As filed with the Securities and Exchange Commission on May 30, 2018
Registration No. 333-202487
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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POST EFFECTIVE AMENDMENT NO. 1
TO
FORM S-3
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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MESA LABORATORIES, INC.
(Exact name of Registrant as specified in its charter)
Colorado
(State or other jurisdiction
of incorporation or organization)
84-0872291
(I.R.S. Employer Identification No.)
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12100 West Sixth Avenue
Lakewood, Colorado 80228
(303) 987-8000
(Address and telephone number
of Registrant’s principal executive offices)
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Andrew N. Bernstein, Esq.
Andrew N. Bernstein, P.C.
8101 East Prentice Avenue, Suite 890
Greenwood Village, Colorado 80111
(303) 770-7131
(Name, address, and telephone number
of agent for service)
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Copies of all communications to:
Andrew N. Bernstein, Esq.
Andrew N. Bernstein, P.C.
8101 East Prentice Avenue, Suite 890
Greenwood Village, Colorado 80111
Telephone: (303) 770-7131
Facsimile: (303) 770-7332
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DEREGISTRATION OF SECURITIES
Mesa Laboratories, Inc. (“Mesa Labs” or the “Registrant”) is filing this Post-Effective Amendment No. 1 to the Registration Statement on Form S-3 to deregister all of its securities originally registered by the Registrant pursuant to its Universal Shelf Registration Statement on Form S-3 which was declared effective by the Securities and Exchange Commission (the “Commission”) on April 23, 2015, File No. 333-202487 (the “Registration Statement”), with respect to up to $130,000,000 of the common stock of the Registrant, no par value per share (the “Common Stock”), and common stock purchase warrants (the “Warrants”), thereby registered for offer or sale pursuant to the Registration Statement.
As of the date hereof, none of the Registrant’s Common Stock or Warrants which were initially registered for issuance under the Registration Statement has been sold. Further, as of April 23, 2018 (three years after the initial effective date of the Registration Statement), the Registration Statement has now expired without any Common Stock or Warrants which were initially registered for issuance and sale under the Registration Statement having been sold.
The Registrant has terminated all offerings of the Common Stock and Warrants pursuant to the Registration Statement. Accordingly, the Registrant hereby removes from registration, by means of this Post-Effective Amendment, all of the shares of Common Stock and Warrants which were registered under the Registration Statement that remained unsold as of the date of this filing.
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-3 and has duly caused this Registration Statement or amendment thereto to be signed on its behalf by the undersigned, thereunto duly authorized, in Lakewood, Colorado on May 30, 2018.
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MESA LABORATORIES, INC. |
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By: |
/s/ GARY M. OWENS |
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Gary M. Owens |
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Chief Executive Officer and President |
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Pursuant to the requirements of the Securities Act of 1933, this Registration Statement or amendment thereto has been signed by the following persons in the capacities and on the dates indicated.
| Signature | Title | Date | |
| /s/ GARY M. OWENS | Chief Executive Officer, President | May 30, 2018 | |
| Gary M. Owens | and Director (Principal | ||
| Executive Officer) | |||
| /s/ JOHN J. SULLIVAN | Chairman of the Board of Directors | May 30, 2018 | |
| John J. Sullivan | |||
| /s/ JOHN V. SAKYS | Chief Financial Officer and Treasurer | May 30, 2018 | |
| John V. Sakys | (Principal Financial and Accounting Officer) | ||
| /s/ H. STUART CAMPBELL | Director, Lead Independent Director | May 30, 2018 | |
| H. Stuart Campbell | |||
| /s/ MICHAEL T. BROOKS | Director | May 30, 2018 | |
| Michael T. Brooks | |||
| /s/ ROBERT V. DWYER | Director | May 30, 2018 | |
| Robert V. Dwyer |
| /s/ EVAN C. GUILLEMIN | Director | May 30, 2018 | |
| Evan C. Guillemin | |||
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/s/ DAVID M. KELLY |
Director | May 30, 2018 | |
| David M. Kelly | |||
| /s/ JOHN B. SCHMIEDER | Director | May 30, 2018 | |
| John B. Schmieder |