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As filed with the Securities and Exchange Commission on December 22, 2000
REGISTRATION NO. 333-08303
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
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BILLING CONCEPTS CORP.
(Exact name of registrant as specified in its charter)
DELAWARE 74-2781950
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
7411 JOHN SMITH DRIVE, SUITE 200
SAN ANTONIO, TEXAS 78229
(Address of Principal Executive Offices) (Zip Code)
BILLING CONCEPTS CORP.
401(k) RETIREMENT PLAN
(Full title of the Plan)
W. AUDIE LONG, ESQ.
SENIOR VICE PRESIDENT, GENERAL COUNSEL AND CORPORATE SECRETARY
BILLING CONCEPTS CORP.
7411 JOHN SMITH DRIVE, SUITE 200
SAN ANTONIO, TEXAS 78229
(Name and address of agent for service)
(210) 949-7000
(Telephone number, including area code, of agent for service)
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With Copy to:
FULBRIGHT & JAWORSKI L.L.P.
300 CONVENT, SUITE 2200
SAN ANTONIO, TEXAS 78205
(210) 224-5575
ATTENTION: PHILLIP M. RENFRO, ESQ.
---------------------------
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This Post-Effective Amendment No. 1 is being filed to amend the
Registration Statement (the "Registration Statement") on Form S-8 (No.
333-08303), pursuant to which Billing Concepts Corp., a Delaware corporation
(the "Registrant"), registered 25,000 shares of its common stock, $.01 par
value ("Common Stock"), issuable pursuant to the Registrant's 401(k)
Retirement Plan.
The Registrant hereby withdraws from registration those shares of Common
Stock previously registered pursuant to the Registration Statement that
remained unsold due to the Registrant's 401(k) Retirement Plan being acquired
by the purchaser of all of the issued and outstanding shares of capital stock
of the Registrant's five wholly-owned subsidiaries. The Registration
Statement is hereby amended, as appropriate, to reflect the deregistration of
such shares.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended,
the Registrant certifies that it has reasonable grounds to believe that it
meets all the requirements for filing on Form S-8 and has duly caused this
registration statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of San Antonio and State of Texas the
21st day of December, 2000.
BILLING CONCEPTS CORP.
By: /s/ David P. Tusa
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David P. Tusa
Senior Vice President and
Chief Financial Officer
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POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that each individual whose signature
appears below constitutes and appoints Parris H. Holmes, Jr. and David P.
Tusa, or either of them, his true and lawful attorney-in-fact and agent, with
full power of substitution and resubstitution, for him and in his name, place
and stead, in any and all capacities, to sign any and all amendments
(including post-effective amendments) to this Registration Statement, and to
file the same and all exhibits thereto, and all documents in connection
therewith, with the Securities and Exchange Commission, granting said
attorney-in-fact and agent, and each of them, 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 might
or could do in person, hereby ratifying and confirming all that said
attorney-in-fact and agent or either of them, or their or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, as amended,
this 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/ Parris H. Holmes, Jr. Chairman of the Board and December 21, 2000
---------------------------------- Chief Executive Officer
Parris H. Holmes, Jr. and a Director
(Principal Executive Officer)
/s/ David P. Tusa Senior Vice President December 21, 2000
---------------------------------- and Chief Financial Officer
David P. Tusa (Principal Financial and
Accounting Officer)
/s/ Lee Cooke Director December 21, 2000
----------------------------------
Lee Cooke
/s/ Thomas G. Loeffler Director December 21, 2000
----------------------------------
Thomas G. Loeffler
/s/ William H. Cunningham Director December 21, 2000
----------------------------------
William H. Cunningham
</TABLE>
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