As filed with the Securities and Exchange Commission on June 15, 2012
Registration No. 333-43117
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-8
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
CHARMING SHOPPES, INC.
(Exact name of registrant as specified in its charter)
PENNSYLVANIA | 23-1721355 | |
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
3750 STATE ROAD
BENSALEM, PENNSYLVANIA 19020
(Address of principal executive offices) (Zip Code)
CHARMING SHOPPES
VARIABLE DEFERRED COMPENSATION PLAN FOR EXECUTIVES
(Full title of the plans)
COLIN D. STERN, ESQ.
CHARMING SHOPPES, INC.
3750 STATE ROAD
BENSALEM, PENNSYLVANIA 19020
(Name and address of agent for service)
(215) 245-9100
(Telephone number, including area code, of agent for service)
DEREGISTRATION OF COMMON STOCK
This Post-Effective Amendment No. 1 to the Registration Statement on Form S-8, which was originally filed on December 23, 1997 (file no. 333-43117) (the Registration Statement) to register a total of $6,125,000 of Deferred Compensation Obligations (the Securities), of Charming Shoppes, Inc. (the Company), pursuant to the Companys Variable Deferred Compensation Plan for Executives (the Plan), is being filed to deregister all of the Compensation Obligations not yet issued in connection with the Plans.
The Company has entered into an Agreement and Plan of Merger, dated as of May 1, 2012, by and among Ascena Retail Group, Inc., a Delaware corporation (Ascena), Colombia Acquisition Corp., a Pennsylvania corporation and direct wholly owned subsidiary of Ascena (the Purchaser), and the Company, pursuant to which the Purchaser merged with and into the Company (the Merger) with the Company surviving the Merger as a direct wholly owned subsidiary of Ascena. Accordingly, pursuant to the undertaking contained in the Registration Statement to remove from registration by means of a post-effective amendment any of the securities that remain unsold at the termination of the offering, the Company hereby amends the Registration Statement by deregistering all Securities that were registered but unsold under the Registration Statement.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Bensalem, Commonwealth of Pennsylvania, on June 15, 2012.
Charming Shoppes, Inc. | ||
By: | /s/ Colin D. Stern | |
Colin D. Stern | ||
General Counsel and Secretary |
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