TLEO Taleo Corp. (MM)

As filed with the Securities and Exchange Commission on April 5, 2012

Registration No. 333-145489

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

POST-EFFECTIVE AMENDMENT NO. 1

TO

FORM S-8

REGISTRATION STATEMENT

Under

The Securities Act of 1933

TALEO CORPORATION

(Exact name of Registrant as specified in its charter)

4140 Dublin Boulevard, Suite 400

Dublin, California 94568

(925) 452-3000

(Address including zip code, and telephone number, including area code, of principal executive offices)

2004 Stock Plan

(Full title of the plan)

Dorian Daley

President and Chief Executive Officer

Taleo Corporation

4140 Dublin Boulevard, Suite 400

Dublin, California 94568

(925) 452-3000

(Name, address, and telephone number, including area code, of agent for service)

Copy to:

Keith Flaum

Dewey & LeBoeuf LLP

1950 University Avenue, Suite 500

E. Palo Alto, California 94303

(650) 845-7000

DEREGISTRATION OF COMMON STOCK

On August 16, 2007, the Registrant filed with the Securities and Exchange Commission a registration statement on Form S-8, Registration No. 333-145489 (the “Registration Statement”), for the sale of shares of the Class A Common Stock, par value $0.00001 per share (the “Common Stock”), of the Registrant under the Registrant’s 2004 Stock Plan.

On April 5, 2012, the Registrant’s stockholders approved, at a special meeting of stockholders, an Agreement and Plan of Merger (the “Merger Agreement”), dated as of February 8, 2012, by and among the Registrant, OC Acquisition LLC, a Delaware limited liability company and a wholly owned subsidiary of Oracle Corporation (“Parent”), Tiger Acquisition Corporation, a Delaware corporation and a wholly owned subsidiary of Parent, and Oracle Corporation, a Delaware corporation, for the limited purposes specified therein. Pursuant to the Merger Agreement, upon filing the Certificate of Merger with the Secretary of State of the State of Delaware on April 5, 2012 (the “Effective Time”), Tiger Acquisition Corporation merged with and into the Registrant, and the Registrant became an indirect wholly owned subsidiary of Oracle Corporation (the “Merger”).

As a result of the Merger, the offering pursuant to the Registration Statement has been terminated. In accordance with an undertaking made by the Registrant in the Registration Statement to remove from registration, by means of a post-effective amendment, any shares of the Common Stock registered under the Registration Statement that remain unsold at the termination of the offering, the Registrant hereby removes from registration all shares of the Common Stock registered under the Registration Statement that remain unsold as of the Effective Time of the Merger.

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 this Post-Effective Amendment No. 1 to Form S-8 and has duly caused this Post-Effective Amendment No. 1 to Form S-8 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Redwood City, State of California, on this 5 ^th day of April, 2012.

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to Form S-8 has been signed below by the following persons in the capacities and on the dates indicated.

Taleo Corp. (MM) (NASDAQ:TLEO)
Historical Stock Chart
From Dec 2024 to Jan 2025

Taleo Corp. (MM) (NASDAQ:TLEO)
Historical Stock Chart
From Jan 2024 to Jan 2025