As filed with the Securities and Exchange Commission on March 2, 2017
Registration No. 333-209885
Registration No. 333-187852
Registration No. 333-166800
Registration No. 333-150707
Registration No. 333-132227
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE
AMENDMENT NO. 1
TO
Form S-3 Registration Statement No. 333-209885
Form S-3 Registration Statement No. 333-187852
Form S-3 Registration Statement No. 333-166800
Form S-3 Registration Statement No. 333-150707
Form S-3 Registration Statement No. 333-132227
REGISTRATION STATEMENT
UNDER
THE
SECURITIES ACT OF 1933
Equity One, Inc.
(Exact
name of registrant as specified in its charter)
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Maryland
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52-1794271
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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c/o Regency Centers Corporation
One Independent Drive, Suite 114
Jacksonville, Florida 32202
(Address, including zip code, and telephone number, including area code, of Registrants principal executive offices)
Barbara C. Johnston, Esq.
Senior Vice President, General Counsel
One Independent Drive, Suite 114
Jacksonville, Florida 32202
(904) 598-7000
(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. Removal
from registration of securities that were not sold pursuant to the above referenced registration statement.
If the only securities
being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box: ☐
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: ☐
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. ☐
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. ☐
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. ☒
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. ☐
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:
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Large accelerated filer ☒
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Accelerated filer ☐
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Non-accelerated filer ☐
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Smaller reporting company ☐
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EXPLANATORY NOTE
DEREGISTRATION OF SECURITIES
This Post-Effective Amendment, filed by Equity One, Inc., a Maryland corporation (the Company), relates to the following
registration statements filed by the Company with the Securities and Exchange Commission (the SEC) (collectively, the Registration Statements):
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Registration Statement on Form S-3 filed on March 2, 2016 (Registration Statement No. 333-209885) relating to the registration of an indeterminate amount of shares of the Companys common stock, par value $0.01 per
share (the Common Stock), shares of the Companys preferred stock, par value $0.01 per share (the Preferred Stock), depositary shares each of which represents a fractional interest of a share of a particular class or
series of the Preferred Stock (the Depositary Shares), debt securities issued under the indenture dated as of September 9, 1998 between the Company and U.S. Bank National Association, as successor to SunTrust Bank, as trustee (the
Debt Securities), guarantees, if any, of the Debt Securities by the Co-Registrants or one or more of the future subsidiaries of the Company (the Guarantees), and warrants to purchase Depositary Shares, Debt Securities, Common
Stock or Preferred Stock or any combination of those securities (the Warrants), with an indeterminate aggregate initial offering price;
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Registration Statement on Form S-3 filed on April 10, 2013 (Registration Statement No. 333-187852) relating to the registration of an indeterminate amount of Common Stock, Preferred Stock, Depositary Shares, Debt
Securities, Guarantees and Warrants, with an indeterminate aggregate initial offering price;
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Registration Statement on Form S-3 filed on May 13, 2010 (Registration Statement No. 333-166800) relating to the registration of an indeterminate amount of Common Stock, Preferred Stock, Depositary Shares, Debt
Securities, Guarantees and Warrants, with an indeterminate aggregate initial offering price;
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Registration Statement on Form S-3 filed on May 7, 2008 (Registration Statement No. 333-150707) relating to the registration of an indeterminate amount of Common Stock, Preferred Stock, Depositary Shares, Debt
Securities, Guarantees and Warrants, with an indeterminate aggregate initial offering price;
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Registration Statement on Form S-3 filed on March 6, 2006 (Registration Statement No. 333-132227) relating to the registration of Common Stock, Preferred Stock, Depositary Shares, Debt Securities, Guarantees and
Warrants, with an indeterminate aggregate initial offering price, as amended by Post-Effective Amendment No. 1 on Form S-11, filed on May 16, 2007.
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On March 1, 2017, pursuant to the Agreement and Plan of Merger, dated as of November 14, 2016, by and between the Company and
Regency Centers Corporation (Regency), the Company merged with and into Regency with Regency surviving the merger (the Merger).
As a result of the Merger, the offerings of the Companys securities pursuant to each of the above-referenced Registration Statements
have been terminated. In accordance with the undertakings made by the Company in the each of the Registration Statements to remove from registration, by means of a post-effective amendment, any of the securities registered under each of the
Registration Statements that remain unissued at the termination of the offerings, the Company hereby removes from registration the securities registered but unissued under such Registration Statements. Each of the Registration Statements are hereby
amended, as appropriate, to reflect the deregistration of such securities.
SIGNATURE
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets
all the requirements for filing this Post-Effective Amendment No. 1 to the Registration Statements on Form S-3 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statements to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Jacksonville, State of Florida, on March 2, 2017.
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Regency Centers Corporation,
as successor by merger to Equity One, Inc.
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By:
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/s/ J. Christian Leavitt
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Name:
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J. Christian Leavitt
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Title:
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Senior Vice President and Treasurer (Principal Accounting Officer)
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No other person is required to sign this Post-Effective Amendment No. 1 to the Registration Statements in reliance upon
Rule 478 under the Securities Act of 1933, as amended.
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