As filed with the Securities and Exchange Commission on February 6, 2020.
RegistrationNo. 333-236156
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORMS-1
REGISTRATION STATEMENT
under
THE SECURITIES ACT OF 1933
APPLIED GENETIC TECHNOLOGIES CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
Delaware | 2836 | 59-3553710 | ||
(State or Other Jurisdiction of Incorporation or Organization) | (Primary Standard Industrial Classification Code No.) | (I.R.S. Employer Identification No.) |
14193
NW 119th Terrace, Suite 10
Alachua, Florida 32615
(386)462-2204
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Susan B. Washer
President and Chief Executive Officer
14193 NW 119th Terrace, Suite 10
Alachua, Florida 32615
(386)462-2204
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies to:
Stacie S. Aarestad Foley Hoag LLP Seaport West 155 Seaport Boulevard Boston, MA 02110 (617)832-1000 | Brian Krex General Counsel Applied Genetic Technologies Company One Kendall Square, 1400W Cambridge, MA 02139 | Yasin Keshvargar Davis Polk & Wardwell LLP 450 Lexington Avenue New York, NY 10017 (212)450-4000 |
Approximate date of commencement of proposed sale to the public: As soon as practicable after the effective date of this Registration Statement.
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, as amended (the “Securities Act”) 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, please 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. ☒
333-236156
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, anon-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule12b-2 of the Exchange Act.
Large accelerated filer | ☐ | Accelerated filer | ☐ | |||
Non-accelerated filer | ☒ | Smaller reporting company | ☒ | |||
Emerging growth company | ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐
This post-effective amendment shall become effective upon filing with the Securities and Exchange Commission (the “Commission”) in accordance with Rule 462(d) under the Securities Act of 1933, as amended.
Explanatory Note and Incorporation By Reference
This Post-Effective Amendment No. 1 (this “Amendment”) relates to the Registrant’s Registration Statement onFormS-1 (File No. 333-236156), as amended, declared effective on February 6, 2020 by the Commission. The Registrant is filing this Amendment for the sole purpose of replacing Exhibit 5.1 to the Registration Statement. This Amendment does not modify any provision of Part I or Part II of the Registration Statement other than Item 16(a) of Part II as set forth below.
PART II
INFORMATION NOT REQUIRED IN PROSPECTUS
Exhibit Index
Exhibit No. | Description | |
5.1* | Opinion of Foley Hoag LLP | |
23.2* | Consent of Foley Hoag LLP (included in Exhibit 5.1) | |
24.1** | Powers of Attorney |
* | Filed herewith |
** | Filed as Exhibit 24.1 to the registrant’s Registration Statement onForm S-1 (FileNo. 333-236156) filed with the Commission on January 29, 2020, as amended, and incorporated in this Registration Statement by reference. |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Alachua, State of Florida, on the 6th day of February, 2020.
APPLIED GENETIC TECHNOLOGIES CORPORATION | ||
By: | /s/ Susan B. Washer | |
Susan B. Washer | ||
President and Chief Executive Officer |
In accordance with the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.
Signature | Title | Date | ||
/s/ Susan B. Washer Susan B. Washer | Chief Executive Officer, President and Director (Principal Executive Officer) | February 6, 2020 | ||
/s/ William A. Sullivan William A. Sullivan | Chief Financial Officer (Principal Financial and Accounting Officer) | February 6, 2020 | ||
* Scott Koenig | Director | February 6, 2020 | ||
* William Aliski | Director | February 6, 2020 | ||
* Ed Hurwitz | Director | February 6, 2020 | ||
* Ivana Magovcevic-Liebisch | Director | February 6, 2020 | ||
* | Director | February 6, 2020 | ||
Anne VanLent | ||||
* James Rosen | Director | February 6, 2020 |
*By: | /s/ Susan B. Washer | |
Susan B. Washer | ||
Attorney-in-Fact |