As filed with the Securities and Exchange Commission on March 23, 1998
Registration No. 333-11533
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
ZYTEC CORPORATION
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(Exact name of registrant as specified in its charter)
Minnesota 41-1465891
- ------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
7575 Market Place Drive
Eden Prairie, Minnesota 55344
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(Address of principal executive offices, including zip code)
ZYTEC CORPORATION 1996 EMPLOYEE STOCK PURCHASE PLAN
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(Full title of the plan)
Joseph M. O'Donnell
President
Computer Products, Inc.
(100% stockholder of Zytec Corporation)
7900 Glades Road, Suite 500
Boca Raton, Florida 33434
(561) 451-1000
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(Name, address and telephone number,
including area code, of agent for service)
Copies of all communications to:
STEPHEN A. OLLENDORFF, ESQ.
Hertzog, Calamari & Gleason
100 Park Avenue
New York, New York 10017
(212) 481-9500
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This post-effective amendment No. 1 amends the Registration Statement on Form
S-8, filed by Zytec Corporation, a Minnesota corporation (the "Company"), with
the Securities and Exchange Commission on September 6, 1996 (Registration No.
333-11533), and relates to the Zytec Corporation 1996 Employee Stock Purchase
Plan. On December 29, 1997, the Company was merged (the "Merger") with and into
CPI Acquisition Corp., a Minnesota corporation ("CPI Sub"), which subsequently
changed its name to "Zytec Corporation" and which is a wholly-owned subsidiary
of Computer Products, Inc., a Florida corporation.
CPI Sub filed a Form 15 under Rules 12g-4 and 12h-3 of the Securities
Exchange Act of 1934 (the "Exchange Act") which terminated the registration of
the Company's Common Stock under Section 12 of the Exchange Act. The shares of
the Company's Common Stock are no longer listed on The Nasdaq National Stock
Market.
Accordingly, CPI Sub, as successor to the Company, is removing from
registration any shares previously registered and unsold under the
aforementioned Form S-8 Registration No. 333- 11533.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended,
Zytec Corporation, a wholly-owned subsidiary of Computer Products, Inc.,
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Post Effective
Amendment No. 1 to a Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the town of Boca Raton, State of
Florida, on this 23rd day of March, 1998.
ZYTEC CORPORATION, a
wholly-owned subsidiary of
Computer Products, Inc.
(Registrant)
By: /s/Joseph M. O'Donnell
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Joseph M. O'Donnell, 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.
Signature Title Date
- ---------- ----- ----
/s/Joseph M. O'Donnell
- ------------------------------- President and Director March 23, 1998
Joseph M. O'Donnell (Principal Executive
Officer)
/s/Richard J. Thompson
- ------------------------------- Chief Financial Officer, March 23, 1998
Richard J. Thompson Secretary and Director
(Principal Financial and
Accounting Officer)
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