Unassociated Document
As filed with the Securities and Exchange Commission on August 6, 2009
Registration No. 333-132383        


 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_______________________________
 
POST EFFECTIVE AMENDMENT NO. 1 TO
FORM F-6
REGISTRATION STATEMENT UNDER
THE SECURITIES ACT OF 1933 FOR DEPOSITARY SHARES
EVIDENCED BY AMERICAN DEPOSITARY RECEIPTS
_______________________________
 
HIMAX TECHNOLOGIES, INC.
(Exact name of issuer of deposited securities as specified in its charter)
Not Applicable
(Translation of issuer’s name into English)
Cayman Islands
(Jurisdiction of incorporation or organization of issuer)
 
DEUTSCHE BANK TRUST COMPANY AMERICAS
(Exact name of depositary as specified in its charter)
60 Wall Street
New York, New York 10005
(212) 250-8500
(Address, including zip code, and telephone number, including area code of depositary’s principal executive offices)
Puglisi & Associates
850 Library Avenue, Suite 204
Newark, Delaware 19711
(302) 738-6680
(Address, including zip code, and telephone number, including area code, of agent for service)
Copy to:
DEUTSCHE BANK TRUST COMPANY AMERICAS
60 Wall Street
New York, New York  10005

It is proposed that this filing become effective under Rule 466
 
o
immediately upon filing   
 
x
on August 10, 2009 at 8:30 am (EST time)
 
If a separate registration statement has been filed to register the deposited shares, check the following box. o  
 
CALCULATION OF REGISTRATION FEE
 
 
Title of Each Class of
Securities to be Registered
Amount
to be Registered
Proposed Maximum
Aggregate Price
Per Unit(1)
Proposed
Maximum Aggregate
Offering Price(2)
Amount of
Registration
Fee
American Depositary Shares evidenced by American Depositary Receipts, each American Depositary Share evidencing two Ordinary Shares of Himax Technologies, Inc.
N/A
N/A
N/A
N/A
 (1)
Each unit represents 100 American Depositary Shares.
 
 (2)
Estimated solely for the purpose of determining the registration fee. Pursuant to Rule 457(k), such estimate is computed on the basis of the maximum aggregate fees or charges to be imposed in connection with the issuance of American Depositary Receipts evidencing American Depositary Shares.
 

 
This Registration Statement may be executed in any number of counterparts, each of which shall be deemed an original, and all of such counterparts together shall constitute one and the same instrument.
 

 
The Prospectus consists of the proposed form of American Depositary Receipt included as Exhibit A to the Amendment No. 1 to Deposit Agreement filed as Exhibit (a)(2)  to this Registration Statement, which is incorporated herein by reference.
 
PART I
 
INFORMATION REQUIRED IN PROSPECTUS
 
Item 1.
Description of Securities to be Registered.
 
CROSS REFERENCE SHEET
 
       
Item Number and Caption
 
Location in Form of
American Depositary Receipt
Filed Herewith as Prospectus
     
(1) Name and address of Depositary
 
Face of Receipt – Introductory paragraph
     
(2) Title of American Depositary Receipts and identity of deposited securities
 
Face of Receipt – Top center
       
 
Terms of Deposit:
   
       
 
(i) Amount of deposited securities represented by one unit of American Depositary Shares
 
Face of Receipt – Upper right corner
       
 
(ii) Procedure for voting, if any, the deposited securities
 
Reverse of Receipt – Paragraphs 14 and 15
       
 
(iii) Collection and distribution of dividends
 
Reverse of Receipt – Paragraphs 13 and 14
       
 
(iv) Procedures for transmission of notices, reports and proxy soliciting material
 
Face of Receipt – Paragraph 12
Reverse of Receipt – Paragraphs 14 and 15
       
 
(v) Sale or exercise of rights
 
Reverse of Receipt – Paragraphs 13 and 14
       
 
(vi) Deposit or sale of securities resulting from dividends, splits or plans of reorganization
 
Face of Receipt – Paragraph 3
Reverse of Receipt – Paragraphs 13 and 16
       
 
(vii) Amendment, extension or termination of the Deposit Agreement
 
Reverse of Receipt – Paragraphs 19, 20 and 21
(no provision for extension)
       
 
(viii) Rights of holders of ADRs to inspect the transfer books of the Depositary and the list of Holders of receipts
 
Face of Receipt – Paragraph 12
       
 
(ix) Restrictions upon the right to deposit or withdraw the underlying securities
 
Face of Receipt – Paragraphs 2, 4, 6, 7, 8 and 9
       
 
(x) Limitation upon the liability of the Depositary
 
Reverse of Receipt – Paragraphs 17 and 18
     
(3) Fees and Charges
 
Face of Receipt – Paragraph 9
 
Item 2.
Available Information.
 
