As filed with Securities and Exchange Commission on November 29, 2000
File No. 333-72663
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SECURITIES AND EXCHANGE COMMISSION FILE
Washington, DC 20549
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POST-EFFECTIVE
AMENDMENT NO. 3
TO
FORM S-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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LIFEPOINT, INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware 2835 33-0539168
(State or Other Jurisdiction of (Primary Standard Industrial (IRS Employer
Incorporation or Organization) Classification Code Number) Identification No.)
1205 South Dupont Street
Ontario, CA 91761
(909) 466-8047
(Name, Address, Including Zip Code, and Telephone Number, Including
Area Code, of Agent For Services)
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Ms. Linda H. Masterson
LifePoint, Inc.
1205 South Dupont Street
Ontario, CA 91761
(909) 466-8047
(Name, Address, Including Zip Code, and Telephone Number, Including
Area Code, of Agent For Services)
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Copy to:
Robert W. Berend, Esq.
Wachtel & Masyr, LLP
110 East 59th Street
New York, N.Y. 10022
(212) 909-9602
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<PAGE>
Pursuant to Registration Statement on Form S-1, File No. 333-72663 (the
"Registration Statement"), LifePoint, Inc. (the "Company") registered an
aggregate of 14,035,452 shares of its Common Stock, $.001 par value (the "Common
Stock"), for resale by the named Selling Stockholders. Of the 14,035,452 shares
of the Common Stock so registered, an aggregate of (1) 12,000,000 shares were
issued, or were to be issued, upon the conversions of 600,000 shares of the
Company's Series A 10% Cumulative Convertible Preferred Stock, $.001 par value
(the "Series A Preferred Stock"); (2) an aggregate of 500,000 shares were
issued, or were to be issued, as dividends upon the shares of the Series A
Preferred Stock; and (3) an aggregate of 1,535,452 shares were to be issued upon
the exercises of Selling Stockholders Warrants (as defined in the Prospectus
constituting Part I of the Registration Statement).
The Company hereby deregisters an aggregate of 10,340,624 shares of the
Common Stock consisting of (1) an aggregate of 8,585,494 shares issued upon the
conversions or the redemption of the Series A Preferred Stock and not resold by
the Selling Stockholders; (2) an aggregate of 111,322 shares issued as dividends
upon the shares of the Series A Preferred Stock and not resold by the Selling
Stockholders; (3) an aggregate of 375,156 shares registered for issuance as
dividends upon the Series A Preferred Stock and never issued; (4) an aggregate
of 506,747 shares registered for issuance upon the exercises of Selling
Stockholders Warrants and each of which Selling Stockholders Warrants was
cancelled prior to its exercise; (5) an aggregate of 432,430 shares registered
for issuance upon the exercises of Selling Stockholders Warrants which were not
exercised; and (6) 329,475 shares issued upon the exercises of Selling
Stockholders Warrants and not resold by the Selling Stockholders.
SIGNATURE
Pursuant to the requirements of the Securities Act of 1933, the registrant
had duly caused this post-effective amendment to the registration statement to
be signed on its behalf by the undersigned duly authorized in the City of
Ontario, State of California, on November 29, 2000.
LIFEPOINT, INC.
(Registrant)
By: /s/ Linda H. Masterson
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Name: Linda H. Masterson
Title: Chairman of the Board, President, Chief
Executive Officer, Director and Agent
For Service
