As filed with the Securities and Exchange Commission on December 22, 2005

Registration No. 333-113021

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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

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Post-Effective

Amendment No. 16

to

FORM S-3

 

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

 

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YELLOW ROADWAY CORPORATION

and Other Registrants

(See Table of Additional Registrants Below)

(Exact name of registrant as specified in its charter)

 

Delaware		48-0948788
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

 

10990 Roe Avenue

Overland Park, Kansas 66211

(913) 696-6100

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

 

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Daniel J. Churay

Yellow Roadway Corporation

Senior Vice President, General Counsel and Secretary

10990 Roe Avenue

Overland Park, Kansas 66211

(913) 696-6100

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

 

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Copy to:

 

Charles L. Strauss

Fulbright & Jaworski L.L.P.

1301 McKinney, Suite 5100

Houston, TX 77010

(713) 651-5151

 

Approximate Date of Commencement of Proposed Sale to the Public: Not applicable. Termination of registration statement and deregistration of related securities that were not resold pursuant to the registration statement.

 

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If the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box.  ¨

 

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.  ¨

 

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act of 1933, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  ¨

 

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.  ¨

 

If delivery of the prospectus is expected to be made pursuant to Rule 434, please check the following box.  ¨

 

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TABLE OF ADDITIONAL REGISTRANTS

 

Exact Name of Registrant as Specified in its Charter		State or Other Jurisdiction of Incorporation or Organization		I.R.S. Employer Identification No.
Yellow Transportation, Inc.		Indiana		44-0594706
YRC Technologies, Inc. (formerly Yellow Roadway Technologies, Inc.)		Delaware		48-1115792
Mission Supply Company		Kansas		48-0911571
Yellow Relocation Services, Inc.		Kansas		48-1067939
Meridian IQ, Inc. (formerly Yellow Dot Com Subsidiary, Inc.)		Delaware		48-1233134
MIQ LLC (formerly Yellow GPS, LLC)		Delaware		48-1119865
Globe.com Lines, Inc.		Delaware		52-2068065
Roadway LLC		Delaware		34-1956254
Roadway Express, Inc.		Delaware		34-0492670
Roadway Next Day Corporation		Pennsylvania		23-2255947

 

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Termination of Registration Statement and Deregistration of Remaining Securities

 

On February 23, 2004, Yellow Roadway Corporation, a Delaware corporation (the “Company”), and certain of the guarantors subsidiaries listed in the Table of Additional Registrants (the “Guarantor Subsidiaries” and, together with the Company, the “Registrants”) filed a registration statement on Form S-3, Reg. No. 333-113021 (as amended, the “Registration Statement”), with the Securities and Exchange Commission (the “Commission”), which was subsequently declared effective. The Registration Statement registered the resale by the selling security holders named therein of a total of $150,000,000 of the Company’s 3.375% Contingent Convertible Senior Notes due 2023 (the “Notes”), the common stock issuable upon conversion of the Notes (the “Conversion Shares”) and the related subsidiary guarantees of the Notes by the Guarantor Subsidiaries (the “Guarantees” and, together with the Notes and the Conversion Shares, the “Registered Securities”).

 

The Registration Statement was filed pursuant to a Registration Rights Agreement dated November 25, 2003, by and among the Registrants and Deutsche Bank Securities Inc., as representative of the initial purchasers (the “Registration Rights Agreement”), so that the selling security holders named in the Registration Statement could sell the Registered Securities pursuant to the prospectus contained therein from time to time on terms to be negotiated with buyers. None of the Registrants received any of the proceeds from the sale by any of the selling security holders of the Registered Securities.

 

The Registrants’ obligations pursuant to the Registration Rights Agreement to keep the Registration Statement effective have ceased and the Company has determined that any remaining excess amount of Registered Securities that were registered under the Registration Statement can be removed from registration. Pursuant to the undertaking contained in the Registration Statement, the Registrants file this post-effective amendment to the Registration Statement to remove from registration any remaining unsold amounts of Registered Securities.

