As filed with the Securities and Exchange Commission on June 23, 1998
File No. 333-41773
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
to
FORM S-8
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
--------------
AMF BOWLING, INC.
(Exact name of registrant as specified in its charter)
Delaware 13-3873268
(State or other jurisdiction of Incorporation (I.R.S. Employer
or organization) Identification No.)
8100 AMF Drive
Richmond, Virginia 23111
(804) 730-4000
(Address of principal executive office, including zip code)
AMF BOWLING, INC.
1996 STOCK INCENTIVE PLAN
(Full title of the plan)
Douglas J. Stanard
President and Chief Executive Officer
AMF Bowling, Inc.
8100 AMF Drive
Richmond, Virginia 23111
(804) 730-4000
(Name, address, including zip code, and telephone
number, including area code, of agent for
service of process and registrant's principal
executive offices)
Copies of all communications, including communications sent to agent for
service, should be sent to:
Joseph C. Carter, III, Esq.
McGuire, Woods, Battle & Boothe LLP
One James Center
901 East Cary Street
Richmond, Virginia 23219
(804) 775-1000
<PAGE>
EXPLANATORY STATEMENT
A total of 1,767,151 shares of common stock of AMF Bowling, Inc. ("the
Company") were registered by Registration Statement on Form S-8, File No.
333-41773, for issuance in connection with the AMF Bowling, Inc. 1996 Stock
Incentive Plan (the "1996 Plan"). On May 19, 1998, the stockholders of the
Company approved the AMF Bowling, Inc. 1998 Stock Incentive Plan (the "1998
Plan"). A total of 1,718,201 shares of common stock of the Company which were
registered in connection with the 1996 Plan have not been issued under the 1996
Plan and may, pursuant to the terms of the 1998 Plan, be issued under the 1998
Plan. In accordance with Instruction E to Form S-8 and the telephonic
interpretation of the Securities and Exchange Commission contained in Section G
of the Division of Corporation Finance's Manual of Publicly Available Telephone
Interpretations (July 1997), the 1,718,201 shares of common stock of the
Company referenced above are carried forward to, and deemed covered by, the
Registration Statement on Form S-8 filed on or about the date hereof in
connection with the 1998 Plan.
PART II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 3. Incorporation of Documents by Reference.
The Registration Statement on Form S-8, File No. 333-41773, is
incorporated by reference herein.
Item 8. Exhibits
See Exhibit Index
<PAGE>
<TABLE>
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 registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Richmond, Commonwealth of Virginia, on the 23rd day
of June, 1998.
AMF BOWLING, INC.
By: \s\ Douglas J. Stanard
--------------------------
(Douglas J. Stanard, President and
Chief Executive Officer)
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated.
<CAPTION>
Signature Title Date
--------- ----- ----
<S> <C>
* Chairman and Director June 23, 1998
- ---------------------------
Richard A. Friedman
Director June 23, 1998
*
- ---------------------------
Terence M. O'Toole
Director June 23, 1998
*
- ---------------------------
Peter M. Sacerdote
President, Chief Executive Officer and June 23, 1998
* Director
- ---------------------------
Douglas J. Stanard
Executive Vice President, June 23, 1998
* Chief Financial Officer,
- --------------------------- Treasurer (Principal
Stephen E. Hare Financial Officer) and Director
Director June 23, 1998
*
- ---------------------------
Charles M. Diker
<PAGE>
Director June 23, 1998
*
- ---------------------------
Paul B. Edgerley
June 23, 1998
* Director
- ---------------------------
Howard A. Lipson
June 23, 1998
* Director
- ---------------------------
Thomas R. Wall, IV
June 23, 1998
* Senior Vice President, Corporate
- --------------------------- Controller and Assistant Secretary
Michael P. Bardaro (Principal Accounting Officer)
* By: /s/ Douglas J. Stanard
---------------------------
Douglas J. Stanard
Attorney-in-Fact
</TABLE>
<PAGE>
EXHIBIT INDEX
Exhibit Number Exhibit
- -------------- -------
24 Power of Attorney of directors and certain officers
of the Company
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that the undersigned director of AMF
BOWLING, INC., a Delaware corporation (the "Corporation"), hereby constitutes
and appoints Douglas J. Stanard and Stephen E. Hare, and each of them acting
individually, his true and lawful attorneys-in-fact and agents with full power
of substitution and resubstitution, for him and in his name, place and stead, in
any and all capacities, to sign and file (i) a Registration Statement on Form
S-8 (or other appropriate form) for filing with the Securities and Exchange
Commission (the "Commission") under the Securities Act of 1933, as amended (the
"Securities Act"), and any other documents in support thereof or supplemental or
