AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON SEPTEMBER 7, 2000
REGISTRATION NO. 333-37038
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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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CONCORD EFS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 04-2462252
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2525 HORIZON LAKE DRIVE, SUITE 120
MEMPHIS, TENNESSEE 38133
(901) 371-8022
(Address, including zip code, and telephone number, including area code,
of registrant's principal executive offices)
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EDWARD T. HASLAM,
CHIEF FINANCIAL OFFICER OF
CONCORD EFS, INC.
2025 Horizon Lake Drive, Suite 120
Memphis, Tennessee 38133
(901) 371-8000
(Name, address, including zip code, and telephone number, including area code,
of agent for service)
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WITH COPIES TO:
RICHARD M. HARTER, ESQ.
JOE H. HICKS, ESQ.
Bingham Dana LLP
150 Federal Street
Boston, MA 02110
(617) 951-8000
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APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC:
As soon as practicable after this Registration Statement becomes 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 415 under the Securities Act of
1933, 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. [ ]
DEREGISTRATION OF COMMON STOCK
Concord EFS, Inc. hereby amends this Registration Statement on Form
S-3, filed with the Securities and Exchange Commission on May 15, 2000, by
<PAGE>
deregistering 96,752 shares of the Company's common stock previously registered
pursuant to this Registration Statement. The shares of common stock
deregistered were not sold by the following Selling Stockholders on whose
behalf such shares were registered:
NUMBER NUMBER OF SHARES
NAME OF SELLING STOCKHOLDER OF SHARES REGISTERED BEING DEREGISTERED
Michael L. Major 11,863 11,863
Gary G. Arnold 84,889 84,889
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Totals 96,752 96,752
As a result of this deregistration, the total number of shares registered
pursuant to this Registration Statement is 568,523.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended,
the registrant, Concord EFS, Inc., 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 No. 1 to Registration Statement to be
signed on its behalf by the undersigned, thereunto duly authorized, in the City
of Memphis, Tennessee, on this 7th day of September, 2000.
CONCORD EFS, INC.
By:
/s/ Dan M. Palmer
-----------------------------
Dan M. Palmer
Chairman of the Board of Directors
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:
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<CAPTION>
<S> <C> <C>
SIGNATURE TITLE DATE
* Chairman of the Board of Directors and September 7, 2000
------------------- Chief Executive Officer
Dan M. Palmer (Principal Executive Officer)
* Chief Financial Officer September 7, 2000
------------------- (Principal Financial and Accounting Officer)
Edward T. Haslam
* President and Director September 7, 2000
-------------------
Edward A. Labry III
------------------- Director
Douglas C. Altenbern
* Director September 7, 2000
-------------------
David C. Anderson
* Director September 7, 2000
-------------------
Richard Buchignani
* Director September 7, 2000
-------------------
Richard M. Harter
<PAGE>
* Director September 7, 2000
-------------------
Joyce Kelso
* Director September 7, 2000
-------------------
Richard P. Kiphart
* Director September 7, 2000
-------------------
Jerry D. Mooney
* Director September 7, 2000
-------------------
Paul L. Whittington
*By: /s/ William E. Lucado
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William E. Lucado, Attorney-in-Fact
</TABLE>