Post-effective Amendment to Registration Statement (pos Am)
March 06 2019 - 3:55PM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission on March 6, 2019
|
Registration No. 333-125595
|
|
Registration No. 333-72606
|
|
Registration No. 333-71546
|
|
Registration No. 333-70996
|
|
Registration No. 333-42958
|
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1 (No. 333-125595)
POST-EFFECTIVE AMENDMENT NO. 1 (No. 333-72606)
POST-EFFECTIVE AMENDMENT NO. 1 (No. 333-71546)
POST-EFFECTIVE AMENDMENT NO. 1 (No. 333-70996)
POST-EFFECTIVE AMENDMENT NO. 1 (No. 333-42958)
To
FORM S-3
REGISTRATION STATEMENT UNDER THE SECURITIES
ACT OF 1933
VALLEY
NATIONAL BANCORP
(Exact name of registrant as specified in its charter)
New Jersey
(State or other jurisdiction of
incorporation or organization)
|
22-2477875
(I.R.S. Employer
Identification Number)
|
1455 Valley Road
Wayne, New Jersey 07470
(973) 305-8800
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Ronald H. Janis
General Counsel and Senior Executive
Vice President
Valley National Bancorp
1455 Valley Road
Wayne, New Jersey 07470
(973) 305-8800
(Name, address, including zip code, and telephone number, including area code, of agent for service)
With a copy to:
Michael T. Rave, Esq.
Day Pitney LLP
One Jefferson Road
Parsippany, New Jersey 07054
(973) 966-6300
Approximate date of commencement of proposed
sale to the public:
Not applicable. This post-effective amendment removes from registration those securities that remain unsold
pursuant to this 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, a smaller reporting company, or an emerging growth
company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,”
and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
R
|
Non-accelerated filer ☐
|
Accelerated filer ☐
|
Smaller reporting company ☐
|
|
Emerging growth company ☐
|
If an emerging growth company, indicate
by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐
EXPLANATORY NOTE
Valley National Bancorp
(the “Company”) is filing these post-effective amendments (these “Post-Effective Amendments”) to the following
Registration Statements on Form S-3 (“Registration Statements”), which have been previously filed with the Securities
and Exchange Commission (“SEC”), to deregister any and all securities registered but unsold or otherwise unissued under
each such registration statement as of the date hereof:
|
•
|
Registration Statement No. 333-125595, filed with the SEC on June
7, 2005, registering 2,910,267 shares of the Company’s Common Stock, no par value.
|
|
•
|
Registration Statement No. 333-72606, filed with the SEC on October
31, 2001, registering 1,000,000 shares of the Preferred Securities of VNB Capital Trust I, Junior Subordinated Debentures of the
Company and the Guarantee of the Company with respect to the Preferred Securities of VNB Capital Trust I.
|
|
•
|
Registration Statement No. 333-71546, filed with the SEC on October
12, 2001, as amended on October 22, 2001, registering 7,000,000 shares of the Preferred Securities of VNB Capital Trust I, Junior
Subordinated Debentures of the Company and the Guarantee of the Company with respect to the Preferred Securities of VNB Capital
Trust I.
|
|
•
|
Registration Statement No. 333-70996, filed with the SEC on October
5, 2001, registering 126,329 shares of the Company’s Common Stock, no par value.
|
|
•
|
Registration Statement No. 333-42958, filed with the SEC on August
3, 2000, registering 57,626 shares of the Company’s Common Stock, no par value.
|
The Company has
terminated all further offers and sales of the Company’s securities registered pursuant to the Registration Statements. By
filing these Post-Effective Amendments, the Company hereby terminates the effectiveness of the Registration Statements and removes
from registration any and all securities registered but unsold or otherwise unissued under the Registration Statements as of the
date hereof. This filing is made in accordance with an undertaking made by the Company in Part II of each of the Registration Statements
to remove from registration by means of a post-effective amendment any securities that had been registered for issuance but remain
unsold at the termination of the offering.
SIGNATURES
Pursuant to the requirements
of the Securities Act of 1933, as amended, and Rule 478 thereunder, the Company 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 these Post-Effective Amendments to be signed
on its behalf by the undersigned, thereunto duly authorized, in the Town of Wayne, State of New Jersey, on March 6, 2019.
|
VALLEY NATIONAL BANCORP
|
|
|
|
|
|
|
|
|
|
Date: March 6, 2019
|
By:
|
/s/ Ronald H. Janis
|
|
|
|
Ronald H. Janis
Senior Executive Vice President and
General Counsel
|
|
No
other person is required to sign these Post-Effective Amendments in reliance upon Rule 478 under the Securities Act of 1933, as
amended.
Valley National Bancorp (NASDAQ:VLYPP)
Historical Stock Chart
From Sep 2024 to Oct 2024
Valley National Bancorp (NASDAQ:VLYPP)
Historical Stock Chart
From Oct 2023 to Oct 2024