As filed with the Securities and Exchange Commission on June 21, 1999
Registration No. 333-33367
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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POST EFFECTIVE
AMENDMENT NO. 2 TO
FORM S-3
REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933
AGRIBIOTECH, INC.
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(Exact Name of Registrant as Specified in its Charter)
Nevada 85-0325742
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(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification Number)
120 Corporate Park Drive
Henderson, Nevada 89014
(702) 566-2440
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(Address, Including Zip Code, and Telephone Number, Including Area
Code, of Registrant's Principal Executive Offices)
Mr. Randy Ingram, Executive Vice-President and CFO
AgriBioTech, Inc.
120 Corporate Park Drive
Henderson, Nevada 89014
(702) 566-2440
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(Name, Address, Including Zip Code, and Telephone Number, Including
Area Code, of Agent for Service)
Copies to:
Elliot H. Lutzker, Esq.
Snow Becker Krauss P.C.
605 Third Avenue
New York, New York 10158
Tel: (212) 687-3860 Fax: (212) 949-7052
Approximate date of commencement of proposed sale to the public: N/A.
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. [_]
<PAGE>
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EXPLANATORY NOTE
This Post-Effective Amendment to Registration Statement on Form S-3 (No.
333-33367) of AgriBioTech, Inc. is being filed to withdraw from such
registration statement 420,115 shares of common stock that were registered in
such Registration Statement when originally filed, but that have not been
issued. The shares of common stock to which this post-effective amendment
applies were registered as part of the 4,000,000 shares described in footnote
(4) under the heading Calculation of Registration Fee on page (ii) of the
Post-Effective Amendment No. 1 to such Registration Statement dated December 12,
1997. Accordingly, no additional original issuances of common stock will be made
under this Registration Statement and it will be used solely for resale of
shares by selling stockholders.
<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 the Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Henderson, State of
Nevada, on June 18, 1999.
AGRIBIOTECH, INC.
By: /s/ Randy Ingram
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Randy Ingram, Executive Vice-
President, CFO
POWER OF ATTORNEY
Each of the undersigned hereby authorizes Randy Ingram as his attorney-
in-fact to execute in the name of each such person and to file such amendments
(including post-effective amendments) to this registration statement as the
Registrant deems appropriate and appoints such person as attorney-in-fact to
sign on his behalf individually and in each capacity stated below and to file
all amendments, exhibits, supplements and post-effective amendments to this
registration statement.
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.
<TABLE>
<S> <C> <C>
/s/ Richard P. Budd Chairman of the Board, Chief Executive Officer June 18, 1999
- --------------------------- (Principal Executive Officer) and Director
Richard P. Budd
/s/ Randy Ingram Executive Vice-President, Chief Financial Officer June 18, 1999
- --------------------------- (Principal Financial and Accounting Officer)
Randy Ingram and Director
/s/ Thomas R. Rice Executive Vice-President, Director of Research June 18, 1999
- --------------------------- and Director
Thomas R. Rice
/s/ James W. Hopkins Director June 18, 1999
- ---------------------------
James W. Hopkins
/s/ James W. Johnston
- --------------------------- Director June 18, 1999
James W. Johnston
- --------------------------- Director
L. Glenn Orr
</TABLE>
