<PAGE>
As filed with the Securities and Exchange Commission on May 12, 1998
Registration No. 333-42715
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-3
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
PRINTRAK INTERNATIONAL INC.
(Exact name of registrant as specified in its charter)
DELAWARE 33-0070547
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1250 N. TUSTIN AVENUE, ANAHEIM, CALIFORNIA 92807 (714) 238-2000
(Address, including zip code, and telephone number, including area code, of
registrant's principal executive offices)
RICHARD M. GILES
PRINTRAK INTERNATIONAL INC.
1250 N. TUSTIN AVENUE, ANAHEIM, CALIFORNIA 92807
(714) 238-2000
(Name, address, including zip code, and telephone number, including area code,
of agent for service)
Copies to:
Bruce Feuchter, Esq.
Christine Miller, Esq.
Stradling, Yocca, Carlson & Rauth, a Professional Corporation
660 Newport Center Drive, Suite 1600, Newport Beach, California 92660
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Approximate date of commencement of proposed sale to public: AS SOON AS
PRACTICABLE AFTER THE EFFECTIVE DATE OF THIS REGISTRATION STATEMENT.
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If the only securities being registered on this form are being offered
pursuant to dividend or interest reinvestment plans, please check the following
box. / /
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 interest
reinvestment plans, check the following box. /x/
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. / /
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 delivery of the prospectus is expected to be made pursuant to Rule 434,
please check the following box. / /___________
See Attached
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CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------
Proposed maximum Proposed maximum
Title of securities Amount to be offering price aggregate offering Amount of
to be registered registered(1) per share(2) price(2) registration fee
- ------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Common Stock, 47,251 shares $10.375 $490,229 $169.04
$.0001 par value
- -------------------------------------------------------------------------------------------------
</TABLE>
(1) The number of shares to be registered reflects the number of shares sold by
selling stockholders prior to the date this Post-Effective Amendment No. 1
was filed for the purpose of de-registering the remaining shares covered by
the Registration Statement on Form S-3.
(2) The offering price is estimated solely for the purpose of calculating the
registration fee in accordance with Rule 457(c) using the average of the
high and low price reported by the Nasdaq National Market for the Common
Stock on December 8, 1997, which was approximately $10.375 per share.
This Post-Effective Amendment No. 1 to Registrants' Registration Statement shall
become effective in accordance with Section 8(a) of the Securities Act of 1933
or on such date as the Commission, acting pursuant to said Section 8(a), may
determine.
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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-3 and has duly caused this
post-effective amendment no. 1 to its registration statement to be signed on
its behalf by the undersigned, hereunto duly authorized, in the City of
Anaheim, State of California, on the 11th day of May, 1998.
PRINTRAK INTERNATIONAL INC.
By: /s/
---
Richard M. Giles, Chairman of the Board, Chief
Executive Officer and President
POWER OF ATTORNEY
Pursuant to the requirements of the Securities Act of 1933, as
amended, this Post-Effective Amendment No. 1 to Registration Statement has
been signed by the following persons in the capacities and on the dates
indicated.
<TABLE>
<CAPTION>
SIGNATURE TITLE DATE
- ---------- ----- ----
<S> <C> <C>
/s/ Chairman of the Board, Chief Executive May 11, 1998
- --- Officer and President (Principal
Richard M. Giles Executive Officer)
/s/ John G. Hardy * Division President, Chief Operating May 11, 1998
- ----------------- - Officer and Director
John G. Hardy
/s/ Alfred B. Castleman * Vice President - Finance, Chief Financial May 11, 1998
- ----------------------- - Officer and Director (Principal Financial
Alfred B. Castleman Officer)
/s/ Kenneth W. Simonds * Director May 11, 1998
- ---------------------- -
Kenneth W. Simonds
/s/ Charles L. Smith * Director May 11, 1998
- -------------------- -
Charles L. Smith
/s/ Albert Wong * Director May 11, 1998
- --------------- -
Albert Wong
*By: /s/
--- -
Richard M. Giles,
Attorney-in-Fact
</TABLE>
