As filed with the Securities and Exchange Commission on April 29, 1999
Registration Statement No. 333-25285
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-------------------------
Post-effective Amendment No. 2
to
FORM S-2
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
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HANDY HARDWARE WHOLESALE, INC.
(Exact name of Registrant as specified in charter)
Texas 8300 Tewantin Drive 74-1381875
(State of Incorporation) Houston, Texas 77061 (I.R.S. Employer
(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. Bo C. Chandler
8300 Tewantin Drive Jenkens & Gilchrist,
Housston, Texas 77061 A Professional Corporation
(713) 644-1495 1100 Louisiana, Suite 1800
(Name, address and telephone Houston, Texas 77002
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 such 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. 333-25285 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
6, 1997 and terminated on April 30, 1999.
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 hereby
registered No. sold deregistered
<S> <C> <C> <C>
Class A Common Stock 1,490 870 620
Class B Common Stock 14,593 7,255 7,338
Preferred Stock 14,341 7,515 6,826
</TABLE>
<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
April 29, 1999.
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.
<TABLE>
<CAPTION>
Signature Title Date
- --------- ----- ----
<S> <C> <C>
/s/ James D. Tipton President, Chief Executive April 29, 1999
- ------------------- Officer and Director
James D. Tipton
/s/ Tina S. Kirbie Chief Financial and April 29, 1999
- ------------------- Accounting Officer
Tina S. Kirbie
/s/ Weldon D. Bailey* Director April 29, 1999
- -------------------
Weldon D. Bailey
/s/ Norman J. Bering, II* Director April 29, 1999
- -------------------
Norman J. Bering, II
/s/ Susie Bracht-Black* Director April 29, 1999
- -------------------
Susie Bracht-Black
/s/ Virgil H. Cox* Director April 29, 1999
- -------------------
Virgil H. Cox
<PAGE>
/s/ Samuel J. Dyson* Director April 29, 1999
- -------------------
Samuel J. Dyson
/s/ Robert L. Eilers* Director April 29, 1999
- -------------------
Robert L. Eilers
/s/ Richard A. Lubke* Director April 29, 1999
- -------------------
Richard A. Lubke
<PAGE>
/s/ Jimmy T. Pate* Director April 29, 1999
- -------------------
Jimmy T. Pate
/s/ Leroy Wellborn* Director April 29, 1999
- -------------------
Leroy Wellborn
</TABLE>
*By: /s/ James D. Tipton
---------------------
Attorney-in-Fact pursuant to power of
attorney contained in original filing of
this Registration Statement