Registration Statement No. 333-254313
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-3/A
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
PRE-EFFECTIVE AMENDMENT No. 1
RIVERSOURCE LIFE INSURANCE COMPANY
(Exact name of registrant as specified in charter)
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Minnesota | | 41-0823832 |
(State or other jurisdiction of incorporation or organization) | | (I.R.S. Employer Identification No.) |
70100 Ameriprise Financial Center
Minneapolis, MN 55474
(800) 862-7919
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Nicole D. Wood
RiverSource Life Insurance Company
50605 Ameriprise Financial Center
Minneapolis, Minnesota 55474
(612) 678-5337
(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: as soon as practicable 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. ☐
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 12b2 of the Exchange Act.
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Large accelerated filer | | ☐ | | Accelerated filer | | ☐ |
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Non-accelerated filer | | ☒ (Do not check if a smaller reporting company) | | Smaller reporting company | | ☐ |
CALCULATION OF REGISTRATION FEE
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Title of each class of securities to be registered | | Amount to be registered | | Proposed maximum offering price per unit* | | Proposed maximum aggregate offering price | | Amount of registration fee** |
Individual Limited Flexible Purchase Payments Deferred Indexed Linked Annuity Contract | | 5,000,000,000 | | Not applicable | | $5,000,000,000 | | $545,500 |
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* | The proposed aggregate offering price is estimated solely for determining the registration fee. The amount being registered and the proposed maximum offering price per unit are not applicable since these securities are not issued in predetermined amounts or units. |
** | Pursuant to Rule 415(a)(6) under the Securities Act of 1933, Registrant is carrying forward to this Registration Statement 475,000,000 shares ($475,000,000 in aggregate offering price) of unsold securities that Registrant previously registered on its Registration Statements on Form S-3 File Nos. 333-232973 filed on August 2, 2019 (for which a registration fee of $60,600 was paid) and 333-238470 filed on May 18, 2020 (for which a registration fee of $259,600 was paid). A payment of $545,500 for the additional $5,000,000,000 of securities has been wired to the Commission’s account. |
Pursuant to Rule 429 under the Securities Act of 1933, the prospectus dated April 30, 2021 contained herein also relates to and constitutes a post-effective amendment to Registration Statements No. 333-238470 and No. 333-232973.
The Registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this registration statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the registration statement shall become effective on such date as the Commission, acting pursuant to Section 8(a), may determine.