amendatory thereto (including post-effective amendments), with respect to the
issuance of shares of common stock of the Corporation pursuant to the AMF
Bowling, Inc. 1998 Stock Incentive Plan, and (ii) a Registration Statement on
Form S-8 (or other appropriate form) and a Post-Effective Amendment No. 1 to
such Registration Statement for filing with the Commission under the Securities
Act, and any other documents in support thereof or supplemental or amendatory
thereto (including post-effective amendments), with respect to the issuance of
shares of common stock of the Corporation pursuant to the AMF Bowling, Inc. 1996
Stock Incentive Plan, granting unto said attorneys-in-fact and agents, and each
of them, full power and authority to do and perform each and every act and thing
requisite and necessary or desirable 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 attorneys-in-fact and agents, or
any of them, or their substitutes or his substitute, may lawfully do or cause to
be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 19th day of June, 1998.
/s/ Richard A. Friedman
- -----------------------
Richard A. Friedman
Chairman and Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that the undersigned director of AMF
BOWLING, INC., a Delaware corporation (the "Corporation"), hereby constitutes
and appoints Douglas J. Stanard and Stephen E. Hare, and each of them acting
individually, his true and lawful attorneys-in-fact and agents with full power
of substitution and resubstitution, for him and in his name, place and stead, in
any and all capacities, to sign and file (i) a Registration Statement on Form
S-8 (or other appropriate form) for filing with the Securities and Exchange
Commission (the "Commission") under the Securities Act of 1933, as amended (the
"Securities Act"), and any other documents in support thereof or supplemental or
amendatory thereto (including post-effective amendments), with respect to the
issuance of shares of common stock of the Corporation pursuant to the AMF
Bowling, Inc. 1998 Stock Incentive Plan, and (ii) a Registration Statement on
Form S-8 (or other appropriate form) and a Post-Effective Amendment No. 1 to
such Registration Statement for filing with the Commission under the Securities
Act, and any other documents in support thereof or supplemental or amendatory
thereto (including post-effective amendments), with respect to the issuance of
shares of common stock of the Corporation pursuant to the AMF Bowling, Inc. 1996
Stock Incentive Plan, granting unto said attorneys-in-fact and agents, and each
of them, full power and authority to do and perform each and every act and thing
requisite and necessary or desirable 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 attorneys-in-fact and agents, or
any of them, or their substitutes or his substitute, may lawfully do or cause to
be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 19th day of June, 1998.
/s/ Charles M. Diker
- --------------------
Charles M. Diker
Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that the undersigned director of AMF
BOWLING, INC., a Delaware corporation (the "Corporation"), hereby constitutes
and appoints Douglas J. Stanard and Stephen E. Hare, and each of them acting
individually, his true and lawful attorneys-in-fact and agents with full power
of substitution and resubstitution, for him and in his name, place and stead, in
any and all capacities, to sign and file (i) a Registration Statement on Form
S-8 (or other appropriate form) for filing with the Securities and Exchange
Commission (the "Commission") under the Securities Act of 1933, as amended (the
"Securities Act"), and any other documents in support thereof or supplemental or
amendatory thereto (including post-effective amendments), with respect to the
issuance of shares of common stock of the Corporation pursuant to the AMF
Bowling, Inc. 1998 Stock Incentive Plan, and (ii) a Registration Statement on
Form S-8 (or other appropriate form) and a Post-Effective Amendment No. 1 to
such Registration Statement for filing with the Commission under the Securities
Act, and any other documents in support thereof or supplemental or amendatory
thereto (including post-effective amendments), with respect to the issuance of
shares of common stock of the Corporation pursuant to the AMF Bowling, Inc. 1996
Stock Incentive Plan, granting unto said attorneys-in-fact and agents, and each
of them, full power and authority to do and perform each and every act and thing
requisite and necessary or desirable 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 attorneys-in-fact and agents, or
any of them, or their substitutes or his substitute, may lawfully do or cause to
be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 19th day of June, 1998.
