As filed with the Securities and Exchange Commission on April 30, 2009

 

Registration Nos. 333-117202, 333-88562 and 333-53185

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

POST-EFFECTIVE AMENDMENT NO. 1 TO

FORM S-8 REGISTRATION STATEMENT NO. 333-117202

 

POST-EFFECTIVE AMENDMENT NO. 1 TO

FORM S-8 REGISTRATION STATEMENT NO. 333-88562

 

POST-EFFECTIVE AMENDMENT NO. 1 TO

FORM S-8 REGISTRATION STATEMENT NO. 333-53185

 

UNDER

THE SECURITIES ACT OF 1933

 

 

GOLDEN MINERALS COMPANY

(Exact name of Registrant as specified in its charter)

 

 

1700 Lincoln Street, Suite 3050
Denver, Colorado 80203
Telephone: (303) 839-5060

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

 

 

2004 Equity Incentive Plan

Apex Silver Mines Limited Employees’ Share Option Plan

Apex Silver Mines Limited Non-Employee Directors’ Share Option Plan

Apex Silver Mines Limited Non-Qualified Stock Option Agreement

(Full title of the plans)

 

 

Deborah J. Friedman
Senior Vice President, General Counsel and Corporate Secretary
Golden Minerals Company
1700 Lincoln Street, Suite 3050
Denver, Colorado 80203
Telephone: (303) 839-5060

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

 

 

Please send a copy of all communications to:

 

Brian Boonstra
Davis Graham & Stubbs LLP
1550 Seventeenth Street, Suite 500
Denver, Colorado 80202
Telephone: (303) 892-9400

 

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.

 

Large accelerated filer o		Accelerated filer x
Non-accelerated filer o (Do not check if a smaller reporting company)		Smaller reporting company o

 

 

 

On March 4, 2009, the Bankruptcy Court for the Southern District of New York approved the Joint Plan of Reorganization (the “Plan”) of Apex Silver Mines Limited (“ASML”) and its wholly-owned subsidiary, Apex Silver Mines Corporation.  On March 24, 2009, ASML emerged from Chapter 11 protection as a Delaware corporation named Golden Minerals Company.  In connection with the Plan and the restructuring contemplated thereunder, and pursuant to Item 512 of Regulation S-K, Golden Minerals Company, as successor to ASML for purposes of reporting under the U.S. federal securities laws, is filing these post-effective amendments (the “Post-Effective Amendments”) with the Securities and Exchange Commission to deregister all securities of ASML that had been registered on ASML’s Registration Statements on Form S-8 (File Nos. 333-117202, 333-88562 and 333-53185) (collectively, the “Registration Statements”) for issuance pursuant to any of the following plans: (i) 2004 Equity Incentive Plan, (ii) Apex Silver Mines Limited Employees’ Share Option Plan, (iii) Apex Silver Mines Limited Non-Employee Directors’ Share Option Plan and (v) Apex Silver Mines Limited Non-Qualified Stock Option Agreement, but that remain unsold upon the termination of the offer of securities covered by the Registration Statements.

 

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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 Form S-8 and has duly caused the Post-Effective Amendments to the Registration Statements to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Denver, State of Colorado, on April 3, 2009.

 

 

	Golden Minerals Company
	By:	/s/ Jeffrey G. Clevenger
	Name:	Jeffrey G. Clevenger
	Title:	President and Chief Executive Officer

 

 

Pursuant to the requirements of the Securities Act of 1933, the Post-Effective Amendments to the Registration Statements have been signed by the following persons in the capacities and on the dates indicated.

 

Signature		Title		Date
/s/ Jeffrey G. Clevenger		President and Chief Executive Officer,		April 3, 2009
Jeffrey G. Clevenger		Director (Principal Executive Officer)
/s/ W. Durand Eppler		Director		April 3, 2009
W. Durand Eppler
/s/ Ian Masterton-Hume		Director		April 3, 2009
Ian Masterton-Hume
/s/ Kevin R. Morano		Director		April 3, 2009
Kevin R. Morano
/s/ Terry M. Palmer		Director		April 3, 2009
Terry M. Palmer
/s/ David Watkins		Director		April 3, 2009
David Watkins
/s/ Robert P. Vogels		Senior Vice President, Finance and		April 3, 2009
Robert P. Vogels		Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

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