATION NUMBER 333-84934
WORLD HEALTH ALTERNATIVES, INC.
Florida 7375 04-3613924
(State or jurisdiction of (Primary Std. Industrial IRS Employer
incorporation or organization) Classification Code Number) ID Number)
300 Penn Center Boulevard, Pittsburgh, Pennsylvania 15235
(412) 829-7800
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(Address and telephone number of principal executive offices)
300 Penn Center Boulevard, Pittsburgh, Pennsylvania 15235
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(Address of principal place of business or intended principal place of business)
Marc P. Taxay, Esq.
Cohen & Grigsby, P.C.
11 Stanwix Street, 15th Floor
Pittsburgh, Pennsylvania 15222
(412) 297-4900
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(Name, address and telephone number of agent for service)
(All communications to)
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Marc P. Taxay, Esq.
Cohen & Grigsby, P.C.
11 Stanwix Street, 15th Floor
Pittsburgh, Pennsylvania 15222
Tel: (412) 297-4900 / Fax: (412) 209-0672
Approximate date of commencement of proposed sale to the public: This
post-effective amendment deregisters those shares of common stock that remain
unsold hereunder as of the date hereof.
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, as amended, check the following box: [ ]
If this Form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act of 1933, please check the
following box and list the Securities Act of 1933 registration 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 of 1933, check the following box and list the
Securities Act of 1933 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 of 1933, check the following box and list the
Securities Act of 1933 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,
please check the following box. [ ]
EXPLANATORY NOTE
DEREGISTRATION OF SECURITIES
On March 26, 2002, World Health Alternatives, Inc., a Florida corporation
(the "Registrant"), filed a registration statement on Form SB-2 (No. 333-84934)
(the "Registration Statement") using a "shelf" registration process to register
1,743,700 shares of common stock held by certain shareholders of the Registrant
(the "Selling Shareholders"). On June 28, 2002, the Commission declared the
Registration Statement effective. The Registration State was subsequently
amended to register a total of 3,487,400 shares of common stock held by the
Selling Shareholders following a 2-for-1 stock split effective October 7, 2002.
Since that time and from time to time, the Registrant has filed prospectus
supplements under the Registration Statement offering shares of common stock in
connection with the acquisition of Better Solutions, Inc. In all, the Selling
Shareholders sold a total of 3,335,400 shares under the Registration Statement,
with 152,000 shares of common stock remaining unsold.
The Registrant and the Selling Shareholders no longer desire to keep the
Registration Statement effective. Accordingly, this Post-Effective Amendment No.
10 to the Registration Statement is being filed to deregister, as of the date
hereof, all of the shares that remain unsold under the Registration Statement.
This Post-Effective Amendment No. 10 to the Registration Statement replaces
in its entirety the Post-Effective Amendment No. 9 to the Registration Statement
which was filed with the Commission on November 26, 2003.
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SIGNATURES
In accordance with the requirements of the Securities Act of 1933, as
amended, the Registrant certifies that it has reasonable grounds to believe that
it meets all of the requirements of filing this Post-Effective Amendment on Form
SB-2 and has duly caused and authorized this Post-Effective Amendment No. 10 to
the Registration Statement to be signed on its behalf by the undersigned, in the
City of Pittsburgh, Pennsylvania on December 5, 2003.
By: /s/ Marc D. Roup
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Marc D. Roup
Chief Executive Officer
In accordance with the requirements of the Securities Act of 1933, as
amended, this Post-Effective Amendment No. 10 to the Registration Statement was
signed by the following persons in the capacities and on the dates indicated.
By: /s/ Richard E. McDonald
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Richard E. McDonald
President, Principal Financial Officer, Principal Accounting Officer, Chairman
of the Board of Directors
December 5, 2003
By: /s/ Marc D. Roup
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Marc D. Roup
Director
December 5, 2003