As filed with the Securities and Exchange Commission on December 30, 2003
Registration No. 333-32933
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
SOUTHERN ENERGY HOMES, INC.
(Exact name of Registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation or organization)
63-1083246
(I.R.S. employer identification number)
144 Corporate Way, Addison, Alabama 35540
(256)747-8589
(Address, including zip code, and telephone number, including area code, of
Registrant's principal executive offices)
Dan E. Batchelor
Executive Vice President, General Counsel and Secretary
144 Corporate Way, Addison, Alabama 35540
(256) 747-8589
(Name, address, including zip code, and telephone number, including
area code, of agent for service)
Copies to:
Carolyn L. Duncan.
Ritchie Duncan & Goodwin, LLC
312 North 23rd Street
Birmingham, Alabama 35203
(205) 251-1288
Approximate date of commencement of proposed sale to the public: From time to
time after this registration statement becomes effective. [ ]
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 being offered only in connection with dividend or
interest reinvestment plans, please 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 delivery of the prospectus is expected to be made pursuant to Rule 434,
please check the following box. [ ]
DEREGISTRATION OF SECURITIES
The purpose of this Post-Effective Amendment No. 1 to this Registration
Statement is to deregister all 347,070 shares of common stock, par value $.0001
per share, of Southern Energy Homes, Inc., a Delaware corporation, registered
pursuant to this Registration Statement.
This Registration Statement was filed with the Securities and Exchange
Commission on August 6, 1997, in accordance with registration rights contained
in an Agreement and Plan of Reorganization dated November 21, 1996, pursuant to
which the Company acquired BR Holding Corp. Under the Agreement, Southern Energy
Homes, Inc. has the right at any time more than 180 days following the effective
date to deregister any securities registered by this Registration Statement and
not yet sold. In addition, Southern Energy Homes, Inc. has fewer than 300
shareholders of record and is eligible, and has announced its intention, to
deregister all its shares of common stock. Southern Energy Homes, Inc. wishes to
terminate the offering of securities registered pursuant to this Registration
Statement. This Post-Effective Amendment No. 1 is being filed in accordance with
the undertaking set forth in Part II, Item 17(a)(3) of this Registration
Statement.
SIGNATURES
Pursuant to the requirements of the Securities Act, Southern Energy Homes, Inc.
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 be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Addison, Alabama, on the 30th day of December, 2003.
SOUTHERN ENERGY HOMES, INC.
By: /s/ Keith O. Holdbrooks
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Keith O. Holdbrooks
President and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this Amendment has
been signed below by the following persons in the capacities and on the date
indicated.
SIGNATURE TITLE DATE
/s/ Keith O. Holdbrooks Chief Executive Officer December 30, 2003
- -------------------------- President and Director
Keith O. Holdbrooks
/s/ James L. Stariha Chief Financial Officer, December 30, 2003
- -------------------------- Treasurer
James L. Stariha
/s/ Wendell L. Batchelor Chairman and Director December 30, 2003
- --------------------------
Wendell L. Batchelor
/s/ Louis C. Henderson Jr. Director December 30, 2003
- --------------------------
Louis C. Henderson, Jr.
/s/A.C. (Del) Marsh Director December 30, 2003
- --------------------------
A.C. (Del) Marsh