AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON APRIL 26, 1994
REGISTRATION NO. 33-52745
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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AMENDMENT NO. 1
TO
FORM S-2
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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HORRIGAN AMERICAN, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
Pennsylvania 23-2224614
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER IDENTIFICATION NUMBER)
INCORPORATION OR ORGANIZATION)
6 Commerce Drive, Shillington, Pennsylvania 19607-9704
610-775-5199
(ADDRESS AND TELEPHONE NUMBER OF PRINCIPAL EXECUTIVE OFFICES)
J. F. Horrigan, Jr., Chairman
Horrigan American, Inc.
P.O. Box 13428
Reading, Pennsylvania 19612-3428
610-775-5199
(NAME, ADDRESS AND TELEPHONE NUMBER OF AGENT FOR SERVICE)
Copy to:
Michael B. Jordan, Esq., Drinker Biddle & Reath
Philadelphia National Bank Building, 1345 Chestnut Street
Philadelphia, PA 19107
215-988-2700
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APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC: AS SOON AS
POSSIBLE AFTER THE EFFECTIVE DATE OF THIS REGISTRATION STATEMENT
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, check the following box. [X]
If the registrant elects to deliver its latest annual report to security
holders, or a complete and legible facsimile thereof, pursuant to Item
11(a)(1) of this form, check the following box. [ ]
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<PAGE>
PART II
INFORMATION NOT REQUIRED IN PROSPECTUS
ITEM 16. EXHIBITS.
The following exhibit is filed herewith.
Exhibit 4.19 Seventeenth Supplemental Indenture.
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<PAGE>
SIGNATURES
PURSUANT TO THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT OF 1933,
THE REGISTRANT HAS DULY CAUSED THIS REGISTRATION STATEMENT TO BE SIGNED ON ITS
BEHALF BY THE UNDERSIGNED, THEREUNTO DULY AUTHORIZED, IN THE CITY OF READING,
AND COMMONWEALTH OF PENNSYLVANIA ON THE 26TH DAY OF APRIL, 1994.
HORRIGAN AMERICAN, INC.
/s/ JOHN F. HORRIGAN, JR.
By:-----------------------------------
JOHN F. HORRIGAN, JR.
CHAIRMAN
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints John F. Horrigan, Jr., Arthur A. Haberberger,
Robert Ordway, and each of them, his or her true and lawful attorney-in-fact
and agent, with full power of substitution and resubstitution, for him or her
and in his or her name, place and stead, in any and all capacities (including
his or her capacity as a director and/or officer of Horrigan American, Inc.),
to sign any or all amendments (including post-effective amendments) to this
Registration Statement, and to file the same, with all exhibits thereto, and
other documents in connection therewith, with the Securities and Exchange
Commission, granting unto said attorney-in-fact and agent, full power and
authority to do and perform each and every act and thing requisite and
necessary to be done in and about the premises, as fully to all intents and
purposes as he or she might or could do in person, hereby ratifying and
confirming all that said attorney-in-fact and agent or his or her substitute
or substitutes, may lawfully do or cause to be done by virtue hereof.
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1933, THIS
REGISTRATION STATEMENT OR AMENDMENT THERETO HAS BEEN SIGNED BELOW BY THE
FOLLOWING PERSONS IN THE CAPACITIES AND ON THE DATES INDICATED.
SIGNATURES TITLE DATE
---------- ----- ----
/s/ JOHN F. HORRIGAN, JR. Chairman of the Board of April 26, 1994
- ----------------------------- Directors
JOHN F. HORRIGAN, JR.
/s/ ARTHUR A. HABERBERGER President (principal executive April 26, 1994
- ----------------------------- officer) and Director
ARTHUR A. HABERBERGER
/s/ ROBERT ORDWAY Senior Vice President April 26, 1994
- ----------------------------- (principal financial and
ROBERT ORDWAY accounting officer)
/s/ RICHARD W. HORRIGAN Director April 26, 1994
- -----------------------------
RICHARD W. HORRIGAN
/s/ W. MICHAEL HORRIGAN Director April 26, 1994
- -----------------------------
W. MICHAEL HORRIGAN
/s/ S. D. KLINE, JR. Director April 26, 1994
- -----------------------------
S. D. KLINE, JR.
/s/ JOHN A. MULLINEAUX Director April 26, 1994
- -----------------------------
JOHN A. MULLINEAUX
/s/ ELIZABETH HORRIGAN RATHZ Director April 26, 1994
- -----------------------------
ELIZABETH HORRIGAN RATHZ
/s/ RICHARD W. HORRIGAN, JR. Director April 26, 1994
- -----------------------------
RICHARD W. HORRIGAN, JR.