/s/ Paul B. Edgerley
- --------------------
Paul B. Edgerley
Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that the undersigned director of AMF
BOWLING, INC., a Delaware corporation (the "Corporation"), hereby constitutes
and appoints Douglas J. Stanard and Stephen E. Hare, and each of them acting
individually, his true and lawful attorneys-in-fact and agents with full power
of substitution and resubstitution, for him and in his name, place and stead, in
any and all capacities, to sign and file (i) a Registration Statement on Form
S-8 (or other appropriate form) for filing with the Securities and Exchange
Commission (the "Commission") under the Securities Act of 1933, as amended (the
"Securities Act"), and any other documents in support thereof or supplemental or
amendatory thereto (including post-effective amendments), with respect to the
issuance of shares of common stock of the Corporation pursuant to the AMF
Bowling, Inc. 1998 Stock Incentive Plan, and (ii) a Registration Statement on
Form S-8 (or other appropriate form) and a Post-Effective Amendment No. 1 to
such Registration Statement for filing with the Commission under the Securities
Act, and any other documents in support thereof or supplemental or amendatory
thereto (including post-effective amendments), with respect to the issuance of
shares of common stock of the Corporation pursuant to the AMF Bowling, Inc. 1996
Stock Incentive Plan, granting unto said attorneys-in-fact and agents, and each
of them, full power and authority to do and perform each and every act and thing
requisite and necessary or desirable 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 attorneys-in-fact and agents, or
any of them, or their substitutes or his substitute, may lawfully do or cause to
be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 19th day of June, 1998.
/s/ Howard A. Lipson
- --------------------
Howard A. Lipson
Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that the undersigned director of AMF
BOWLING, INC., a Delaware corporation (the "Corporation"), hereby constitutes
and appoints Douglas J. Stanard and Stephen E. Hare, and each of them acting
individually, his true and lawful attorneys-in-fact and agents with full power
of substitution and resubstitution, for him and in his name, place and stead, in
any and all capacities, to sign and file (i) a Registration Statement on Form
S-8 (or other appropriate form) for filing with the Securities and Exchange
Commission (the "Commission") under the Securities Act of 1933, as amended (the
"Securities Act"), and any other documents in support thereof or supplemental or
amendatory thereto (including post-effective amendments), with respect to the
issuance of shares of common stock of the Corporation pursuant to the AMF
Bowling, Inc. 1998 Stock Incentive Plan, and (ii) a Registration Statement on
Form S-8 (or other appropriate form) and a Post-Effective Amendment No. 1 to
such Registration Statement for filing with the Commission under the Securities
Act, and any other documents in support thereof or supplemental or amendatory
thereto (including post-effective amendments), with respect to the issuance of
shares of common stock of the Corporation pursuant to the AMF Bowling, Inc. 1996
Stock Incentive Plan, granting unto said attorneys-in-fact and agents, and each
of them, full power and authority to do and perform each and every act and thing
requisite and necessary or desirable 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 attorneys-in-fact and agents, or
any of them, or their substitutes or his substitute, may lawfully do or cause to
be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 19th day of June, 1998.
