As filed with the Securities and Exchange Commission on January 5, 1996
Registration No. 33-61805
================================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-3
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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CERPROBE CORPORATION
(Exact name of registrant as specified in its Charter)
DELAWARE 86-0312814
(State or other jurisdiction (I.R.S. Employer
of incorporation) Identification Number)
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600 South Rockford Drive
Tempe, Arizona 85281
(602) 967-7885
(Address, including zip code, and telephone number,
including area code, of registrant's
principal executive offices)
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C. ZANE CLOSE
CerProbe Corporation
600 South Rockford Drive
Tempe, Arizona 85281
(602) 967-7885
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
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Copies to:
RICHARD B. STAGG, ESQ.
O'Connor, Cavanagh, Anderson
Westover, Killingsworth & Beshears, P.A.
One East Camelback, Suite 1100
Phoenix, Arizona 85012
(602) 263-2610
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Approximate Date of Commencement of Proposed Sale to
the Public: From time to time after this Registration
Statement is declared effective.
<PAGE>
Approximate date of commencement of proposed sale to Public:
From time to time after this Registration Statment is declared effective.
If the only securities being registered on this Form are being offered
pursuant to dividend or interest reinvestment plans, please check the following
box. [ ]
If any of the securities being registered on this Form are to be offered on
a delayed or continuous basis pursuant to Rule 416 under the Securities Act of
1933, other than securities offered only in connection with dividend or interest
reinvestment plans, check the following box. [ X ]
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. [ ]
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 delivery of the prospectus is expected to be made pursuant to Rule 434,
please check the following box. [ ]
This post-effective amendment removes from registration any of the
securities which remained unsold as of the date of the filing of this
post-effective amendment. The registration is hereby terminated.
<PAGE>
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-3 and has duly caused this Post-Effective
Amendment to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Tempe, State of Arizona, on the 8th day of
December, 1995.
CERPROBE CORPORATION
By: /s/ C. Zane Close
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C. Zane Close
President and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment on Form S-3 of CerProbe Corporation has been signed
below by the following persons in the capacities and on the dates indicated:
Signature Title Date
--------- ----- ----
/s/ C. Zane Close President, Chief Executive December 8, 1995
- ----------------- Officer and Director (Principal
C. Zane Close Executive Officer)
/s/ Robert K. Bench Chief Financial Officer December 8, 1995
- ------------------- (Principal Financial and
Robert K. Bench Accounting Officer)
/s/ Ross J. Mangano Chairman of the Board December 8, 1995
- -------------------
*Ross J. Mangano
/s/ Kenneth W. Miller Director December 8, 1995
- ---------------------
*Kenneth W. Miller
/s/ Donald F. Walter Director December 8, 1995
- --------------------
*Donald F. Walter
/s/ William A. Fresh Director December 8, 1995
- --------------------
*William A. Fresh
* The undersigned, C. Zane Close, by signing his name hereto, does hereby
execute this Amendment to Registration Statement on behalf of each of the
above-named persons pursuant to powers of attorney executed by such persons and
filed with the Securities and Exchange Commission.
/s/ C. Zane Close
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C. Zane Close
Attorney-in-Fact
