Registration Statement No. 333-124566
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8
UNDER THE SECURITIES ACT OF 1933
TNT N.V.
(Exact name of registrant as specified in its charter)
The Netherlands |
| Not Applicable |
(State or other jurisdiction of |
| (I.R.S. Employer Identification No.) |
Neptunusstraat 41 - 63
2132 JA Hoofddorp
The Netherlands
(Address, including zip code, of registrant’s principal executive offices)
TNT PERFORMANCE SHARE PLAN
(Full title of the plan)
Mary Conway LaPonte
TNT USA Inc.
3 Huntington Quadrangle, Suite 201 South
Melville NY 11747
Telephone: +1 631 760 0700
(Name, address and telephone number, including area code, of agent for service)
Copy to:
Paul D. Burns
Allen & Overy LLP
One Bishops Square
London E1 6AO
United Kingdom
+44 (0)20 3088 0000
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DEREGISTRATION OF UNSOLD SECURITIES
This post-effective amendment relates to the following Registration Statement on Form S-8 (the Registration Statement) of TNT N.V. (the Company):
File No. 333-124566, pertaining to the registration of the Company's 4,500,000 ordinary shares, par value €0.48 per share (which may be offered in the form of American Depositary Shares, each representing one bearer share), which was filed with the Securities and Exchange Commission (the Commission) and became effective on May 3, 2005.
The Company intends to file a Form 15F with the Commission to effect the deregistration of its ADSs under Rule 12h-6(a) under the U.S. Securities Exchange Act of 1934, as amended. In accordance with the undertakings made by the Company in the Registration Statement to remove from registration, by means of a post-effective amendment, any of the securities registered under the Registration Statement that remain unsold at the termination of the offering, the Company hereby removes from registration the securities of the Company registered but unsold under the Registration Statement.
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SIGNATURES
Pursuant to the requirements of the Securities Act, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.
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| Date |
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/s/ M. P. BAKKER |
| Chief Executive Officer |
| June 8 , 2007 |
M. P. Bakker |
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/s/ C. H. VAN DALEN |
| Chief Financial Officer |
| June 8 , 2007 |
C. H. Van Dalen |
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/s/ H. POPPING |
| Principal Accounting Officer |
| June 8 , 2007 |
H. Popping* |
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/s/ J. H. M. HOMMEN |
| Supervisory Board Chairman |
| June 8 , 2007 |
J. H. M. Hommen* |
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/s/ J. M. T. COCHRANE |
| Supervisory Board Vice Chairman |
| June 8 , 2007 |
J. M. T. Cochrane* |
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/s/ R. J. N. ABRAHAMSEN |
| Supervisory Board Member |
| June 8 , 2007 |
R. J. N. Abrahamsen* |
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/s/ V. HALBERSTADT |
| Supervisory Board Member |
| June 8 , 2007 |
V. Halberstadt* |
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/s/ W. KOK |
| Supervisory Board Member |
| June 8, 2007 |
W. Kok* |
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/s/ G. MONNAS |
| Supervisory Board Member |
| June 8, 2007 |
G. Monnas* |
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/s/ R.KING |
| Supervisory Board Member |
| June 8, 2007 |
R. King* |
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/s/ M. HARRIS |
| Supervisory Board Member |
| June 8, 2007 |
M. Harris* |
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* By power of attorney given to the Chief Executive Officer provided in the Registration Statement No. 333-124566 on Form S-8 as filed May 3, 2005.
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SIGNATURE OF AUTHORIZED REPRESENTATIVE OF TNT N.V.
Pursuant to the Securities Act, the undersigned, the duly authorized representative in the United States of TNT N.V., has signed this post-effective amendment to its registration statement on Form S-8 POS in Melville, New York on June 8, 2007.
| TNT USA Inc. | |
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| By: | /s/ M. C. LaPonte |
| Name: | Mary Conway LaPonte |
| Title: | Vice President of Compliance and Secretary |
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