Form POS AM - Post-Effective amendments for registration statement
04 Novembre 2024 - 4:18PM
Edgar (US Regulatory)
Registration No. 333-102144
No. 333-72870
No. 333-68622
No. 333-67582
No. 333-60591
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 2 TO REGISTRATION STATEMENT ON FORM S-3 NO. 333-102144
POST-EFFECTIVE AMENDMENT NO. 1 TO REGISTRATION STATEMENT ON FORM S-3 NO. 333-72870
POST-EFFECTIVE AMENDMENT NO. 5 TO REGISTRATION STATEMENT ON FORM S-3 NO. 333-68622
POST-EFFECTIVE AMENDMENT NO. 2 TO REGISTRATION STATEMENT ON FORM S-3 NO. 333-67582
POST-EFFECTIVE AMENDMENT NO. 5 TO REGISTRATION STATEMENT ON FORM S-3 NO. 333-60591
UNDER
THE SECURITIES ACT OF 1933
Stericycle, Inc. |
(Exact Name of Registrant as Specified in its Charter) |
|
Delaware |
800 Capitol Street, Suite 3000
Houston, Texas 77002
(713) 512-6200 |
36-3640402 |
(State or other jurisdiction of
incorporation or organization) |
(Address, including zip code, and
telephone number,
including area code, of registrant’s
principal executive offices) |
(I.R.S. Employer
Identification No.) |
|
|
Charles C. Boettcher
Chief Legal Officer
Waste Management, Inc.
800 Capitol Street, Suite 3000
Houston, Texas 77002
(713) 512-6200 |
|
(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. Removal from registration of securities that were not
sold pursuant to the above referenced registration statements.
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 413(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, 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 |
x |
Accelerated filer |
¨ |
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Non-accelerated filer |
¨ |
Smaller reporting company |
¨ |
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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 SECURITIES
These Post-Effective Amendments (the “Post-Effective
Amendments”), filed by Stericycle, Inc., a Delaware corporation (the “Registrant”), with the Securities and Exchange
Commission (the “SEC”), relate to the following Registration Statements on Form S-3 (collectively, as each amended as
of immediately prior to the filing of these Post-Effective Amendments, the “S-3 Registration Statements”) of the Registrant:
| · | Registration Statement on Form S-3 (No. 333-102144), filed with the SEC on December 23, 2002, as amended; |
| · | Registration Statement on Form S-3 (No. 333-72870), filed with the SEC on November 6, 2001, as amended; |
| · | Registration Statement on Form S-3 (No. 333-68622), filed with the SEC on August 29, 2001, as amended; |
| · | Registration Statement on Form S-3 (No. 333-67582), filed with the SEC on August 15, 2001, as amended; and |
| · | Registration Statement on Form S-3 (No. 333-60591), filed with the SEC on August 4, 1998, as amended. |
On November 4, 2024, pursuant to an Agreement
and Plan of Merger, dated as of June 3, 2024, by and among Waste Management, Inc. (“Waste Management”), the Registrant
and Stag Merger Sub Inc. (“Merger Sub”), Waste Management acquired the Registrant through the merger of Merger Sub with and
into the Registrant (the “Merger”), with the Registrant surviving the Merger as an indirect wholly owned subsidiary of Waste
Management.
In connection with the Merger, the Registrant
has terminated any and all offerings of the Registrant’s securities pursuant to existing registration statements, including the
S-3 Registration Statements. In accordance with the undertakings made by the Registrant in each of the S-3 Registration Statements to
remove from registration, by means of a post-effective amendment, any of the Registrant’s securities that remain unsold at the termination
of each such offering, the Registrant hereby removes from registration, by means of these Post-Effective Amendments, any and all securities
registered under the S-3 Registration Statements that remain unsold as of the effectiveness of the Merger on November 4, 2024 and
terminates the effectiveness of each of the S-3 Registration Statements.
SIGNATURES
Pursuant to the requirements of the Securities
Act of 1933, as amended, the Registrant certifies that it has duly caused these Post-Effective Amendments to be signed on its behalf by
the undersigned, thereunto duly authorized, in the City of Houston, State of Texas, on November 4, 2024.
|
STERICYCLE, INC. |
|
|
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By: |
/s/ Courtney A. Tippy |
|
Name: |
Courtney A. Tippy |
|
Title: |
Vice President and Secretary |
No other person is required to sign these Post-Effective
Amendments in reliance upon Rule 478 under the Securities Act of 1933, as amended.
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