Post-effective Amendment to an S-8 Filing (s-8 Pos)
21 Marzo 2022 - 4:02AM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission on March 21, 2022
Registration No. 333-229964
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
FORTERRA, INC.
(Exact
name of registrant as specified in its charter)
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Delaware |
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37-1830464 |
(State or other jurisdiction of
incorporation or organization) |
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(I.R.S. Employer
Identification No.) |
511 East John Carpenter Freeway, 6th Floor
Irving, TX 75062
(469) 458-7973
(Address of Principal Executive Offices, including Zip Code)
FORTERRA, INC. 2018 STOCK INCENTIVE PLAN
(Full title of the plan)
David T. Jones
Chief
Financial Officer
Forterra, Inc.
511 East John Carpenter Freeway, 6th Floor
Irving, TX 75062
(Name
and address of agent for service)
(469) 458-7973
(Telephone number, including area code, of agent for service)
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.
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Large accelerated filer |
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☐ |
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Accelerated filer |
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☒ |
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Non-accelerated filer |
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☐ |
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Smaller reporting company |
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☐ |
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Emerging growth company |
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☐ |
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 Securities Act. ☐
TERMINATION OF REGISTRATION
This Post-Effective Amendment No. 1 to Form S-8 amends the Registration Statement on Form S-8 (Registration No. 333-229964) (the Registration Statement) of Forterra, Inc., a Delaware corporation (the Registrant), which was filed with the Securities and Exchange Commission on
February 28, 2019, relating to 5,000,000 shares of the Registrants common stock, par value $0.001 per share (the Common Stock), to be offered and sold pursuant to the Forterra, Inc. 2018 Stock Incentive Plan.
On March 18, 2022, pursuant to an Agreement and Plan of Merger, dated as of February 19, 2021, by and among the Registrant, Quikrete
Holdings, Inc., a Delaware corporation (Parent), and Jordan Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (Merger Sub), Merger Sub merged with and into the Registrant (the
Merger), with the Registrant continuing as the surviving corporation in the Merger and a wholly owned subsidiary of Parent.
In connection with the Merger, the offering pursuant to the Registration Statement has been terminated. In accordance with undertakings made
by the Registrant in the Registration Statement to remove from registration, by means of a post-effective amendment, any of the securities pursuant to the Registration Statement that remain unsold at the termination of the offering, the Registrant
hereby removes from registration all shares of the Registrants Common Stock registered under the Registration Statement but not sold under the Registration Statement.
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 to be signed on its behalf by the undersigned, thereunto duly
authorized, in the city of Atlanta, State of Georgia, on March 18, 2022.
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FORTERRA, INC. |
(Registrant) |
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By: |
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/s/ David T. Jones |
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Name: David T. Jones |
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Title: Chief Financial Officer |
Pursuant to Rule 478 under the Securities Act of 1933, as amended, no other person is
required to sign this Post-Effective Amendment No. 1 to the Registration Statement.
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