/s/ Terence M. O'Toole
- ----------------------
Terence M. O'Toole
Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that the undersigned director of AMF
BOWLING, INC., a Delaware corporation (the "Corporation"), hereby constitutes
and appoints Douglas J. Stanard and Stephen E. Hare, and each of them acting
individually, his true and lawful attorneys-in-fact and agents with full power
of substitution and resubstitution, for him and in his name, place and stead, in
any and all capacities, to sign and file (i) a Registration Statement on Form
S-8 (or other appropriate form) for filing with the Securities and Exchange
Commission (the "Commission") under the Securities Act of 1933, as amended (the
"Securities Act"), and any other documents in support thereof or supplemental or
amendatory thereto (including post-effective amendments), with respect to the
issuance of shares of common stock of the Corporation pursuant to the AMF
Bowling, Inc. 1998 Stock Incentive Plan, and (ii) a Registration Statement on
Form S-8 (or other appropriate form) and a Post-Effective Amendment No. 1 to
such Registration Statement for filing with the Commission under the Securities
Act, and any other documents in support thereof or supplemental or amendatory
thereto (including post-effective amendments), with respect to the issuance of
shares of common stock of the Corporation pursuant to the AMF Bowling, Inc. 1996
Stock Incentive Plan, granting unto said attorneys-in-fact and agents, and each
of them, full power and authority to do and perform each and every act and thing
requisite and necessary or desirable 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 attorneys-in-fact and agents, or
any of them, or their substitutes or his substitute, may lawfully do or cause to
be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 19th day of June, 1998.
/s/ Peter M. Sacerdote
- ----------------------
Peter M. Sacerdote
Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that the undersigned director of AMF
BOWLING, INC., a Delaware corporation (the "Corporation"), hereby constitutes
and appoints Douglas J. Stanard and Stephen E. Hare, and each of them acting
individually, his true and lawful attorneys-in-fact and agents with full power
of substitution and resubstitution, for him and in his name, place and stead, in
any and all capacities, to sign and file (i) a Registration Statement on Form
S-8 (or other appropriate form) for filing with the Securities and Exchange
Commission (the "Commission") under the Securities Act of 1933, as amended (the
"Securities Act"), and any other documents in support thereof or supplemental or
amendatory thereto (including post-effective amendments), with respect to the
issuance of shares of common stock of the Corporation pursuant to the AMF
Bowling, Inc. 1998 Stock Incentive Plan, and (ii) a Registration Statement on
Form S-8 (or other appropriate form) and a Post-Effective Amendment No. 1 to
such Registration Statement for filing with the Commission under the Securities
Act, and any other documents in support thereof or supplemental or amendatory
thereto (including post-effective amendments), with respect to the issuance of
shares of common stock of the Corporation pursuant to the AMF Bowling, Inc. 1996
Stock Incentive Plan, granting unto said attorneys-in-fact and agents, and each
of them, full power and authority to do and perform each and every act and thing
requisite and necessary or desirable 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 attorneys-in-fact and agents, or
any of them, or their substitutes or his substitute, may lawfully do or cause to
be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 19th day of June, 1998.
/s/ Thomas R. Wall, IV
- ----------------------
Thomas R. Wall, IV
Director
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that the undersigned director and
executive officer of AMF BOWLING, INC., a Delaware corporation (the
"Corporation"), hereby constitutes and appoints Douglas J. Stanard and Stephen
E. Hare, and each of them acting individually, his true and lawful
attorneys-in-fact and agents with full power of substitution and resubstitution,
for him and in his name, place and stead, in any and all capacities, to sign and
file (i) a Registration Statement on Form S-8 (or other appropriate form) for
filing with the Securities and Exchange Commission (the "Commission") under the
Securities Act of 1933, as amended (the "Securities Act"), and any other
documents in support thereof or supplemental or amendatory thereto (including
post-effective amendments), with respect to the issuance of shares of common
stock of the Corporation pursuant to the AMF Bowling, Inc. 1998 Stock Incentive
Plan, and (ii) a Registration Statement on Form S-8 (or other appropriate form)
and a Post-Effective Amendment No. 1 to such Registration Statement for filing
with the Commission under the Securities Act, and any other documents in support
thereof or supplemental or amendatory thereto (including post-effective
amendments), with respect to the issuance of shares of common stock of the
Corporation pursuant to the AMF Bowling, Inc. 1996 Stock Incentive Plan,
granting unto said attorneys-in-fact and agents, and each of them, full power
and authority to do and perform each and every act and thing requisite and
necessary or desirable 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 attorneys-in-fact and agents, or any of them, or
their substitutes or his substitute, may lawfully do or cause to be done by
virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 19th day of June, 1998.
