As filed with the Securities and Exchange Commission on August 2, 1999
Registration No. 333-15371
- ------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-3
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
TECHDYNE, INC.
(Exact name of registrant as specified in its charter)
Florida 59-1709103
- --------------------------------- -----------------------------------
(State or other jurisdiction (I.R.S. Employer Identification No.
of incorporation or organization)
JOSEPH VERGA, Sr. Vice President,
2230 W. 77th Street Operations and Treasurer
Hialeah, Florida 33016 2230 West 77th Street
(305) 556-9210 Hialeah, Florida 33016
(305) 556-9210
(Address, including zip code and
telephone number, including area (Name, address, including zip code
code, of registrant's principal and telephone number, including
executive offices) area code, of agent for service)
It is requested that copies of notices and communications be sent to:
LAWRENCE E. JAFFE, ESQ.
777 Terrace Avenue
Hasbrouck Heights, N.J. 07604
Approximate date of commencement of proposed sale to the public:
Removal of 295,000 unsold shares of common stock.
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, other than securities offered only in connection with dividend or
interest reinvestment plans, check the following box. [ ]
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. [ ]
CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------
Proposed Proposed
Title of Each Class Amount to be Maximum Maximum Amount of
of Securities to be Removed from Amount Offering Price Aggregate Registration
Registered Registration Registered Per Unit Offering Price Fee
- --------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Common Stock,
$.01 par value.... 295,000(1) 300,000 $3.51 $1,053,000 $ 724*
</TABLE>
==============================================================================
<PAGE>
(1) Removal of 295,000 shares of common stock that were originally registered
with the Company's November 4, 1998 registration statement on Form S-3 for
300,000 shares of common stock on behalf of one selling shareholder, who
sold, 5,000 shares, and whose offering of the remaining 295,000 shares is
terminated.
* Filing fees were paid during the initial filing of the Form S-3 Registra-
tion.
<PAGE>
TECHDYNE, INC.
Removal of 295,000 Shares
-------------------------
This Post-Effective Amendment No. 1 to the Company's Form S-3 Registra-
tion removes 295,000 unsold shares of common stock. In November, 1998, the
Company had originally registered 300,000 shares of common stock for one
selling shareholder under the Form S-3 Registration No. 333-38949. The
selling shareholder had sold 5,000 shares and the offering for the remaining
295,000 shares have been terminated.
<PAGE>
PART II. INFORMATION NOT REQUIRED IN PROSPECTUS
Item 17. Undertakings.
- ------- ------------
Pursuant to its undertaking in its Form S-3 registration statement (No.
333-38949), the offering of 295,000 shares of common stock by one selling
shareholder, who had sold 5,000 shares, has been terminated and the shares
are removed from the Form S-3 registration statement.
<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 this Post-Effective Amendment No.1 to its
Form S-3 Registration Statement and has caused this Post-Effective Amendment
No. 1 to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Hialeah, State of Florida on the 29th day of July,
1999.
TECHDYNE, INC.
/s/ Thomas K. Langbein
By:-----------------------------------
Thomas K. Langbein
Chairman of the Board of Directors
and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this Post-
Effective Amendment No. 1 to the Form S-3 Registration Statement has been
signed by the following persons in the capacities and on the dates indicated.
Signature Title Date
/s/ Thomas K. Langbein Chairman of the Board of Directors July 29, 1999
- ------------------------ and Chief Executive Officer
Thomas K. Langbein
/s/ Barry Pardon President and Director July 29, 1999
- ------------------------
Barry Pardon
/s/ Joseph Verga Senior Vice-President, July 29, 1999
- ------------------------ Treasurer and Director
Joseph Verga
/s/ Daniel R. Ouzts Vice-President and Controller July 29, 1999
- ------------------------
Daniel R. Ouzts
/s/ Anthony C. D'Amore Director July 29, 1999
- ------------------------
Anthony C. D'Amore
/s/ Peter D. Fischbein Director July 29, 1999
- ------------------------
Peter D. Fischbein
/s/ Lytton Crossley Director July 29, 1999
- ------------------------
Lytton Crossley
/s/ Edward Diamond Director July 29, 1999
- ------------------------
Edward Diamond
