<PAGE> 1
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON DECEMBER 10, 1997
REGISTRATION NO. 333-33675
================================================================================
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
---------------------
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM SB-1
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
---------------------
NEUTRAL POSTURE ERGONOMICS, INC.
(Name of small business issuer in its charter)
<TABLE>
<C> <C> <C>
TEXAS 2522 74-2563656
(State or other jurisdiction of (Primary Standard Industrial (I.R.S. Employer
incorporation or organization) Classification Code Number) Identification No.)
</TABLE>
3904 N. TEXAS AVENUE
BRYAN, TEXAS 77803
(409) 778-0502
(Address and telephone number of principal executive offices
and principal place of business)
---------------------
REBECCA E. BOENIGK
CHIEF EXECUTIVE OFFICER
NEUTRAL POSTURE ERGONOMICS, INC.
3904 N. TEXAS AVENUE
BRYAN, TEXAS 77803
(409) 778-0502
(Name, address and telephone number of agent for service)
---------------------
Copies to:
<TABLE>
<C> <C>
GREG R. SAMUEL DAVID E. MORRISON
HAYNES AND BOONE, LLP THOMPSON & KNIGHT, P.C.
901 MAIN STREET 1700 PACIFIC AVENUE
SUITE 3100 SUITE 3300
DALLAS, TEXAS 75202-3789 DALLAS, TEXAS 75201
(214) 651-5000 (214) 969-1700
</TABLE>
---------------------
APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC:
Not applicable.
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,
please check the following box. [ ]
---------------------
Pursuant to the Underwriting Agreement between the Registrant and Huberman
Financial, Inc. (the "Underwriter"), the form of which was filed as Exhibit 1.1
to this Registration Statement, certain of the Selling Shareholders granted the
Underwriter a 45-day option to purchase up to an additional 160,000 shares of
Common Stock, solely to cover over-allotments, if any (the "Over-allotment
Option"). The Underwriter has notified the Registrant that it will not exercise
the Over-allotment Option. Accordingly, the Registrant hereby de-registers the
160,000 shares of Common Stock constituting the Over-allotment Option.
================================================================================
<PAGE> 2
SIGNATURES AND POWER OF ATTORNEY
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 for filing on Form SB-1 and authorized
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
Dallas, State of Texas, on the 10th day of December, 1997.
NEUTRAL POSTURE ERGONOMICS, INC.
By: /s/ Rebecca E. Boenigk
---------------------------
Rebecca E. Boenigk
Chairman of the Board
and Chief Executive Officer
In accordance with to the requirements of the Securities Act of 1933, as
amended, this Post-Effective Amendment No. 1 to the Registrant's Registration
Statement on Form SB-1 was signed by the following persons in the capacities
stated below on the 10th day of December, 1997:
<TABLE>
<CAPTION>
SIGNATURE TITLE
--------- -----
<S> <C>
/s/ Rebecca E. Boenigk Chairman of the Board, Chief Executive
- ---------------------- Officer and Director (Principal
Rebecca E. Boenigk Executive Officer)
* President and Director
- ----------------------
David W. Campbell
* Vice President, Chief Financial Officer
- ---------------------- and Secretary/Treasurer (Principal
Gregory A. Katt Financial and Accounting Officer)
* Director
- ----------------------
Jerome J. Congleton
* Director
- ----------------------
Ronald L. Jones
* Director
- ----------------------
James W. Thompson
* Director
- ----------------------
Cynthia Pladziewicz
*By: /s/ Rebecca E. Boenigk
-------------------------------
Rebecca E. Boenigk, pursuant to
powers of attorney previously
filed with the Securities and
Exchange Commission
</TABLE>