/s/ Douglas J. Stanard
- ----------------------
Douglas J. Stanard
Director, President and Chief Executive Officer
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that the undersigned director and
executive officer of AMF BOWLING, INC., a Delaware corporation (the
"Corporation"), hereby constitutes and appoints Douglas J. Stanard and Stephen
E. Hare, and each of them acting individually, his true and lawful
attorneys-in-fact and agents with full power of substitution and resubstitution,
for him and in his name, place and stead, in any and all capacities, to sign and
file (i) a Registration Statement on Form S-8 (or other appropriate form) for
filing with the Securities and Exchange Commission (the "Commission") under the
Securities Act of 1933, as amended (the "Securities Act"), and any other
documents in support thereof or supplemental or amendatory thereto (including
post-effective amendments), with respect to the issuance of shares of common
stock of the Corporation pursuant to the AMF Bowling, Inc. 1998 Stock Incentive
Plan, and (ii) a Registration Statement on Form S-8 (or other appropriate form)
and a Post-Effective Amendment No. 1 to such Registration Statement for filing
with the Commission under the Securities Act, and any other documents in support
thereof or supplemental or amendatory thereto (including post-effective
amendments), with respect to the issuance of shares of common stock of the
Corporation pursuant to the AMF Bowling, Inc. 1996 Stock Incentive Plan,
granting unto said attorneys-in-fact and agents, and each of them, full power
and authority to do and perform each and every act and thing requisite and
necessary or desirable 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 attorneys-in-fact and agents, or any of them, or
their substitutes or his substitute, may lawfully do or cause to be done by
virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 19th day of June, 1998.
/s/ Stephen E. Hare
- -------------------
Stephen E. Hare
Director, Executive Vice President, Chief Financial Officer
and Treasurer
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS that the undersigned executive officer
of AMF BOWLING, INC., a Delaware corporation (the "Corporation"), hereby
constitutes and appoints Douglas J. Stanard and Stephen E. Hare, and each of
them acting individually, his true and lawful attorneys-in-fact and agents with
full power of substitution and resubstitution, for him and in his name, place
and stead, in any and all capacities, to sign and file (i) a Registration
Statement on Form S-8 (or other appropriate form) for filing with the Securities
and Exchange Commission (the "Commission") under the Securities Act of 1933, as
amended (the "Securities Act"), and any other documents in support thereof or
supplemental or amendatory thereto (including post-effective amendments), with
respect to the issuance of shares of common stock of the Corporation pursuant to
the AMF Bowling, Inc. 1998 Stock Incentive Plan, and (ii) a Registration
Statement on Form S-8 (or other appropriate form) and a Post-Effective Amendment
No. 1 to such Registration Statement for filing with the Commission under the
Securities Act, and any other documents in support thereof or supplemental or
amendatory thereto (including post-effective amendments), with respect to the
issuance of shares of common stock of the Corporation pursuant to the AMF
Bowling, Inc. 1996 Stock Incentive Plan, granting unto said attorneys-in-fact
and agents, and each of them, full power and authority to do and perform each
and every act and thing requisite and necessary or desirable 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
attorneys-in-fact and agents, or any of them, or their substitutes or his
substitute, may lawfully do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
this 19th day of June, 1998.
/s/ Michael Bardaro
- -------------------
Michael Bardaro
Senior Vice President, Corporate Controller
and Assistant Secretary
