As filed with the Securities and Exchange Commission on December 21, 2000
Registration No. 333-57885
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
---------------------
SEL-DRUM INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
New York 84-1236134
(State or Other Jurisdiction of (I.R.S. Employer Identification No.)
Incorporation or Organization)
501 Amherst Street
Buffalo, New York 14207-2913
(Address of Principal Executive Offices)
---------------------
Sel-Drum International, Inc.
1995 Employee and Non-Employee Director Stock Option Plan
Non-Incentive Stock Option Grant granted as of November 3, 1997 by
Sel-Drum International, Inc. to Raymond C. Sparks
(Full Title of Plan)
-----------------------------------------
Raymond Sparks, President
SEL-DRUM INTERNATIONAL, INC.
501 Amherst Street
Buffalo, New York 14207-2913
(Name and Address of Agent for Service)
-----------------------------------------
(800) 263-9356
(Telephone Number, Including Area Code, of Agent for
Service)
-----------------------------------------
Copy to:
Guy P. Lander, Esq.
Goodman Phillips & Vineberg
430 Park Avenue, 10th Floor
New York, New York 10022
<PAGE>
DEREGISTRATION OF SECURITIES
Pursuant to the Registration Statement on Form S-8, Registration Number
333-57885 (the "Registration Statement"), filed on June 26, 1998, to which this
Post-Effective Amendment No. 1 relates, Sel-Drum International, Inc. (the
"Registrant") registered 500,000 shares of its common stock, par value $0.01 per
share ("Common Stock") issuable pursuant to the Registrant's 1995 Employee and
Non-Employee Director Stock Option Plan (the "Plan") and 250,000 shares of
Common Stock issuable pursuant to a non-incentive stock option granted as of
November 3, 1997 to Raymond C. Sparks (the "Option").
This Post-Effective Amendment No. 1 deregisters all shares of Common Stock
previously authorized for issuance under the Plan and the Option and registered
on this Registration Statement that remain unsold. No shares of Common Stock
were issued under the Plan or the Option and no such shares will be issued under
the Plan or the Option. This Post-Effective Amendment No. 1 is being filed in
accordance with the undertakings by the Registrant given pursuant to Item 9 of
the Registration Statement and Item 512(a)(3) of Regulation S-K.
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-8 and has duly caused this Post-Effective
Amendment No. 1 to the Registration Statement on Form S-8 to be signed on its
behalf by the undersigned, thereunto duly authorized, in Buffalo, State of New
York, on this 20th day of December, 2000.
SEL-DRUM INTERNATIONAL, INC.
By: /s/ Camille Cotran
-----------------------------------
Name: Camille Cotran
Title: Chief Executive Officer
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.
<TABLE>
<S> <C> <C>
/s/ Camille Cotran Chairman of the Board and December 20, 2000
--------------------------------- Chief Executive Officer -----------------
Camille Cotran (principal executive officer) Date
/s/ John Brohman Director December 20, 2000
--------------------------------- -----------------
John Brohman Date
/s/ Louise Vaillancourt-Chatillon Director December 20, 2000
--------------------------------- -----------------
Louise Vaillancourt-Chatillon Date
/s/ John C. Hall Vice President-Finance December 20, 2000
--------------------------------- (principal financial and -----------------
John C. Hall accounting officer) Date
</TABLE>
-2-