As
filed with the Securities and Exchange Commission on May 12, 2011
Registration No. 333-171716
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
STEWART INFORMATION SERVICES CORPORATION
(Exact Name of Registrant as Specified in its Charter)
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Delaware
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74-1677330 |
(State or other jurisdiction of
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(I.R.S. Employer Identification Number) |
incorporation or organization) |
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1980 Post Oak Blvd.
Houston, Texas 77056
(713) 625-8100
(Address, including zip code, and telephone number, including area code,
of Registrants principal executive offices)
J. Allen Berryman
Executive Vice President and Chief Financial Officer
1980 Post Oak Blvd.
Houston, Texas 77056
(713) 625-8100
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
Copy to:
David F. Taylor, Esq.
Locke Lord Bissell & Liddell LLP
600 Travis Street, Suite 2800
Houston, Texas 77002
(713) 226-1200
Approximate date of commencement of proposed sale to the public: From time to time after
the effective date of the 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. 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. (Check one):
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Large accelerated filer o
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Accelerated filer þ
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Non-accelerated filer o
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Smaller reporting company o |
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(Do not check if a smaller reporting company) |
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DEREGISTRATION OF SECURITIES
This Post-Effective Amendment No. 1 (this Post-Effective Amendment No. 1) relates to the
Registration Statement on Form S-3 (Registration No. 333-171716) that was filed with the Securities
and Exchange Commission on January 14, 2011 (the Registration Statement) by Stewart Information
Services Corporation (the Registrant). The Registration Statement registered 660,000 shares of
the Registrants common stock, par value $1.00 per share (the Common Stock), for resale by the
selling stockholder named therein.
In accordance with the Registrants undertaking contained in the Registration Statement
pursuant to Regulation S-K Item 512(a), the Registrant is filing this Post-Effective Amendment No.
1 to the Registration Statement to deregister all of the shares of Common Stock that remain unsold
under such Registration Statement as of the effective date of this Post-Effective Amendment No. 1.
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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 to be signed on its behalf by the undersigned, thereunto duly authorized, in the
City of Houston, State of Texas, on the 12th day of May, 2011.
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STEWART INFORMATION SERVICES CORPORATION
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By: |
/s/ J. Allen Berryman
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J. Allen Berryman, Executive Vice President |
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Chief Financial Officer, Secretary and Treasurer |
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Pursuant to the requirements of the Securities Act of 1933, this Post-Effective
Amendment No. 1 to Registration Statement has been signed by the following persons in the
capacities set forth below on May 12, 2011.
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Signature |
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Title |
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/s/ Malcolm S. Morris
Malcolm S. Morris
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Co-Chief Executive Officer and Chairman of the
Board of Directors (Co-Principal Executive
Officer) |
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/s/ Stewart Morris, Jr.
Stewart Morris, Jr.
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President, Co-Chief Executive Officer, President
and Director (Co-Principal Executive Officer) |
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/s/ J. Allen Berryman
J. Allen Berryman
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Executive Vice President, Chief Financial Officer,
Secretary and Treasurer (Principal Financial
Officer) |
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/s/ Brian K. Glaze
Brian K. Glaze
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Senior Vice President (Principal Accounting
Officer) |
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Director |
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Director |
Thomas G. Apel |
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Director |
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Director |
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Director |
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Director |
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Director |
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* By: |
/s/ J. Allen Berryman
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J. Allen Berryman |
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Attorney-in-Fact |
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