Form POSASR STORE CAPITAL Corp
As filed with the Securities and Exchange Commission on February 3, 2023
Registration No. 333-253628
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-3
REGISTRATION STATEMENT NO. 333-253628
UNDER
THE SECURITIES ACT OF 1933
STORE Capital Corporation
(Exact name of registrant as specified in its charter)
Maryland | 45-2280254 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
8377 East Hartford Drive, Suite 100, Scottsdale, AZ 85255
(480) 256-1100
(Address, including zip code, and telephone number, including area code, of registrants principal executive offices)
Chad A. Freed
8377 East Hartford Drive
Suite 100
Scottsdale, AZ 85255
(480) 256-1100
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies to:
Blair T. Thetford
Michael Hong
Skadden, Arps, Slate, Meagher & Flom LLP
One Manhattan West
New York, New York 10001
(212) 735-3000
Approximate date of commencement of proposed sale to the public: Not applicable.
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 the 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 | ☒ | Accelerated filer | ☐ | |||
Non-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
DEREGISTRATION OF UNSOLD SECURITIES
STORE Capital Corporation, a Maryland corporation (the Company), is filing this Post-Effective Amendment No. 1 (the Amendment) to the Registration Statement on Form S-3 (No. 333-253628) (the Registration Statement), previously filed with the Securities and Exchange Commission on February 26, 2021 to terminate all offerings and deregister any and all securities, registered but unsold or otherwise unissued as of the date hereof under the Registration Statement pertaining to the registration of an indeterminate amount and number of common stock, par value $0.01 per share, preferred stock, par value $0.01 per share, debt securities, depositary shares, purchase contracts, units, warrants, and or any combination of the foregoing (collectively, the securities), for issuance and sale by the Company of up to an indeterminate aggregate proposed offering price.
On February 3, 2023, the Companys securities were voluntarily delisted from the New York Stock Exchange. In connection with the delisting, the Companys equity securities have ceased to be publicly traded and the Company is terminating all offerings of its securities pursuant to its existing registration statements under the Securities Act of 1933, as amended, including the Registration Statement. In accordance with an undertaking made by the Company in Item 9 of the Registration Statement to remove from registration, by means of a post-effective amendment, any securities that remain unsold at the termination of the offering, the Company hereby removes and withdraws from registration all securities of the Company registered under the Registration Statement that remain unsold as of the date hereof, and terminates the effectiveness of the Registration Statement. After giving effect to the Amendment, there will be no remaining securities registered by the Company pursuant to the Registration Statement.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, 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 this Post-Effective Amendment No. 1 to the Registration Statement on Form S-3 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Scottsdale, State of Arizona, on February 3, 2023:
STORE Capital Corporation | ||||
By: | /s/ Chad. A Freed | |||
Name: Chad A. Freed | ||||
Title: Executive Vice PresidentGeneral Counsel |
No other person is required to sign this Post-Effective Amendment in reliance upon Rule 478 under the Securities Act of 1933.
Serious News for Serious Traders! Try StreetInsider.com Premium Free!
You May Also Be Interested In
- Benefits of Transmission Competition Remain Elusive
- Toll Brothers Announces New Luxury 55+ Community Coming Soon to West Windsor Township, New Jersey
- Nocturne Acquisition Corporation Announces Termination and Liquidation of Trust Account
Create E-mail Alert Related Categories
SEC FilingsSign up for StreetInsider Free!
Receive full access to all new and archived articles, unlimited portfolio tracking, e-mail alerts, custom newswires and RSS feeds - and more!