- Post-Effective Amendment to an S-8 filing (S-8 POS)
May 28 2010 - 4:48PM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission on May 28, 2010
Registration No. 333-133988
UNITED STATES
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
CNX GAS
CORPORATION
(Exact Name of Registrant as Specified in Charter)
|
|
|
Delaware
|
|
20-3170639
|
(State or Other Jurisdiction
of Incorporation)
|
|
(IRS Employer
Identification No.)
|
1000 CONSOL Energy Drive
Canonsburg, PA 15317-6506
(724) 485-4000
(Address of Principal Executive Offices)
CNX GAS
CORPORATION EQUITY INCENTIVE PLAN
(Full Title of the Plan)
P. Jerome Richey
Executive Vice President Corporate Affairs, Chief Legal Officer and Secretary
CONSOL Energy Inc.
CNX Center
1000 CONSOL Energy Drive
Canonsburg, Pennsylvania 15317
(Name and Address of Agent for Service)
(724) 485-4000
(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, 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.
|
|
|
|
|
|
|
Large accelerated filer
|
|
x
|
|
Accelerated filer
|
|
¨
|
|
|
|
|
Non-accelerated filer
|
|
¨
(Do not check if a smaller reporting company)
|
|
Smaller reporting company
|
|
¨
|
EXPLANATORY NOTE
This Post-Effective Amendment No. 1 (Post-Effective Amendment), filed by CNX Gas Corporation, a Delaware corporation
(the Registrant), removes from registration all shares of the Companys common stock, par value $0.01 per share (Common Stock), registered under the Registration Statement on Form S-8 (File Number 333-133988) filed by
the Registrant on May 11, 2006 (the Registration Statement) with the Securities and Exchange Commission pertaining to the registration of 2,500,000 shares of Common Stock relating to the Registrants CNX Gas Corporation Equity
Incentive Plan.
On May 28, 2010, CNX Gas Merger Corporation, a Delaware corporation (Merger Sub) and the
owner of more than 90% of the outstanding shares of Common Stock, merged with and into the Registrant (the Merger) pursuant to the short form merger provisions of Section 253 of the General Corporation Law of the State of Delaware,
with the Registrant as the surviving corporation. As a result of the Merger, the Registrant became a wholly owned subsidiary of CONSOL Energy Inc., a Delaware corporation, the parent entity of Merger Sub.
As a result of the Merger, the Registrant has terminated all offerings of its Common Stock pursuant to the Registration Statement. The
Registrant is therefore filing this Post Effective Amendment to remove from registration all shares of Common Stock registered under the Registration Statement that remain available for issuance and sale thereunder.
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 to the Registration Statement on Form S-8 to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Canonsburg, Commonwealth of Pennsylvania, on the
28
th
day of May, 2010.
|
|
|
CNX GAS CORPORATION
|
|
|
By:
|
|
/s/ P. Jerome Richey
|
Name:
|
|
P. Jerome Richey
|
Title:
|
|
Executive Vice President
Corporate Affairs, Chief Legal
Officer and
Secretary
|
Pursuant to the requirements of the Securities Act of 1933, as amended,
this post-effective amendment to the Registration Statement on Form S-8 has been signed by the following persons in the capacities indicated on the
28
th
day of May, 2010.
|
|
|
|
|
Signature
|
|
|
|
Title
|
|
|
|
/
S
/ J. B
RETT
H
ARVEY
J. Brett Harvey
|
|
|
|
Chairman, Chief Executive Officer and Director
(Principal Executive Officer)
|
|
|
|
/
S
/ W
ILLIAM
J.
L
YONS
William J. Lyons
|
|
|
|
Chief Financial Officer and Executive Vice President
(Principal Financial and Accounting Officer)
|
|
|
|
/
S
/ *
Philip W. Baxter
|
|
|
|
Director
|
|
|
|
/
S
/ *
Raj K. Gupta
|
|
|
|
Director
|
|
|
|
/
S
/ *
John R. Pipski
|
|
|
|
Director
|
*
|
Executed pursuant to a power of attorney granted in the Form S-8 registration statement filed on May 11, 2006.
|
|
|
|
By:
|
|
/
S
/ S
TEPHEN
W.
J
OHNSON
|
|
|
Stephen W. Johnson
|
|
|
Attorney-in-Fact
|
Cnx Gas (NYSE:CXG)
Historical Stock Chart
From Oct 2024 to Nov 2024
Cnx Gas (NYSE:CXG)
Historical Stock Chart
From Nov 2023 to Nov 2024