AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON SEPTEMBER 12, 2016
Registration Statement File No. 333-200140
Registration Statement File No. 333-188572
Registration Statement File No. 333-180669
Registration Statement File No. 333-174256
Registration Statement File No. 333-163729
Registration Statement File No. 333-158557
Registration Statement File No. 333-126344
Registration Statement File No. 333-105615
Registration Statement File No. 333-98507
Registration Statement File No. 333-98505
Registration Statement File No. 333-81420
Registration Statement File No. 333-37416
Registration Statement File No. 333-03099
Registration Statement File No. 333-03079
Registration Statement File No. 333-03077
Registration Statement File No. 33-17798
Registration Statement File No. 33-17891
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-200140
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-188572
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-180669
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-174256
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-163729
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-158557
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-126344
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-105615
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-98507
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-98505
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-81420
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-37416
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-03099
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-03079
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-03077
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 33-17798
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 33-17891
UNDER
THE
SECURITIES ACT OF 1933
RESOURCE AMERICA, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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72-0654145
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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Resource America, Inc.
One Crescent Center Drive, Suite 203
Philadelphia, PA 19112
(215) 546-5005
(Address,
including zip code, and telephone number, including area code, of Registrants principal executive offices)
Resource
America, Inc. Amended and Restated Omnibus Equity Compensation Plan
Resource America, Inc. Investment Savings Plan
Resource America, Inc. 2012 Non-Employee Director Deferred Stock Plan
Resource America, Inc. Amended and Restated 2005 Omnibus Equity Compensation Plan
Resource America, Inc. Omnibus Equity Compensation Plan
Resource America, Inc. 1997 Non-Employee Director Deferred Stock and Deferred Compensation Plan
Resource America, Inc. 2002 Non-Employee Director Deferred Stock and Deferred Compensation Plan
Resource America, Inc. 2002 Key Employee Stock Option Plan
Resource America, Inc. 1999 Key Employee Stock Option Plan
Stock Option Agreements
Resource America, Inc. 1989 Key Employee Stock Option Plan
Resource America, Inc. 1984 Key Employee Stock Option
Resource Exploration, Inc. 1984 Key Employee Stock Option Plan
Resource Exploration, Inc. Investment Savings Plan
Thomas C.
Elliott
Executive Vice President, Chief Financial Officer
Resource America, Inc.
One Crescent Center Drive, Suite 203
Philadelphia, PA 19112
(215) 546-5005
(Name,
address, including zip code, and telephone number, including area code, of agent for service)
Indicate by check mark whether
the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of large accelerated filer, accelerated filer and smaller reporting
company in Rule 12b-2 of the Exchange Act. (Check one):
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Large accelerated filer
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x
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Accelerated filer
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¨
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Non-accelerated filer
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¨
(Do not check if a smaller reporting company)
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Smaller reporting company
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¨
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DEREGISTRATION OF SECURITIES
These Post-Effective Amendments (these Post-Effective Amendments), filed by Resource America, Inc., (the registrant),
deregister all shares of the registrants common stock, par value $0.01 per share (the Shares), remaining unissued under the following Registration Statements on Form S-8 (each, a Registration Statement, and
collectively, the Registration Statements) filed by the registrant with the U.S. Securities and Exchange Commission (the Commission):
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Registration Statement on Form S-8 (No. 333-200140), pertaining to the registration of 1,500,000 Shares, issuable under the Resource America, Inc. Amended and Restated Omnibus Equity Compensation Plan, which
was filed with the Commission on November 12, 2014.
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Registration Statement on Form S-8 (No. 333-188572), pertaining to the registration of 300,000 Shares, issuable under the Resource America, Inc. Investment Savings Plan, which was filed with the Commission on
May 13, 2013.
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Registration Statement on Form S-8 (No. 333-180669), pertaining to the registration of 200,000 Shares, issuable under the Resource America, Inc. 2012 Non-Employee Director Deferred Stock Plan, which was filed
with the Commission on April 11, 2012.
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Registration Statement on Form S-8 (No. 333-174256), pertaining to the registration of 800,000 Shares, issuable under the Resource America, Inc. Amended and Restated 2005 Omnibus Equity Compensation Plan,
which was filed with the Commission on May 16, 2011.
