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Share Name | Share Symbol | Market | Type |
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Physicians Formula Holdings, Inc. (MM) | NASDAQ:FACE | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 4.90 | 0 | 01:00:00 |
As filed with the Securities and Exchange Commission on December 12, 2012
Registration No. 333-167202
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
to
FORM S-3
REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933
Physicians Formula Holdings, Inc.
(Exact name of registrant as specified in its charter)
Delaware |
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20-0340099 |
(State or other jurisdiction of incorporation or organization) |
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(I.R.S. Employer Identification Number) |
1055 West 8 th Street, Azusa, California 91702 (626) 334-3395
(Address, including zip code, and telephone number, including area code, of registrants principal executive offices)
Ingrid Jackel
Chief Executive Officer
Physicians Formula Holdings, Inc.
1055 West 8 th Street
Azusa, California 91702
(626) 334-3395
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Approximate date of commencement of proposed sale to the public: Not applicable
If the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box. ¨
If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box. ¨
If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨
If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨
If this Form is a registration statement pursuant to General Instruction I.D. or a post-effective amendment thereto that shall become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, check the following box. ¨
If this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction I.D. filed to register additional securities or additional classes of securities pursuant to Rule 431(b) under the Securities Act, check the following box. ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of large accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer o |
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Accelerated filer o |
Non-accelerated filer o |
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Smaller Reporting Company x |
(Do not check if a smaller reporting company)
EXPLANATORY NOTE
DEREGISTRATION OF SECURITIES
This Post-Effective Amendment No. 1 (this Post-Effective Amendment) to the Registration Statement on Form S-3 originally filed by Physicians Formula Holdings, Inc. (the Company) on May 28, 2010 (Registration Statement No. 333-167202) (the Registration Statement) is being filed to deregister any and all of the 650,000 shares of the Companys common stock, par value $0.01 per share, that remain unsold under the Registration Statement as of the date of the effectiveness of this Post-Effective Amendment.
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-3 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Azusa, State of California, on the 12 th day of December 2012.
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Physicians Formula Holdings, Inc. |
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By: |
/s/ Ingrid Jackel |
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Name: Ingrid Jackel |
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Title: Chief Executive Office |
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities and on the dates indicated.
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Date |
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/s/ Ingrid Jackel |
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Chief Executive Officer and Director |
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December 12, 2012 |
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Ingrid Jackel |
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(Principal Executive Officer) |
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/s/ Leslie H. Keegan |
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Senior Vice President of Finance |
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December 12, 2012 |
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Leslie H. Keegan |
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(Principal Financial Officer and Principal Accounting Officer) |
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President and Director |
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December 12, 2012 |
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Jeffrey P. Rogers |
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/s/ Bruce E. Kanter |
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Director |
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December 12, 2012 |
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Bruce E. Kanter |
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/s/ A. Alexander Taylor |
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Director |
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December 12, 2012 |
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A. Alexander Taylor |
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Director |
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December 12, 2012 |
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Charles J. Hinkaty |
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Director |
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December 12, 2012 |
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Thomas E. Lynch |
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*By: |
/s/ Ingrid Jackel |
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Attorney-in-Fact |
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December 12, 2012 |
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Ingrid Jackel |
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