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AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MARCH 30, 2000
REGISTRATION NO. 333-65617
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 1
ON FORM S-11
TO
REGISTRATION STATEMENT ON FORM S-3
UNDER THE SECURITIES ACT OF 1933
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PRIME RETAIL, INC.
(Exact name of registrant as specified in its charter)
100 East Pratt Street
Nineteenth Floor
Baltimore, Maryland 21202
(410) 234-0782
(Address, including zip code, and telephone
number, including area code, of registrant's principal
executive offices)
C. Alan Schroeder
Executive Vice President, General Counsel and Secretary
100 East Pratt Street
Nineteenth Floor
Baltimore, Maryland 21202
(410) 234-0782
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
Copy to:
Wayne D. Boberg
Steven J. Gavin
Winston & Strawn
35 West Wacker Drive
Chicago, Illinois 60601
(312) 558-5600
APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC: NOT APPLICABLE
If this Form is filed to register additional securities for an offering
pursuant to Rule 462(b) 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 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 post-effective amendment filed pursuant to Rule
462(d) 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. |_|
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DEREGISTRATION OF SHARES OF PREFERRED STOCK AND COMMON STOCK
By this Post-Effective Amendment No. 1 on Form S-11 to the
Registration Statement on Form S-3 (File No. 333-65617) (the "Registration
Statement"), Prime Retail, Inc. hereby deregisters 4,363,636 shares of Series
C Cumulative Convertible Redeemable Preferred Stock, $.01 per share, covered
by the Registration Statement and any and all of the 12,869,108 shares of
Common Stock, par value $.01 per share, of Prime Retail, Inc. originally
covered by the Registration Statement that remain covered by the Registration
Statement on the date hereof. Prime Retail, Inc. is deregistering the shares
because it is no longer eligible for the use of Form S-3.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as
amended, Prime Retail, Inc. has duly caused this Post-Effective Amendment No.
1 to Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Baltimore, the State of Maryland,
on March 30, 2000.
PRIME RETAIL, INC.
By: /s/ C. ALAN SCHROEDER
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Name: C. Alan Schroeder
Title: Executive Vice President -
General Counsel and Secretary
Pursuant to the requirements of the Securities Act of 1933, as
amended, this Post-Effective Amendment No. 1 to Registration Statement has
been signed by the following persons in the capacities and on the date
indicated.
SIGNATURE TITLE DATE
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* Chairman of the Board March 30, 2000
- ------------------------- of Directors
Michael W. Reschke
* President and Chief Executive March 30, 2000
- ------------------------- Officer and Director
Glenn D. Reschke
* Director March 30, 2000
- -------------------------
William H. Carpenter, Jr.
* Director March 30, 2000
- -------------------------
Kenneth A. Randall
* Director March 30, 2000
- -------------------------
James R. Thompson
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* Director March 30, 2000
- -------------------------
Marvin S. Traub
* Director March 30, 2000
- -------------------------
Sharon Sharp
* Director March 30, 2000
- -------------------------
Norman Perlmutter
* Director March 30, 2000
- -------------------------
Robert D. Perlmutter
* Director March 30, 2000
- -------------------------
William P. Dickey
* By: /s/ C. ALAN SCHROEDER
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C. Alan Schroeder
Attorney-in-Fact
