Optium Corp - Post-Effective Amendment to an S-8 filing (S-8 POS)
30 8월 2008 - 6:13AM
Edgar (US Regulatory)
As filed
with the Securities and Exchange Commission on August 29, 2008
Registration
No. 333-138816
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
POST-EFFECTIVE
AMENDMENT NO. 1
to
FORM S-8
REGISTRATION
STATEMENT UNDER THE SECURITIES ACT OF 1933
OPTIUM
CORPORATION
(Exact name of
registrant as specified in its charter)
Delaware
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59-3684497
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(State or other
jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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200
Precision Road
Horsham,
PA 19044
(Address of
principal executive offices) (Zip code)
Warrants
to Purchase Series C Senior Convertible Preferred Stock
2000 Stock Incentive Plan
2006 Stock Option and Incentive Plan
(Full title of the
plan)
Jerry
S. Rawls
President and Chief Executive Officer
Optium Corporation
200 Precision Road
Horsham, PA 19044
(Name and address
of agent for service)
(267) 803-3800
(Telephone number, including area code,
of agent for service.)
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Copies to:
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Dennis
C. Sullivan
Henry Lesser
DLA Piper US LLP
2000 University Avenue
East Palo Alto, CA 94303
(650) 833-2000
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Stephen
K. Workman
Chief Financial Officer and Secretary
Optium Corporation
200 Precision Road
Horsham, PA 19044
(267) 803-3800
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John
J. Egan III
Jack B. Steele
Goodwin Procter LLP
53 State Street
Boston, MA 02109
(617) 570-1000
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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
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Non-accelerated filer
(do not check if a smaller reporting company)
x
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Smaller reporting
company
o
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DE-REGISTRATION
OF
UNSOLD SHARES AND WITHDRAWAL
OF REGISTRATION STATEMENT
This Post-Effective Amendment No. 1 to Optiums
Registration Statement on Form S-8,
No. 333-138816, filed November 17,
2006 (the
Registration Statement
),
is filed to withdraw from registration all securities of Optium
Corporation (
Registrant
) covered by the Registration Statement
identified on the cover page of this Amendment.
On August 29, 2008, the entire equity interest
of the Registrant was acquired by Finisar Corporation (
Finisar
)
through the merger of a wholly-owned subsidiary of Finisar with and into the
Registrant (the
Merger
). As a result of
the Merger, every share of the Registrants Common Stock outstanding prior to
the Merger was converted into the right to receive 6.262 shares of Finisar
Common Stock. Accordingly, there are no longer any outstanding equity
securities of the Registrant other than those owned by Finisar.
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SIGNATURES
Pursuant to the requirements of the Securities Act of
1933, as amended, 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 Sunnyvale, State of California, on August 29, 2008.
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OPTIUM CORPORATION
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By:
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/s/ Jerry S.
Rawls
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Jerry S. Rawls
President and Chief Executive Officer
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Pursuant to the requirements of the Securities Act of
1933, as amended, this Post-Effective Amendment No. 1 to the Registration
Statement has been signed below by the following persons in the capacities and
on the dates indicated.
Signature
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Title
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Date
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/s/ Jerry S.
Rawls
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President, Chief
Executive Officer, Director
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August 29, 2008
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(Principal
Executive Officer)
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/s/ Stephen K.
Workman
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Chief Financial
Officer, Secretary, Director
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August 29, 2008
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(Principal
Financial Officer)
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