As filed with the Securities and Exchange Commission on December 27, 2004
Registration No. 333-69246
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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SAFEGUARD SCIENTIFICS, INC.
(Exact Name of Registrant as Specified in Its Charter)
Pennsylvania 23-1609753
(State or Other Jurisdiction of (I.R.S. Employer Identification No.)
Incorporation or Organization)
800 The Safeguard Building
435 Devon Park Drive
Wayne, Pennsylvania 19087-1945
(Address of Principal Executive Offices, including Zip Code)
Safeguard Scientifics, Inc.
Retirement Plan
(Full Title of the Plan)
Steven J. Feder
Senior Vice President and General Counsel
Safeguard Scientifics, Inc.
800 The Safeguard Building
435 Devon Park Drive
Wayne, PA 19087-1945
(610) 293-0600
(Name, Address and Telephone Number, including Area Code, of Agent for Service)
Copies to:
Richard B. Aldridge, Esq.
Morgan, Lewis & Bockius LLP
1701 Market Street
Philadelphia, PA 19103-2921
(215) 963-5000
DEREGISTRATION OF SECURITIES
This Post-Effective Amendment relates to the Registration Statement on Form S-8
(File No. 333-69246) filed on September 10, 2001 (the "Registration Statement")
as it pertains to the shares of Common Stock, par value $0.10 per share, of
Safeguard Scientifics, Inc. (the "Common Stock"), associated with participation
in the Safeguard Scientifics, Inc. Retirement Plan (the "Plan"). Pursuant to
Rule 416 of the Securities Act of 1933, as amended, the Registration Statement
also covered an indeterminate amount of interests to be offered and sold
pursuant to the Plan (the "Plan Interests"). The Plan no longer offers the
Common Stock as a voluntary investment option for participants in the Plan.
The undersigned Registrant hereby removes and withdraws from registration all
shares and the Plan Interests, as previously registered pursuant to the
Registration Statement and relating to the Plan, which remain unsold. The Plan
will file with the Securities and Exchange Commission a Form 15 to suspend the
duty under Section 15(d) of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), to file reports required by Section 13(a) of the Exchange Act
with respect to the Plan Interests.
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 the Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in Wayne, Pennsylvania, on
this 27th day of December, 2004.
SAFEGUARD SCIENTIFICS, INC.
By: /s/ Anthony L. Craig
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Anthony L. Craig
Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective
Amendment to the Registration Statement has been signed below by the following
persons on behalf of the registrant and in the capacities and on the dates
indicated.
Signature Title Date
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/s/ Anthony L. Craig Chief Executive Officer and December 27, 2004
----------------------------- President, and Director
Anthony L. Craig (Principal Executive Officer)
/s/ Christopher J. Davis Executive Vice President and December 27, 2004
----------------------------- Chief Administrative &
Christopher J. Davis Financial Officer
(Principal Financial and
Accounting Officer)
/s/ Julie A. Dobson Director December 27, 2004
-----------------------------
Julie A. Dobson
/s/ Robert E. Keith, Jr. Chairman of the Board of December 27, 2004
----------------------------- Directors
Robert E. Keith, Jr.
/s/ Andrew E. Lietz Director December 27, 2004
-----------------------------
Andrew E. Lietz
/s/ George MacKenzie Director December 27, 2004
-----------------------------
George MacKenzie
/s/ Jack L. Messman Director December 27, 2004
-----------------------------
Jack L. Messman
/s/ John W. Poduska, Sr. Director December 27, 2004
----------------------------
John W. Poduska, Sr.
/s/ Robert Ripp Director December 27, 2004
----------------------------
Robert Ripp
/s/ John J. Roberts Director December 27, 2004
----------------------------
John J. Roberts
The Plan. Pursuant to the requirements of the Securities Act of 1933,
as amended, the Administrator of the Safeguard Scientifics, Inc. Retirement Plan
has duly caused this Post-Effective Amendment to the Registration Statement to
be signed on its behalf by the undersigned, thereunto duly authorized, in Wayne,
Pennsylvania on December 27, 2004.
SAFEGUARD SCIENTIFICS, INC.
RETIREMENT PLAN
By: Safeguard Scientifics, Inc., Plan Administrator
By: /s/ Steven J. Feder
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Steven J. Feder
Senior Vice President and General Counsel