     
Item Number and Caption
  
Location in Form of
American Depositary Receipt
Filed Herewith as Prospectus
     
(b) Public reports furnished by issuer
  
Face of Receipt – Paragraph 12
 

 
PART II
 
INFORMATION NOT REQUIRED IN PROSPECTUS
 
Item 3.
Exhibits.
 
(a)(1) Form of Deposit Agreement among Himax Technologies, Inc. (the “Company”), Deutsche Bank Trust Company Americas, as depositary (the “Depositary”), and all holders from time to time of ADRs issued thereunder (the “Deposit Agreement”).   Previously filed as Exhibit (a) to Registration Statement 333-132383 and incorporated herein by reference.

(a)(2) Form of Amendment to Deposit Agreement, including the Form of American Depositary Receipt, is filed herewith as Exhibit (a)(2).
 
 (e) Certification under Rule 466 – Filed herewith as Exhibit (e)
 
Item 4.
Undertakings.
 
(a) The Depositary hereby undertakes to make available at the principal office of the Depositary in the United States, for inspection by holders of the American Depositary Receipts, any reports and communications received from the issuer of the deposited securities which are both (1) received by the Depositary as the holder of the deposited securities, and (2) made generally available to the holders of the underlying securities by the issuer.
 
(b) If the amounts of fees charged are not disclosed in the prospectus, the Depositary undertakes to prepare a separate document stating the amount of any fee charged and describing the service for which it is charged and to deliver promptly a copy of such fee schedule without charge to anyone upon request. The Depositary undertakes to notify each registered holder of an American Depositary Receipt thirty days before any change in the fee schedule.
 

 
SIGNATURES
 
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that all of the requirements for filing on Form F-6 are met and has duly caused this Post-Effective Amendment to Registration Statement on Form F-6 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of New York, New York on the 6th day of August, 2009 .
 
 
Legal entity created by the agreement for the issuance of American Depositary Receipts evidencing American Depositary Shares for ordinary shares of Himax Technologies, Inc.
 
       
  By:
DEUTSCHE BANK TRUST COMPANY
AMERICAS, Depositary
       
       
  By: /s/ James Kelly  
  Name:
James Kelly
 
  Title:
Vice President
 
       
       
 
By:
/s/ Michael Fitzpatrick  
  Name: Michael Fitzpatrick  
  Title: Vice President  
       
 

 
SIGNATURES
 
Pursuant to the requirements of the Securities Act of 1933, Himax Technologies, Inc. certifies that it has reasonable grounds to believe that all of the requirements for filing on Form F-6 are met and has duly caused this Post-Effective Amendment to Registration Statement on Form F-6 to be signed on its behalf by the undersigned, thereunto duly authorized, in Tainan, Taiwan, Republic of China on the 6th day of August 6, 2009 .
 
 
HIMAX TECHNOLOGIES, INC.
 
       
       
 
By:
/s/ Jordan Wu  
 
Name: 
Jordan Wu
 
 
Title: 
President and Chief Executive Officer
 
 
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.
 
 
Signature    Title       Date 
         
         
/s/ Jordan Wu      
President, Chief Executive and Director
 
August 6, 2009 
Jordan Wu     
(principal executive officer) 
   
         
         
 
Chief Financial Officer
  August 6, 2009  
Max Chan     (principal accounting officer)     
         
         
 
Chief Technology Officer and Director 
  August 6, 2009  
Chih-Chung Tsai            
         
         
 
Chairman of the Board of Directors 
  August 6, 2009  
Dr. Biing-Seng Wu           
         
         
  Director     August 6, 2009  
Jung-Chun Lin           
         
         
  Director     August 6, 2009  
Dr. Chun-Yen Chang            
         
         
  Director     August 6, 2009  
Yuan-Chuan Horng         
         
           
*By:   /s/ Jordan Wu                            
Jordan Wu         
Power of Attorney           
           
 

 
SIGNATURE OF AUTHORIZED REPRESENTATIVE OF THE REGISTRANT
 
Pursuant to the Securities Act, the undersigned, the duly authorized representative in the United States of the Registrant, has signed this Registration Statement or amendment thereto in Newark, Delaware, on August 6, 2009 .
 
 
PUGLISI & ASSOCIATES
 
       
       
By:
/s/ Donald Puglisi  
 
 
Donald Puglisi
 
   
Managing Director
 
 

 
EXHIBIT INDEX
 
     
Exhibit
  
Description
     
(a)(2)
  
Form of Amendment to Deposit Agreement , including the Form of American Depositary Receipt.
   
(e)
 
Rule 466 Certification