DLLR Dfc Global Corp (MM)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

P OST -E FFECTIVE A MENDMENT N O . 1

TO

FORM S-8

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

AMENDED AND RESTATED 2007 EQUITY INCENTIVE PLAN

(Full title of the plan)

Jeffrey A. Weiss

Chief Executive Officer

1436 Lancaster Avenue, Suite 300

Berwyn, Pennsylvania, 19312-1288

(Name and address of agent for service)

(610) 296-3400

(Telephone number, including area code, of agent for service)

Copies of communications to:

Barry M. Abelson, Esq.

Brian M. Katz, Esq.

Pepper Hamilton LLP

3000 Two Logan Square

Eighteenth and Arch Streets

Philadelphia, PA 19103

(215) 981-4000

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 (check one):

TERMINATION OF REGISTRATION

This Post-Effective Amendment No. 1 relates to the following Registration Statements of DFC Global Corp., a Delaware corporation (the “Company”), on Form S-8 (collectively, the “Registration Statements”):

1. Registration Statement No. 333-172294, registering 6,750,000 shares of Company common stock, par value $0.001 per share (“Common Stock”), under the Dollar Financial Corp. Amended and Restated 2007 Equity Incentive Plan (together with any prior version of the same under which Common Stock was registered, collectively, the “Plan”), as previously filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 15, 2011; and

2. Registration Statement No. 333-147495, registering 2,500,000 shares of Common Stock under the Plan, as previously filed with the SEC on November 19, 2007.

On June 13, 2014, pursuant to an Agreement and Plan of Merger, dated April 1, 2014, among LSF8 Sterling Merger Parent, LLC, a Delaware limited liability company (as successor in interest to LSF8 Sterling Parent, LLC, the “Parent”), LSF8 Sterling Merger Sub, LLC, a Delaware limited liability company (as successor in interest to LSF8 Sterling Merger Company, LLC, the “Purchaser”) and the Company, Purchaser merged with and into the Company, with the Company surviving as a wholly owned subsidiary of Parent (the “Merger”). The Certificate of Merger was filed with the Secretary of State of the State of Delaware and became effective at 9:15 a.m., Eastern Daylight Time, on June 13, 2014.

As a result of the Merger, the Company has terminated the Plan, and no additional Common Stock will be issued thereunder. In accordance with an undertaking made by the Company in the Registration Statements to remove from registration, by means of a post-effective amendment, any of the Securities which remain unsold at the termination of the Plan, the Company hereby removes from registration all of its Common Stock under the Registration Statements that remains unsold as of the effective time of the Merger.

This Post-Effective Amendment No. 1 to the Registration Statements is being filed solely for the purpose of deregistering any and all Common Stock previously registered under the Registration Statements that remain unsold.

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