FORM POS AM
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As filed with the Securities and Exchange Commission on June 25, 2009
Registration No. 333-121993
 
 
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-3
REGISTRATION STATEMENT
Under The Securities Act Of 1933
DATATRAK International, Inc.
(Exact name of Registrant as Specified in its Charter)
Ohio
(State or Other Jurisdiction of Incorporation or Organization)
34-1685364
(I.R.S. Employer Identification No.)
6150 Parkland Boulevard
Mayfield Heights, Ohio 44124
(440) 443-0082

(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant’s Principal Executive Offices)
     
    Copy To:
Laurence P. Birch
Interim President and Interim Chief Executive Officer
DATATRAK International, Inc.
6150 Parkland Boulevard
Mayfield Heights, Ohio 44124
(440) 443-0082
  Arthur C. Hall, Esq.
Calfee, Halter & Griswold LLP
1400 KeyBank Center
800 Superior Avenue
Cleveland, Ohio 44114-2688
(216) 622-8200
(Name, Address, Including Zip Code, and Telephone Number, Including Area Code, of Agent For Service)
     Approximate date of commencement of proposed sale to the public: Not applicable.
     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 Instruction 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
     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 o  Non-accelerated filer o
(Do not check if a smaller reporting company)
Smaller reporting company þ
 
 

 


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SIGNATURES


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DEREGISTRATION OF SECURITIES
     This Post-Effective Amendment No. 1 (the “Post-Effective Amendment”) relates to the Registration Statement on Form S-3, Registration No. 333-121993, filed by DATATRAK International, Inc. (the “Registrant”) on January 12, 2005 and which was amended on March 11, 2005 (the “Registration Statement”).
     In accordance with the Registrant’s undertaking in Part II, Item 17(a)(3) of the Registration Statement, by means of this Post-Effective Amendment, the Registrant is deregistering all securities registered under the Registration Statement which remain unsold as of the date of this Post-Effective Amendment.

 


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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 on Form S-3 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form S-3 to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Cleveland, State of Ohio, on this 25th day of June, 2009.
         
  DATATRAK INTERNATIONAL, INC.
 
 
  By:   /s/ Laurence P. Birch    
    Laurence P. Birch   
    Interim President and Interim Chief Executive Officer   
 
     Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on Form S-3 has been signed below by the following persons in the capacities indicated on this 25th day of June, 2009.
     
Signature   Title
 
   
/s/ Laurence P. Birch
 
Laurence P. Birch
  Interim President and Interim Chief Executive Officer and Director (Principal Executive Officer) 
 
   
/s/ Raymond J. Merk
 
Raymond J. Merk
  Vice President of Finance, Chief Financial Officer and Treasurer
(Principal Financial and Accounting Officer) 
 
   
/s/ Timothy G. Biro
 
  Director 
Timothy G. Biro
   
 
   
/s/ Seth B. Harris
 
  Director 
Seth B. Harris
   
 
   
/s/ Jerome H. Kaiser
 
  Director 
Jerome H. Kaiser
   
 
   
/s/ Robert M. Stote
 
  Director 
Robert M. Stote