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As filed with the Securities and Exchange Commission on December 4, 2000.
Registration No. 333-86561
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 1
TO THE
FORM S-3
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
CIRRUS LOGIC, INC.
(Exact name of Registrant as specified in its charter)
DELAWARE 77-0024818
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification Number)
4210 SOUTH INDUSTRIAL DRIVE
AUSTIN, TEXAS 78744
(512) 445-7222
(Address, including zip code, and telephone number, including
area code, of Registrant's principal executive offices)
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DAVID D. FRENCH
PRESIDENT AND CHIEF EXECUTIVE OFFICER
CIRRUS LOGIC, INC.
4210 SOUTH INDUSTRIAL DRIVE
AUSTIN, TEXAS 78744
(512) 445-7222
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
Copies to:
Edward H. Molter, Esq.
Brobeck, Phleger & Harrison LLP
301 Congress Avenue, Suite 120
Austin, Texas 78701
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CIRRUS LOGIC, INC.
This registration statement, as amended to the date of its effectiveness
(September 3, 1999), registered the sale from time to time of up to 1,210,228
shares of the Common Stock of the registrant by the stockholder named therein.
The offering has now been terminated. Accordingly, the registrant hereby
deregisters all shares of the common stock originally covered by this
registration statement but not sold pursuant to the prospectus thereto.
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Item 16. Exhibits
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Exhibit Number Exhibit
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24.1 Power of Attorney.
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 Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Austin, State of Texas on this 4th day of December,
2000.
CIRRUS LOGIC, INC.
By: /s/ David D. French
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David D. French
President and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, as amended, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated.
<TABLE>
<CAPTION>
SIGNATURE TITLE DATE
---------------------- -------------------------------------- ----------------
<C> <S> <C> <C>
/s/ David D. French President, Chief Executive Officer and Director
-------------------------
David D. French (Principal Executive Officer) December 4, 2000
/s/ Robert W. Fay Vice President, Chief Financial Officer, and Secretary
-------------------------
Robert W. Fay (Principal Financial and Accounting Officer) December 4, 2000
* /s/ Michael Hackworth
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Michael Hackworth Chairman of the Board December 4, 2000
/s/ Suhas S. Patil
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* Suhas S. Patil Chairman Emeritus and Director December 4, 2000
/s/ D. James Guzy
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* D. James Guzy Director December 4, 2000
/s/ Dr. Harold J. Raveche
-------------------------
* Dr. Harold J. Raveche Director December 4, 2000
/s/ Walden C. Rhines
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* Walden C. Rhines Director December 4, 2000
/s/ Robert H. Smith
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* Robert H. Smith Director December 4, 2000
/s/ Alfred S. Teo
-------------------------
* Alfred S. Teo Director December 4, 2000
</TABLE>
* This registration statement has been signed on behalf of the above officers
and directors by Robert W. Fay as attorney-in-fact pursuant to a power of
attorney filed as Exhibit 24.1 to this registration statement.
December 4, 2000 By: /s/ Robert W. Fay
--------------------
Robert W. Fay, Attorney-in-Fact
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
EXHIBITS
TO
FORM S-3
UNDER
SECURITIES ACT OF 1933
CIRRUS LOGIC, INC.
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EXHIBIT INDEX.
Exhibit Number Exhibit
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24.1 Power of Attorney.
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EXHIBIT 24.1
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints David D. French and Robert W. Fay,
jointly and severally, his attorney-in-fact, with the power of substitution, for
him in any and all capacities, to sign the documents listed below and any
amendments to those documents, and to file the same, with exhibits thereto and
other documents in connection therewith, with the Securities and Exchange
Commission, hereby ratifying and confirming all that said attorney-in-fact, or
his substitute or substitutes, may do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, these Registration
Statements have been signed by the following persons in the capacities indicated
on October 18, 2000.
Post Effective amendment to Registration Statement Number 333-23553 on Form S-3:
To withdraw the registration statement for the shares issued to bondholders as
the registration rights given in the agreement have expired
Post Effective amendment to Registration Statement Number 333-86561 on Form S-3:
To withdraw the registration statement for the shares issued to AudioLogic, Inc.
shareholders as the registration rights given in the acquisition agreement have
expired
Post Effective amendment to Registration Statement Number 333-32964 on Form S-3:
To withdraw the registration statement for the shares issued to IBM as the
registration rights given in the restructuring agreement have expired
Registration Statement on Form S-8: To file past amendments to the 1989 Employee
Stock Purchase Plan with the Securities Exchange Commission
Registration Statement on Form S-8: To increase the number shares authorized for
issuance under the 1996 Stock Plan by 3,500,000
<TABLE>
<CAPTION>
SIGNATURE TITLE
--------------------- -----------------------------------------------
<S> <C>
/s/ Michael Hackworth
---------------------
Michael L. Hackworth Chairman of the Board and Director
/s/ Suhas S. Patil
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Suhas S. Patil Chairman Emeritus and Director
/s/ David D. French
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David D. French President, Chief Executive Officer and Director
/s/ Walden C. Rhines
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Walden C. Rhines Director
/s/ Robert H. Smith
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Robert H. Smith Director
/s/ Alfred S. Teo
---------------------
Alfred S. Teo Director
/s/ D. James Guzy
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D. James Guzy Director
/s/ Harold J. Raveche
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Harold J. Raveche Director
</TABLE>
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