As filed with the Securities and Exchange Commission on November 5, 1998
Registration No. 333-44393
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-1
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
EUROPEAN MICRO HOLDINGS, INC.
(Exact name of Registrant as specified in its Charter)
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<S> <C> <C>
NEVADA 5045 65-0803752
(State or other jurisdiction of incorporation (Primary Standard Industrial (I.R.S. Employer Identification No.)
or organization) Classification Code Number)
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6073 N.W. 167TH STREET, UNIT C-25
MIAMI, FLORIDA 33015
(305) 825-2458
(Address, including zip code, and telephone number, including area
code, of registrant's principal executive offices)
JOHN B. GALLAGHER
6073 N.W. 167TH STREET, UNIT C-25
MIAMI, FLORIDA 33015
(305) 825-2458
(Name, address, including zip code, and telephone number, including area code,
of agent for service)
Copies to:
Clayton E. Parker, Esq. D. Ronald Surbey, Esq.
Troy J. Rillo, Esq. Holland & Knight LLP
Kirkpatrick & Lockhart LLP One East Broward Boulevard
201 S. Biscayne Boulevard, Suite 2000 Fort Lauderdale, Florida 33301
Miami, Florida 33131 (954) 525-1000
(305) 539-3300
Approximate date of commencement of proposed sale to the public: NOT
APPLICABLE.
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 check the following box. / /
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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. / /
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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. / X/
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If delivery of the prospectus is expected to be made pursuant to Rule 434,
please check the following box. / /
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EXPLANATORY PARAGRAPH
This Registration Statement was declared effective by the Securities and
Exchange Commission on April 6, 1998. The purpose of this post-effective
amendment is to deregister 166,100 shares of common stock, par value $0.01 per
share (the "Common Stock"), of European Micro Holdings, Inc., a Nevada
corporation (the "Company"), which have not been sold under the Registration
Statement. Pursuant to the terms of the Underwriting Agreement, the offering
terminated sixty days after the effective date of the Registration Statement
(the "Termination Date"). On the Termination Date, the Company had sold 933,900
shares of Common Stock. The Registration Statement had registered a total of
1,100,000 shares of Common Stock.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
Registrant has duly caused this Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in Miami, Florida on
November 5, 1998.
EUROPEAN MICRO HOLDINGS, INC.
By: /s/ John B. Gallagher
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John B. Gallagher, Co-Chairman and
Co-President (Principal Executive
Officer)
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.
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Signature Title Date
- --------- ----- ----
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* Co-Chairman; Co-President (Principal
- -------------------------- Executive Officer); Director November 5, 1998
Harry D. Shields
/s/ John B. Gallagher Co-Chairman; Co-President (Principal
- -------------------------- Executive Officer); Director November 5, 1998
John B. Gallagher
* Chief Financial Officer and Controller (Principal
- -------------------------- Financial Officer and Controller) November 5, 1998
Jay Nash
* Director November 5, 1998
- --------------------------
Laurence Gilbert
* Director November 5, 1998
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Bernadette Spofforth
* Director November 5, 1998
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Kyle R. Saxon
/s/ Barrett Sutton Director November 5, 1998
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Barrett Sutton
* By: John B. Gallagher
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As Attorney-in-Fact
Pursuant to Powers of Attorney
previously filed
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