Amendment No. 2 to Form S-8
As filed with the Securities and Exchange Commission on March 5, 2009
Registration No. 333-38317
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
Post-Effective Amendment No. 2
to
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
 
MERCER INTERNATIONAL INC.
(Exact name of registrant as specified in its charter)
     
Washington
(State or other jurisdiction of
incorporation or organization)
  47-0956945
(I.R.S. Employer
Identification Number)
Suite 2840, 650 West Georgia Street
Vancouver, British Columbia
Canada, V6B 4N8
(604) 684-1099

(Address, including zip code, and telephone number, including area code, of registrant’s office)
AMENDED AND RESTATED 1992 NON-QUALIFIED STOCK OPTION PLAN
(Full title of the plan)
David M. Gandossi
Mercer International Inc.
Suite 2840, 650 West Georgia Street
Vancouver, British Columbia
Canada, V6B 4N8
(604) 684-1099

(Name, address and telephone number of agent for service)
Approximate date of commencement of proposed sale to the public: From time to time after the effective date of this registration statement.
If the only securities being registered on this form are being offered pursuant to dividend or interest reinvestment plans, please check the following box. o
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. o
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. o
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. o
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: o
If this form is a post-effective amendment to a registration statement filed pursuant to General Information 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. o
 
 

 


 

DEREGISTRATION OF SECURITIES
On October 21, 1997, Mercer International Inc. (the “Registrant”) filed with the Securities and Exchange Commission a registration statement on Form S-8, as amended (Registration No. 333-38317) (the “Registration Statement”). In accordance with the undertaking contained in the Registration Statement to remove from registration, by means of a post-effective amendment, any of the securities registered under the Registration Statement which remain unsold at the termination of the offering, the Registrant hereby removes from registration all securities of the Registrant registered under the Registration Statement which remain unsold as of the termination of the offering.

 


 

SIGNATURES
     Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused this Post-Effective Amendment No. 2 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Vancouver, British Columbia, Canada on March 5, 2009.
         
  MERCER INTERNATIONAL INC.
 
 
  By:   /s/ Jimmy S.H. Lee    
    Name:   Jimmy S.H. Lee   
    Title:   Chief Executive Officer   
 
     Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 2 to the Registration Statement has been signed by the following persons in the capacities and on the dates indicated.
         
Signature:   Title:   Date:
 
       
/s/ Jimmy S.H. Lee
 
Jimmy S.H. Lee
  Chief Executive Officer    March 5, 2009
 
       
/s/ David M. Gandossi
 
David M. Gandossi
  Chief Financial Officer    March 5, 2009
 
       
/s/ Guy W. Adams
 
Guy W. Adams
  Director    March 5, 2009
 
       
/s/ Eric Lauritzen
 
Eric Lauritzen
  Director    March 5, 2009
 
       
/s/ William D. McCartney
 
William D. McCartney
  Director    March 5, 2009
 
       
/s/ Graeme A. Witts
 
Graeme A. Witts
  Director    March 5, 2009
 
       
/s/ Kenneth A. Shields
 
Kenneth A. Shields
  Director    March 5, 2009
 
       
/s/ George Malpass
 
George Malpass
  Director    March 5, 2009