AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON APRIL 15, 1999
REGISTRATION NO. 333-09089
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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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YOUTH SERVICES INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
MARYLAND
(State or other jurisdiction of incorporation or organization)
52-1715690
(I.R.S. Employer Identification No.)
2 Park Center Court
Suite 200
Owings Mills, Maryland 21117
(410) 356-8600
(Address, including zip code, and telephone number,
including area code, of registrant's principal executive offices)
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Ira M. Cotler
Youth Services International, Inc.
Chief Financial Officer
c/o Correctional Services Corporation
1819 Main Street, Suite 1000
Sarasota, Florida 34236
(941) 953-9199
(name, address, including zip code, and telephone number,
including area code, of agent for service)
Copies to:
Seth I. Truwit, Esq.
Epstein Becker & Green P.C.
250 Park Avenue
New York, New York 10177-0077
(212) 351-4500
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TERMINATION OF REGISTRATION STATEMENT
Youth Services International, Inc., a Maryland corporation ("YSI"), hereby
removes from registration any and all registered 7% Convertible Subordinated
Debentures Due 2006 of YSI (the "Debentures") and shares of YSI Common
Stock, $.01 par value per share (the "Common Stock"), issuable upon
conversion of the Debentures, the sale of each of which previously was
registered by YSI under a Registration Statement on Form S-3, File No. 333-
09089 (the "Registration Statement"), and hereby terminates the Registration
Statement.
Pursuant to Section 7(q) of the Indenture dated as of October 15, 1996
between YSI and The Chase Manhattan Bank, as Trustee, YSI is not obligated to
keep the Registration Statement effective after January 29, 1999. On March
31, 1999, pursuant to an Agreement and Plan of Merger dated as of September
23, 1998, as amended (the "Merger Agreement"), by and among YSI,
Correctional Services Corporation ("CSC") and CSC's wholly-owned subsidiary,
Palm Merger Corp. ("Merger Corp."), Merger Corp. was merged with and into
YSI (the "Merger"). In connection with the Merger, CSC agreed to issue
shares of CSC Common Stock, $.01 par value per share, upon conversion of any
Debenture, which Debentures are currently convertible at the rate of one share
of CSC common stock for each $45.35 of principal, subject to anti-dilution
adjustment.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant
has duly caused this registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Sarasota, State of
Florida on April 15, 1999.
YOUTH SERVICES INTERNATIONAL, INC.
By: /s/ James F. Slattery
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James F. Slattery
President
Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the dates indicated.
/s/ James F. Slattery President and Director Date: April 15, 1999
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James F. Slattery
/s/ Ira M. Cotler Treasurer and Director Date: April 15, 1999
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Ira M. Cotler Accounting Officer)
/s/ Michael Garretson Director Date: April 15, 1999
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Michael Garretson