File No.333-00046
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 13, 1998
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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
PENN-AMERICA GROUP, INC.
(Exact name of registrant as specified in its charter)
Pennsylvania 23-2180139
State or other jurisdiction of incorporation or I.R.S. Employer I.D. No.
organization
420 S. York Road
Hatboro, Pennsylvania 19040
(215) 443-3656
(Address & phone number of principal executive offices)
Jon S. Saltzman
President
Penn-America Group, Inc.
420 S. York Road
Hatboro, Pennsylvania, 19040
(Name and address of agent for service)
(215) 443-3600
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(Telephone number, including area code, of agent for service)
Copy to:
Michael B. Pollack, Esquire
Reed Smith Shaw & McClay
2500 One Liberty Place
Philadelphia, PA 19103
(215) 851-8100
Approximate date of commencement of proposed sale to the public: From
time to time after the effective date of 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. [X]
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 thereafter becomes 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 said Section 8(a),
may determine.
<PAGE>
Deregistration of Shares
The Registrant, hereby deregisters the remaining 30,853 shares of
common stock (the original registered shares were 75,000 which reflects a 3 for
2 stock split of the Registrant's common stock in February, 1997) which had been
previously been registered on Form S-3, registration number 333-00046 for the
Agency Performance Award & Profit Sharing Plan and which shares have not been
issued pursuant to such Plan.
2
<PAGE>
SIGNATURES AND POWERS OF ATTORNEY
Pursuant to the requirements of the Securities Act of 1933, as amended,
the Registrant 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
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in Hatboro, Pennsylvania, on February 13, 1998.
PENN-AMERICA GROUP, INC.
By:/s/ Jon S. Saltzman
Jon S. Saltzman, President
Pursuant to the requirements of the Securities Act of 1933, as amended,
this Registration Statement has been signed below by the following persons in
the capacities and on the dates indicated.
<TABLE>
<CAPTION>
Signatures Title Date
<S> <C> <C>
/s/ Jon S. Saltzman Principal Executive Officer and February 13, 1998
Jon S. Saltzman Director
/s/ Robert A. Lear Director February 13, 1998
Robert A. Lear
/s/ Irvin Saltzman Director February 13, 1998
Irvin Saltzman
/s/ James E. Heerin, Jr. Director February 13, 1998
James E. Heerin, Jr.
/s/ Charles Ellman Director February 13, 1998
Charles Ellman
/s/ M. Moshe Porat Director February 13, 1998
M. Moshe Porat
/s/ Paul Simon Director February 13, 1998
Paul Simon
/s/ Thomas M. Spiro Director February 13, 1998
Thomas M. Spiro
/s/ Jami Saltzman-Levy Director February 13, 1998
Jami Saltzman-Levy
/s/ Rosemary Ferrero Principal Finance and February 13, 1998
Rosemary Ferrero Accounting Officer and Secretary
</TABLE>
