As filed with the Securities and Exchange Commission on April 1, 2003
Registration No. 333-66358
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Post-Effective Amendment No. 1
to
FORM S-1
REGISTRATION STATEMENT
Under the Securities Act of 1933
ALAMOSA HOLDINGS, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 4812 75-2890997
(State or Other Jurisdiction of (Primary Standard Industrial (I.R.S. Employer
Incorporation or Organization) Classification Code Number) Identification Number)
5225 S. Loop 289
Lubbock, TX 79424
(806) 722-1100
(Address, Including Zip Code, and Telephone Number,
Including Area Code, of Registrant's Principal Executive Offices)
David E. Sharbutt
Chief Executive Officer
Alamosa Holdings, Inc.
5225 S. Loop 289
Lubbock, TX 79424
(806) 722-1100
(Name, Address, Including Zip Code, and Telephone Number,
Including Area Code, of Agent for Service)
Copy to:
Fred B. White, III, Esq.
Skadden, Arps, Slate, Meagher & Flom LLP
Four Times Square
New York, New York 10036
(212) 735-3000
Approximate date of commencement of proposed sale to the public: This
Post-Effective Amendment No. 1 deregisters those shares of common stock that
remain unsold hereunder as of the date hereof.
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, 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, 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 post-effective amendment filed pursuant to Rule
462(d) 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 delivery of the prospectus is expected to be made pursuant to Rule
434, check the following box. |_|
DEREGISTRATION OF SECURITIES
On July 25, 2001 Alamosa Holdings, Inc. ("Alamosa") filed a
registration statement on Form S-1 (No. 333-66358), which was subsequently
amended on September 25, 2001 (as amended, the "Registration Statement") that
registered 30,649,990 shares (the "Shares") of its common stock for resale
from time to time. The Registration Statement was declared effective by the
Securities and Exchange Commission (the "Commission") on September 28, 2001.
The Registration Statement was filed in order to register shares of
Alamosa's common stock issued to former members of Roberts Wireless Holdings,
L.L.C., former members of WOW Holdings, LLC and former stockholders of
Southwest PCS Holdings, Inc., which were acquired by Alamosa on February 14,
2001, February 14, 2001 and March 31, 2001, respectively.
In accordance with the undertaking contained in the Registration
Statement pursuant to Item 512(a)(3) of Regulation S-K, Alamosa, pursuant to
this Post-Effective Amendment No. 1 to the Registration Statement, hereby
deregisters, as of the date hereof, all of the Shares unsold under the
Registration Statement.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
registrant 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 Lubbock, State of Texas, on March
31, 2003.
ALAMOSA HOLDINGS, INC.
By: /s/ David E. Sharbutt
---------------------------------
David E. Sharbutt
Chairman of the Board of Directors
and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. 1 to the Registration Statement has been signed
by the following persons in the capacities indicated on the 31st day of March,
2003.
NAME TITLE
/s/ David E. Sharbutt Chairman of the Board of Directors
-------------------------------------- and Chief Executive Officer
David E. Sharbutt (Principal Executive Officer)
* Chief Financial Officer
--------------------------------------- (Principal Financial and
Kendall W. Cowan Accounting Officer)
* Director
--------------------------------------
Ray M. Clapp, Jr.
* Director
--------------------------------------
Scotty Hart
* Director
--------------------------------------
Schuyler B. Marshall
Director
-------------------------------------
Allan T. McInnes
Director
-------------------------------------
John F. Otto, Jr.
* Director
-------------------------------------
Thomas F. Riley, Jr.
Director
-------------------------------------
Michael V. Roberts
Director
-------------------------------------
Steven C. Roberts
* Director
------------------------------------
Jimmy R. White
* By: /s/ David E. Sharbutt
---------------------------------
Name: David E. Sharbutt
Title: Attorney-In-Fact