As filed with the Securities and Exchange Commission on May 15, 1997.
Registration Statement No. 33-78556
- --------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-------------------------
POST-EFFECTIVE AMENDMENT NO. 3 TO
FORM S-2
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
-------------------------
HANDY HARDWARE WHOLESALE, INC.
(Exact name of Registrant as specified in charter)
Texas 8300 Tewantin Drive 74-1381875
(State of Houston, Texas 77061 (I.R.S. Employer
Incorporation (713) 644-1495 Identification No.)
(Address and telephone number of
Registrant's principal executive offices)
-------------------------
James D. Tipton Copy to:
President Donald W. Brodsky
Handy Hardware Wholesale, Inc. Deidre L. Treadwell
8300 Tewantin Drive Jenkens & Gilchrist,
Houston, Texas 77061 A Professional Corporation
(713) 644-1495 1100 Louisiana, Suite 1800
Houston, Texas 77002
(Name, address and telephone number
of agent for service)
-------------------------
Approximate date of commencement of proposed sale to the public: As
soon as practicable after the effective date of this Registration Statement.
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: [X]
If the Registrant elects to deliver its latest annual report to
security holders, or a complete and legible facsimile thereof, pursuant to Item
11(a)(1) of this Form, check the following box: [X]
The Registrant hereby amends this Registration Statement on such date
or dates as may be necessary to delay its effective date until the Registrant
shall file a further amendment which specifically states that this Registration
Statement shall thereafter become effective in accordance with Section 8(a) of
the Securities Act of 1933, or until the Registration Statement shall become
effective on such date as the Commission, acting pursuant to said Section 8(a),
may determine.
<PAGE>
HANDY HARDWARE WHOLESALE, INC.
Deregistration of Unsold Shares of
Class A Common Stock, Class B Common Stock
and Preferred Stock
Pursuant to this Registration Statement No. 33-78556 on Form S-2, Handy
Hardware Wholesale, Inc., a Texas corporation (the "Company"), registered
certain shares of its Class A Common Stock, Class B Common Stock and Preferred
Stock for offering to the Company's member-dealers. The offering commenced June
30, 1994 and terminated on April 30, 1997.
The Company hereby deregisters the shares of Class A Common Stock,
Class B Common Stock and Preferred Stock that were not sold pursuant to the
Registration Statement, as summarized below:
<TABLE>
<CAPTION>
No unsold &
No. originally No. hereby
registered sold deregistered
-------------- ------ ------------
<S> <C> <C> <C>
Class A Common Stock 2,200 2,080 120
Class B Common Stock 20,000 17,662 2,338
Preferred Stock 25,000 18,233 6,767
</TABLE>
-2-
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
registrant, Handy Hardware Wholesale, Inc., certifies that it has reasonable
grounds to believe that it meets all of the requirements for filing on Form S-2
and has duly caused this registration statement to be signed on its behalf by
the undersigned, thereunto duly authorized in the City of Houston, State of
Texas on May 14, 1997.
HANDY HARDWARE WHOLESALE, INC.
/s/ James D. Tipton
-------------------------------------
James D. Tipton
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.
Signature Title Date
- ----------------------------- ---------------------------- -------------
President, Chief Executive May 15, 1997
/s/ James D. Tipton Officer and Director
- -----------------------------
James D. Tipton
/s/ Tina S. Kirbie Chief Financial and May 15, 1997
- ----------------------------- Accounting Officer
Tina S. Kirbie
/s/ Weldon D. Bailey Director May 15, 1997
- -----------------------------
Weldon D. Bailey
/s/ Norman J. Bering, II Director May 15, 1997
- -----------------------------
Norman J. Bering, II
/s/ Susie Bracht-Black Director May 15, 1997
- -----------------------------
Susie Bracht-Black
/s/ Virgil H. Cox Director May 15, 1997
- -----------------------------
Virgil H. Cox
/s/ Samuel J. Dyson Director May 15, 1997
- -----------------------------
Samuel J. Dyson
/s/ Robert L. Eilers Director May 15, 1997
- -----------------------------
Robert L. Eilers
/s/ Phil M. Grothues Director May 15, 1997
- -----------------------------
Phil M. Grothues
/s/ Larry Ward Director May 15, 1997
- -----------------------------
Larry Ward
/s/ Leroy Wellborn Director May 15, 1997
- -----------------------------
Leroy Wellborn
-3-
<PAGE>