/s/ ALTHEA L. A. SKEELS Director April 26, 1994
- -----------------------------
ALTHEA L. A. SKEELS
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<PAGE>
EXHIBIT 4.19
SEVENTEENTH SUPPLEMENTAL INDENTURE,
DATED AS OF APRIL 25, 1994,
TO INDENTURE DATED
JULY 21, 1977, BETWEEN
HORRIGAN AMERICAN, INC.
AND
FIRST EASTERN BANK, NATIONAL ASSOCIATION
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<PAGE>
SEVENTEENTH SUPPLEMENTAL INDENTURE,
DATED AS OF APRIL 25, 1994,
TO INDENTURE DATED
JULY 21, 1977, BETWEEN
HORRIGAN AMERICAN, INC.
AND
FIRST EASTERN BANK, NATIONAL ASSOCIATION
HORRIGAN AMERICAN, INC., a Pennsylvania corporation (hereinafter called
the "Company"), and FIRST EASTERN BANK, NATIONAL ASSOCIATION, successor
trustee to Mellon Bank, N.A. under the Indenture hereinafter mentioned
(hereinafter called the "Trustee"), are parties to an Indenture dated as of
July 21, 1977, as amended by a First Supplemental Indenture dated as of May 1,
1981, by a Second Supplemental Indenture dated as of May 1, 1982, by a Third
Supplemental Indenture dated as of December 1, 1982, by a Fourth Supplemental
Indenture dated as of May 1, 1983, by a Fifth Supplemental Indenture dated as
of April 1, 1984, by a Sixth Supplemental Indenture dated as of April 1, 1985,
by a Seventh Supplemental Indenture dated as of April 1, 1986, by an Eighth
Supplemental Indenture dated as of April 1, 1987, by a Ninth Supplemental
Indenture dated as of April 1, 1988, by a Tenth Supplemental Indenture dated
as of April 1, 1989, by an Eleventh Supplemental Indenture dated as of April
1, 1990, by a Twelfth Supplemental Indenture dated as of April 1, 1991, by a
Thirteenth Supplemental Indenture dated as of September 1, 1991, by a
Fourteenth Supplemental Indenture dated as of April 1, 1992, by a Fifteenth
Supplemental Indenture dated as of April 1, 1993, and by a Sixteenth
Supplemental Indenture dated as of April 1, 1994 (such Indenture, as so
amended, being herein called the "Indenture"), relating to securities of the
Company known as Subordinated Investment Certificates. The Company is
successor under the Indenture to Horrigan Companies, Inc., a Pennsylvania
corporation, the original obligor under the Indenture and the issuer of
certain Subordinated Investment Certificates heretofore issued under the
Indenture.
The Company and the Trustee agree as follows, intending to be legally
bound:
Authorized Denominations of Passbook Certificates. The second
paragraph of Section 20.02 of the Indenture (as added by Section 3 of the
Seventh Supplemental Indenture dated as of April 1, 1986) is amended to
read as follows:
"Passbook Certificates shall be issued in such denominations as the
Company shall establish from time to time. The Company may also establish
from time to time an aggregate maximum amount of Passbook Certificates
that may be held by any one holder."
IN WITNESS WHEREOF, the parties hereto have caused this Supplemental
Indenture to be duly executed as of the date and year first above written.
HORRIGAN AMERICAN, INC.
Attest:
/s/ JOANNE HABERBERGER By /s/ JOHN F. HORRIGAN, JR.
- ------------------------------------ -----------------------------------
JOANNE HABERBERGER, JOHN F. HORRIGAN, JR.
SECRETARY CHAIRMAN
FIRST EASTERN BANK, NATIONAL ASSOCIATION,
as Trustee
By /s/ LILLIAN COHEN
-------------------------------------------------
LILLIAN COHEN,
AUTHORIZED OFFICER
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