As Filed with the Securities and Exchange Commission on March 12, 2014
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Registration No. 333-162138
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-3
REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933
ProUroCare Medical Inc.
(Exact name of registrant as specified in its charter)
Nevada
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3841
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20-1212923
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(State or other jurisdiction of
incorporation or organization)
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(Primary Standard Industrial
Classification Code Number)
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(I.R.S. Employer
Identification No.)
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6440 Flying Cloud Drive, Suite 101
Eden Prairie, MN 55344
(952) 476-9093
(Address, including zip code, and telephone number, including area code, of registrants principal executive offices)
Alan Shuler
Chief Financial Officer
ProUroCare Medical Inc.
6400 Flying Cloud Dr., STE 101
Eden Prairie, MN 55344
(952) 476-9093
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copy to:
Timothy S. Hearn
Dorsey & Whitney LLP
50 South 6
th
Street, Suite 1500
Minneapolis, MN 55402-1498
(612) 340-2600
Approximate date of commencement of proposed sale to the public:
Not applicable
If the only securities being registered on this form are being offered pursuant to dividend or interest reinvestment plans, please check the following box.
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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, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box.
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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.
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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.
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If this form is a registration statement pursuant to General Instruction I.D. or a post-effective amendment thereto that shall become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, check the following box.
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If this form is a post-effective amendment to a registration statement filed pursuant to General Instruction I.D. filed to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act, check the following box.
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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):
Large accelerated filer
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Accelerated filer
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Non-accelerated filer
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Smaller reporting company
x
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(Do not check if a
smaller reporting company)
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DEREGISTRATION OF SECURITIES
On September 25, 2009, ProUroCare Medical Inc., a Nevada corporation (the Company), filed a Registration Statement on Form S-3 with the Securities and Exchange Commission (Registration No. 333-162138) (the Registration Statement) to register the sale of the Companys warrants and common stock (the Securities). The purpose of this Post-Effective Amendment No. 1 to Form S-3 Registration Statement is to withdraw and remove from registration all of the unissued and unsold Securities previously registered under the Registration Statement.
The Registration Statement is hereby amended to deregister all of the unissued and unsold Securities under the Registration Statement. As a result of this deregistration, no securities remain registered for sale pursuant to the Registration Statement.
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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-3 and has duly caused this Post-Effective Amendment No. 1 to Registration Statement on Form S-3 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Eden Prairie, State of Minnesota, on this 12th day of March, 2014.
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PROUROCARE MEDICAL INC.
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By:
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/s/ Stanton D. Myrum
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Name:
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Stanton D. Myrum
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Title:
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Chief Executive Officer and Director
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Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to Registration Statement on Form S-3 has been signed by the following persons in the capacities and on the dates indicated.
Signature
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Title
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Date
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/s/ Stanton D. Myrum
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Chief Executive Officer and Director
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March 12, 2014
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Stanton D. Myrum
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(Principal Executive Officer)
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/s/ Alan G. Shuler
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Chief Financial Officer
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March 12, 2014
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Alan G. Shuler
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(Principal Financial and Accounting Officer)
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/s/ James L. Davis
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Chairman and Director
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March 12, 2014
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James L. Davis
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/s/ Scott E. Smith
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Director
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March 12, 2014
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Scott E. Smith
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/s/ David Kaysen
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Director
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March 12, 2014
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David Kaysen
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