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PART II

 

INFORMATION NOT REQUIRED IN THE PROSPECTUS

 

Item 16.

Exhibits

 

Exhibit   No.		Description
24.1		Powers of Attorney (included on the signature pages of the initial filing of this Registration Statement, Reg. No. 333-113021, and various amendments thereto and incorporated herein by reference).
24.2		Certified Resolutions regarding Powers of Attorney (incorporated herein by reference to Exhibit 24.2 to Post-Effective Amendment No. 1 to this Registration Statement on Form S-3, filed March 17, 2004, Reg. No. 333-113021).

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, each 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. 16 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Overland Park, State of Kansas, on the 22nd day of December, 2005.

 

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 16 to the Registration Statement has been signed by the following persons in the capacities indicated on the 22nd day of December, 2005.

 

Signature		Title
* William D. Zollars		Chairman of the Board of Directors, President and Chief Executive Officer (principal executive officer)
/S/    DONALD G. BARGER, JR.         Donald G. Barger, Jr.		Senior Vice President and Chief Financial Officer (principal financial officer)
/S/    PAUL F. LILJEGREN         Paul F. Liljegren		Vice President, Controller and Chief Accounting Officer (principal accounting officer)
* Cassandra C. Carr		Director
* Howard M. Dean		Director
* Frank P. Doyle		Director
* John F. Fiedler		Director
* Dennis E. Foster		Director
Paul J. Liska		Director
* John C. McKelvey		Director
* Phillip J. Meek		Director

 

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* William T. Trubeck		Director
* Carl W. Vogt		Director

 

* By		/S/    DONALD G. BARGER, JR.
		Donald G. Barger, Jr. Attorney-in-Fact

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, each 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. 16 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Overland Park, State of Kansas, on the 22nd day of December, 2005.

 

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 16 to the Registration Statement has been signed by the following persons in the capacities indicated on the 22nd day of December, 2005.

 

Signature		Title
/S/    JAMES L. WELCH         James L. Welch		President, Chief Executive Officer and Director (principal executive officer)
/S/    TODD M. HACKER         Todd M. Hacker		Senior Vice President – Finance and Administration and Director (principal financial officer and principal accounting officer)
/S/    MICHELLE A. RUSSELL         Michelle A. Russell		Director

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, each 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. 16 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Overland Park, State of Kansas, on the 22nd day of December, 2005.

 

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 16 to the Registration Statement has been signed by the following persons in the capacities indicated on the 22nd day of December, 2005.

 

Signature		Title
/S/    MICHAEL RAPKEN         Michael Rapken		President and Director (principal executive officer)
/S/     MARTIN KRAUS         Martin Kraus		Vice President – Finance (principal financial officer and principal accounting officer)
/S/    DAVID M. COOPER         David M. Cooper		Director
/S/    DAVID S. CORWIN         David S. Corwin		Director

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, each 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. 16 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Overland Park, State of Kansas, on the 22nd day of December, 2005.

 

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 16 to the Registration Statement has been signed by the following persons in the capacities indicated on the 22nd day of December, 2005.

 

Signature		Title
/S/    JAMES L. WELCH         James L. Welch		President and Director (principal executive officer)
/S/    TODD M. HACKER         Todd M. Hacker		Senior Vice President – Finance and Administration and Director (principal financial officer and principal accounting officer)
/S/    MICHELLE A. RUSSELL         Michelle A. Russell		Director

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, each 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. 16 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Overland Park, State of Kansas, on the 22nd day of December, 2005.

 

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 16 to the Registration Statement has been signed by the following persons in the capacities indicated on the 22nd day of December, 2005.

 

Signature		Title
/S/    DONALD E. EMERY         Donald E. Emery		President (principal executive officer)
/S/    TODD M. HACKER         Todd M. Hacker		Senior Vice President – Finance and Administration (principal financial officer and principal accounting officer)
/S/    JAMES L. WELCH         James L. Welch		Director
/S/    MICHELLE A. RUSSELL         Michelle A. Russell		Director

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, each 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. 16 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Overland Park, State of Kansas, on the 22nd day of December, 2005.

