S-8 POS 1 l05904asv8pos.txt ADVANCED LIGHTING TECHNOLOGIES, INC. S-8 POS REGISTRATION NO. 333-69641 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 -------------------------- ADVANCED LIGHTING TECHNOLOGIES, INC. ------------------------------------- (Exact name of registrant as specified in its charter) OHIO 34-1803229 ------------------------ ----------------------------------- (State of Incorporation) (I.R.S. Employer Identification No.) 32000 Aurora Road Solon, Ohio 44139 (440) 519-0500 ------------------------------------- (Address of Principal Executive Offices) AMENDED AND RESTATED ADVANCED LIGHTING TECHNOLOGIES, INC. 1998 INCENTIVE AWARD PLAN ------------------------------------ (Full title of the Plan) WAYNE R. HELLMAN Advanced Lighting Technologies, Inc. 32000 Aurora Road Solon, Ohio 44139 (440) 519-0500 (Name, Address and Telephone Number, including Area Code, of Agent for Service) ---------------------------------------------------- Copy to: JAMES S. HOGG, ESQ. Cowden, Humphrey, Nagorney & Lovett, Co., LPA 50 Public Square, Suite 1414 Cleveland, Ohio 44113 (216) 241-2880 ----------------------------------------------------
CALCULATION OF REGISTRATION FEE =================================================================================================================== PROPOSED PROPOSED AMOUNT MAXIMUM MAXIMUM AMOUNT OF TITLE OF SECURITIES TO BE OFFERING PRICE AGGREGATE REGISTRATION TO BE REGISTERED REGISTERED(1) PER SHARE(2) OFFERING PRICE(2) FEE ------------------------------------------------------------------------------------------------------------------- Common Stock, $.001 par value 500,000 $10.125 $5,062,500 $1,407.38(3) ===================================================================================================================
(1) Pursuant to Rule 416, this Registration Statement also covers such indeterminate number of additional shares as may hereinafter be offered or issued to prevent dilution resulting from stock splits, stock dividends or similar transactions effected without receipt of consideration as provided by the Plan. (2) Maximum offering price is not determinable, since the price per share will vary from time to time depending on the market value of the Common Stock. Maximum offering price has been calculated in accordance with Rule 457(c) and Rule 457(h), based upon the average of the reported high and low sales prices of the Common Stock quoted on the Nasdaq National Market on December 17, 1998, of $10.125 per share. (3) Previously paid. This Registration Statement registers additional securities of the same class as other securities for which a registration statement filed on this form relating to the same employee benefit plan is effective. Consequently, pursuant to General Instruction E of Form S-8, the contents of the Registration Statement on Form S-8 filed by Advanced Lighting Technologies, Inc. (the "Company") with the Securities and Exchange Commission regarding Amended and Restated Advanced Lighting Technologies, Inc. 1998 Incentive Award Plan (the "Plan") on February 5, 1998, Registration No. 333-45689 are incorporated by reference into this Registration Statement and made a part hereof. DEREGISTRATION OF SECURITIES On December 23, 1998, Advanced Lighting Technologies, Inc. (the "Company") filed its Registration Statement on Form S-8 (File No. 333-69641) (the "Registration Statement") for purposes of registering sales of 500,000 shares of its Common Stock, par value $.001 per share (the "Shares"), pursuant to the Company's Amended and Restated 1998 Incentive Award Plan (the "Plan"). Pursuant to Rule 462 the Registration Statement became effective on filing. The Company has terminated the Plan, and all options outstanding under the Plan were terminated December 10, 2003 pursuant to the Fourth Amended Chapter 11 Plan of Reorganization of the Company and certain of its subsidiaries. Accordingly, this Post-Effective Amendment No. 1 to the Registration Statement is being filed to withdraw from registration under the Securities Act of 1933, as amended, all of the Shares that remain unsold under the Registration Statement. SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post Effective Amendment No. 1 to Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Solon, State of Ohio, on February 26, 2004. ADVANCED LIGHTING TECHNOLOGIES, INC. By: /s/Wayne Vespoli --------------------------------- Wayne Vespoli Executive Vice President