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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Tower International Inc | NYSE:TOWR | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 31.00 | 0 | 01:00:00 |
As filed with the Securities and Exchange Commission on September 30, 2019
Registration No. 333-169950
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8
REGISTRATION STATEMENT NO. 333-169950
UNDER
THE SECURITIES ACT OF 1933
TOWER INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Delaware | 27-3679414 | |
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
TOWER INTERNATIONAL, INC. 2010 EQUITY INCENTIVE PLAN
(Full title of the plan)
George Thanopoulos
President
TOWER INTERNATIONAL, INC.
17672 Laurel Park Drive North, Suite 400E
Livonia, Michigan 48152
(248) 675-6000
(Name, Address, including Zip Code, and Telephone Number, including Area Code, of Agent for Service)
With copies to:
Angelo Bonvino
Michael Vogel
Paul, Weiss, Rifkind, Wharton & Garrison LLP
1285 Avenue of the Americas
New York, New York 10019-6064
(212) 373-3000
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of large accelerated filer, accelerated filer, smaller reporting company, and emerging growth company in Rule 12b-2 of the Exchange Act.
Large accelerated filer | ☐ | Accelerated filer | ☒ | |||
Non-accelerated filer | ☐ | Smaller reporting company | ☐ | |||
Emerging growth company | ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐
DEREGISTRATION OF UNSOLD SECURITIES
This Post-Effective Amendment is being filed to deregister unsold securities of Tower International, Inc., a Delaware corporation (Tower or the Registrant), that were registered on the Registration Statement on Form S-8 (No. 333-169950) (the Registration Statement) filed with the U.S. Securities and Exchange Commission (the Commission) on October 15, 2010, which registered 4,600,000 shares of common stock, par value $0.01, issuable pursuant to the terms of the Tower International, Inc. 2010 Equity Incentive Plan.
On September 30, 2019, pursuant to the Agreement and Plan of Merger (the Merger Agreement), dated as of July 12, 2019, among Autokiniton US Holdings, Inc., a Delaware corporation (Parent), Tiger Merger Sub, Inc., a Delaware corporation and direct, wholly owned subsidiary of Parent (Merger Sub), and Tower, Merger Sub merged with and into Tower (the Merger), with Tower surviving the Merger as a direct, wholly-owned subsidiary of Parent. In addition, on September 30, 2019, the NYSE filed Form 25 with the Commission to delist Towers shares of common stock. Tower intends to file Form 15 to terminate registration under Section 12(g) of the Securities Exchange Act of 1934, as amended (the Exchange Act), and its duty to file reports under Sections 13 and 15(d) of the Exchange Act.
In connection with the Merger, the Registrant has terminated all offerings of its securities pursuant to this Registration Statement. Accordingly, the Registrant hereby terminates the effectiveness of this Registration Statement and, in accordance with undertakings contained in the Registration Statement, removes from registration by means of a post-effective amendment any of the securities that had been registered but remained unsold at the termination of the offering and removes from registration any and all securities of the Registrant registered but unsold under the Registration Statement as of the date hereof.
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 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Livonia, State of Michigan, on September 30, 2019.
TOWER INTERNATIONAL, INC. |
||
By: |
/s/ George Thanopoulos |
|
George Thanopoulos |
||
President |
Pursuant to the requirements of the Securities Act of 1933, as amended, this Post-Effective Amendment to the Registration Statement has been signed by the following persons in the capacities and on the dates indicated.
SIGNATURE |
TITLE |
DATE |
||
/s/ George Thanopoulos George Thanopoulos |
President and Director (Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer) |
September 30, 2019 | ||
/s/ Scott L. Jones Scott L. Jones |
Secretary and Director (Principal Financial Officer and Accounting Officer) |
September 30, 2019 |
1 Year Tower Chart |
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