 

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 16 to the Registration Statement has been signed by the following persons in the capacities indicated on the 22nd day of December, 2005.

 

Signature		Title
/S/     JAMES RITCHIE         James Ritchie		President, Chief Executive Officer and Director (principal executive officer)
/S/    ERIC FRIEDLANDER         Eric Friedlander		Senior Vice President – Finance and Administration, Chief Financial Officer and Director (principal financial officer and principal accounting officer)
/S/    JAMES MCMULLEN         James McMullen		Director

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, each 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. 16 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Overland Park, State of Kansas, on the 22nd day of December, 2005.

 

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 16 to the Registration Statement has been signed by the following persons in the capacities indicated on the 22nd day of December, 2005.

 

Signature		Title
/S/     JAMES RITCHIE         James Ritchie		President, Chief Executive Officer and Manager (principal executive officer)
/S/    ERIC FRIEDLANDER         Eric Friedlander		Senior Vice President – Finance and Administration, Chief Financial Officer and Manager (principal financial officer and principal accounting officer)
/S/    JAMES MCMULLEN         James McMullen		Manager

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, each 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. 16 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Overland Park, State of Kansas, on the 22nd day of December, 2005.

 

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 16 to the Registration Statement has been signed by the following persons in the capacities indicated on the 22nd day of December, 2005.

 

Signature		Title
/S/     JAMES RITCHIE         James Ritchie		President, Chief Executive Officer and Director (principal executive officer)
/S/    ERIC FRIEDLANDER         Eric Friedlander		Senior Vice President – Finance and Administration, Chief Financial Officer and Director (principal financial officer and principal accounting officer)
/S/    JAMES MCMULLEN         James McMullen		Director

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, each 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. 16 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Overland Park, State of Kansas, on the 22nd day of December, 2005.

 

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 16 to the Registration Statement has been signed by the following persons in the capacities indicated on the 22nd day of December, 2005.

 

Signature		Title
/S/     MICHAEL J. SMID         Michael J. Smid		President, Chief Executive Officer and Manager (principal executive officer)
/S/    BHADRESH A. SUTARIA         Bhadresh A. Sutaria		Vice President – Finance and Administration and Manager (principal financial officer and principal accounting officer)
/S/    ANDREAN HORTON         Andrean Horton		Manager

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, each 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. 16 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Overland Park, State of Kansas, on the 22nd day of December, 2005.

 

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 16 to the Registration Statement has been signed by the following persons in the capacities indicated on the 22nd day of December, 2005.

 

Signature		Title
/S/     MICHAEL J. SMID         Michael J. Smid		President, Chief Executive Officer and Director (principal executive officer)
/S/    BHADRESH A. SUTARIA         Bhadresh A. Sutaria		Vice President – Finance and Administration and Director (principal financial officer and principal accounting officer)
/S/    ANDREAN HORTON         Andrean Horton		Director

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Act of 1933, each 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. 16 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Overland Park, State of Kansas, on the 22nd day of December, 2005.

 

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 16 to the Registration Statement has been signed by the following persons in the capacities indicated on the 22nd day of December, 2005.

 

Signature		Title
/S/     JAMES D. STALEY         James D. Staley		President and Director (principal executive officer)
/S/    JOHN O’SULLIVAN         John O’Sullivan		Vice President – Finance and Director (principal financial officer and principal accounting officer)
/S/    GENEVIEVE A. SILVEROLI         Genevieve A. Silveroli		Director

 

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EXHIBIT INDEX

 

Exhibit   No.		Description
24.1		Powers of Attorney (included on the signature pages of the initial filing of this Registration Statement, Reg. No. 333-113021, and various amendments thereto and incorporated herein by reference).
24.2		Certified Resolutions regarding Powers of Attorney (incorporated herein by reference to Exhibit 24.2 to Post-Effective Amendment No. 1 to this Registration Statement on Form S-3, filed March 17, 2004, Reg. No. 333-113021).

 

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