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Registration Statement on Form S-8 (No. 333-163729), pertaining to the registration of 1,000,000 Shares, issuable under the Resource America, Inc. Amended and Restated 2005 Omnibus Equity Compensation Plan,
which was filed with the Commission on December 15, 2009.
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Registration Statement on Form S-8 (No. 333-158557), pertaining to the registration of 300,000 Shares, issuable under the Resource America, Inc. Investment Savings Plan, which was filed with the Commission on
April 13, 2009.
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Registration Statement on Form S-8 (No. 333-126344), pertaining to the registration of 1,200,000 Shares, issuable under the Resource America, Inc. Omnibus Equity Compensation Plan, which was filed with the
Commission on July 1, 2005.
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Registration Statement on Form S-8 (No. 333-105615), pertaining to the registration of 75,000 Shares, issuable under the Resource America, Inc. 1997 Non-Employee Director Deferred Stock and Deferred
Compensation Plan, which was filed with the Commission on May 28, 2003.
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Registration Statement on Form S-8 (No. 333-98507), pertaining to the registration of 75,000 Shares, issuable under the Resource America, Inc. 2002 Non-Employee Director Deferred Stock and Deferred
Compensation Plan, which was filed with the Commission on August 22, 2002.
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Registration Statement on Form S-8 (No. 333-98505), pertaining to the registration of 750,000 Shares, issuable under the Resource America, Inc. 2002 Key Employee Stock Option Plan, which was filed with the
Commission on August 22, 2002.
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Registration Statement on Form S-8 (No. 333-81420), pertaining to the registration of 1,000,000 Shares, issuable under the Resource America, Inc. 1999 Key Employee Stock Option Plan, which was filed with the
Commission on January 25, 2002.
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Registration Statement on Form S-8 (No. 333-37416), pertaining to the registration of 120,213 Shares, issuable under the Stock Option Agreements, which was filed with the Commission on May 19, 2000.
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Registration Statement on Form S-8 (No. 333-03099), pertaining to the registration of 146,068 Shares, issuable under the Resource America, Inc. 1989 Key Employee Stock Option Plan, which was filed with the
Commission on May 2, 1996.
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Registration Statement on Form S-8 (No. 333-03079), pertaining to the registration of 4,494.40 Shares, issuable under the Resource America, Inc. 1984 Key Employee Stock Option, which was filed with the
Commission on May 2, 1996.
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Registration Statement on Form S-8 (No. 333-03077), pertaining to the registration of 10,776 Shares, issuable under the Resource America, Inc. Investment Savings Plan, which was filed with the Commission on
May 2, 1996.
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Registration Statement on Form S-8 (No. 33-17798), pertaining to the registration of 200,000 Shares, issuable under the Resource Exploration, Inc. 1984 Key Employee Stock Option Plan, which was filed with the Commission
on October 8, 1987.
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Registration Statement on Form S-8 (No. 33-17891), pertaining to the registration of Shares, issuable under the Resource Exploration, Inc. Investment Savings Plan, which was filed with the Commission on October 19,
1987.
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On September 8, 2016, pursuant to the Agreement and Plan of Merger, dated as of May 22, 2016, (the merger
agreement), by and among the registrant, C-III Capital Partners LLC (C-III) and Regent Acquisition Inc. (merger sub), the registrant and C-III completed the previously announced merger (the merger) whereby
the registrant merged with merger sub, with the registrant continuing as a wholly owned subsidiary of C-III.
In connection with the completion of the
merger, the offerings pursuant to the Registration Statements have been terminated. In accordance with undertakings made by the registrant in the Registration Statements to remove from registration, by means of a post-effective amendment, any
of the securities that remain unsold at the termination of the offerings, the registrant hereby removes from registration all Shares registered under the Registration Statements but not sold under the Registration Statements.
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-8 and has duly caused these Post-Effective Amendments to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, State of Pennsylvania, on September 12, 2016. No
other person is required to sign these Post-Effective Amendments to the Registration Statements in reliance upon Rule 478 under the Securities Act of 1933, as amended.
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RESOURCE AMERICA, INC.
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By:
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/s/ Thomas C. Elliott
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Name:
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Thomas C. Elliott
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Title:
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Executive Vice President and Chief Financial Officer
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[Signature Page to Post-Effective Amendment to Form S-8]
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