As filed with the Securities and Exchange Commission on October 23, 2007
Registration No. 333-143189
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST EFFECTIVE AMENDMENT No. 1 to
FORM S-4
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
COLUMBIA BANKING SYSTEM, INC.
(Exact name of registrant as specified in its charter)
| WASHINGTON | 6712 | 91-1422237 | ||
| (State or other jurisdiction of incorporation or organization) | (Primary standard industrial classification code number) | (I.R.S. employer identification no.) |
1301 A Street, Tacoma, Washington 98402 (253) 305-1900
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
MELANIE J. DRESSEL
President and Chief Executive Officer
1301 A. Street
Tacoma, Washington 98402
(253) 305-1900
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies of communications to:
STEPHEN M. KLEIN, ESQ.
Graham & Dunn P.C.
Pier 70, 2801 Alaskan Way, Suite 300
Seattle, Washington 98121
DEREGISTRATION OF UNISSUED SECURITIES
The Registration Statement of Columbia Banking System, Inc. (“CBSI”) on Form S-4 declared effective on June 13, 2007, Commission File No. 333-143189 (the “Registration Statement”), provided for the issuance of up to 800,000 shares of CBSI’s common stock.
These securities were registered for issuance in accordance with the Plan and Agreement of Merger to acquire Town Center Bancorp dated March 28, 2007, (the “Agreement”) described in the Registration Statement. Pursuant to the exchange formula in the Agreement, 704,727 shares of CBSI’s common stock were exchanged, leaving 95,273 shares registered but unissued. No further securities are to be exchanged pursuant to the Agreement. Accordingly, CBSI hereby deregisters 95,273 shares not exchanged pursuant to the Agreement.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Tacoma, State of Washington, on October 22, 2007.
| COLUMBIA BANKING SYSTEM, INC. | ||
| (Issuer) | ||
| By: | /s/ Melanie J. Dressel | |
| Melanie J. Dressel | ||
| President and Chief Executive Officer | ||
Pursuant to the requirements of the Securities Act of 1933, this amendment to the registration statement has been signed by the following persons in the capacities indicated on this 22nd day of October 2007.
| Signature |
Title | |
| Principal Executive Officer |
||
| /s/ Melanie J. Dressel Melanie J. Dressel |
President and Chief Executive Officer, Director | |
| Principal Financial Officer |
||
| /s/ Gary R. Schminkey Gary R. Schminkey |
Executive Vice President and Chief Financial Officer (Principal Accounting Officer) | |
*A Majority of the Board of Directors
William T. Weyerhaeuser
John P. Folsom
Frederick M. Goldberg
Thomas M. Hulbert
Thomas L. Matson
Daniel C. Regis
Donald Rodman
James M. Will
| *By: | /s/ Melanie J. Dressel | |
| Melanie J. Dressel | ||
| (Attorney-in-Fact and Designated Agent for Service) |