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S-8 POS
VIRGIN MOBILE USA, INC. filed this Form S-8 POS on 11/27/2009
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DEREGISTRATION OF SECURITIES
     This Post-Effective Amendment No. 1 (the “Amendment”) relates to the following Registration Statement on Form S-8 (note that the share number listed does not take into account corporate actions, such as stock splits, taken in the interim): Registration Statement 333-146621 (the “Registration Statement”) registering 7,726,384 shares of Class A common stock, par value $0.01 per share (the “Common Stock”), of Virgin Mobile USA, Inc. (the “Company”) for the Company’s 2007 Omnibus Incentive Compensation Plan.
     On November 24, 2009, the Company completed its merger (the “Merger”) with Sprint Mozart, Inc. (“Merger Sub”), a wholly owned subsidiary of Sprint Nextel Corporation (“Sprint Nextel”), whereby Merger Sub merged with and into the Company with the Company continuing as the surviving corporation in the Merger as a wholly owned subsidiary of Sprint Nextel. The Merger was effected pursuant to an Agreement and Plan of Merger, dated as of July 27, 2009, among the Company, Sprint Nextel and Merger Sub.
     As a result of the Merger, the Company has terminated any offering of the Company’s securities pursuant to the Registration Statement. In accordance with an undertaking made by the Company in Part II of the Registration Statement to remove from registration, by means of a post-effective amendment, any of the securities that had been registered for issuance that remain unsold at the termination of the offering, the Company hereby removes from registration all of such securities of the Company registered but unsold under the Registration Statement, if any.

 


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