Registration of Additional Securities — Form S-11 Filing Table of Contents
Document/ExhibitDescriptionPagesSize 1: S-11MEF Registration of Additional Securities HTML 29K
2: EX-5.1 Opinion re: Legality HTML 14K
3: EX-23.1 Consent of Experts or Counsel HTML 7K
4: EX-23.2 Consent of Experts or Counsel HTML 7K
5: EX-23.3 Consent of Experts or Counsel HTML 7K
6: EX-23.4 Consent of Experts or Counsel HTML 7K
Approximate date of commencement of proposed sale to the
public: As soon as practicable after this Registration
Statement becomes effective.
If this form is filed to register additional securities for an
offering pursuant to Rule 462(b) under the Securities Act,
check the following box and list the Securities Act registration
statement number of earlier effective registration statement for
the same
offering. þ 333-128261
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 post-effective
amendment filed pursuant to Rule 462(d) 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 delivery of the prospectus is expected to be made pursuant to
Rule 434, please check the following
box. o
CALCULATION OF REGISTRATION FEE
Proposed Maximum
Proposed Maximum
Amount To Be
Offering Price Per
Aggregate Offering
Amount of
Title of Class of Securities To Be Registered
Registered (1)
Unit (2)
Price (2)
Registration Fee
Common Shares, $.01 par value per share
2,415,000
$20.35
$49,145,250
$5,785
(1)
Includes common shares that the underwriters have the option to
purchase from us.
(2)
Based on the public offering price.
Explanatory Note
This Registration Statement is being filed pursuant to
Rule 462(b) (“Rule 462(b)”) under the Securities
Act of 1933, as amended, and General Instruction G of
Form S-11. Pursuant to Rule 462(b), the contents of
our registration statement on Form S-11, as amended (File
No. 333-128261), including the exhibits thereto, which was
declared effective by the Securities and Exchange Commission
(the “Commission”) on October 3, 2005 (the
“Initial Registration Statement”), are incorporated by
reference into this Registration Statement. This Registration
Statement covers the registration of an additional 2,415,000
common shares for sale in the offering related to the Initial
Registration Statement (an additional $49,145,250 aggregate
offering price of our common shares).
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-11 and has duly caused this registration statement
to be signed on its behalf by the undersigned, thereunto duly
authorized, in the city of Cleveland, state of Ohio, on
October 3, 2005.
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons
in the capacities and on the dates indicated.
Filed as Exhibit 24.1 to the registrant’s Registration
Statement on Form S-11, as amended
(File No. 333-128261), filed with the Securities and
Exchange Commission on September 12, 2005.
Dates Referenced Herein and Documents Incorporated by Reference