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Registration No. 333-57935
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
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Post Effective Amendment No. 1
TO
FORM S-4
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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THE COLONIAL BANCGROUP, INC.
(Exact name of Registrant as specified in its charter)
Delaware 6711 63-0661573
(State of Incorporation) (Primary Standard Industrial (I.R.S. Employer
Classification Code Number) Identification No.)
One Commerce Street, Suite 800 (334) 240-5000
Montgomery, Alabama 36104 (Telephone No.)
(Address of principal executive offices)
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William A. McCrary
Secretary
Post Office Box 1108
Montgomery, Alabama 36101
(Name and address of agent for service)
Copies to:
Willard H. Henson
Miller, Hamilton, Snider & Odom
One Commerce Street, Suite 305
Montgomery, Alabama 36104
Approximate date of commencement of proposed sale to the public: As soon
as practicable after the effective date of this Registration Statement.
If the securities being registered on this Form are being offered in
connection with the formation of a holding company and there is compliance with
General Instruction G, check the following box. [ ]
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The Colonial BancGroup, Inc. ("BancGroup") registered 4,066,656 shares
of its Common Stock on Form S-4, registration no. 333-57935, pursuant to the
acquisition of First Macon Bank & Trust Company ("First Macon"), a Georgia state
bank. Such registration was declared effective on July 21,1998. After the
Agreement and Plan of Merger between First Macon and BancGroup, dated as of May
14, 1998 (the "Merger Agreement") was executed, and after the registration of
the shares to be issued in the merger was effective, BancGroup issued a 2 for 1
stock split, effected in the form of a 100% stock dividend (the "Stock Split").
The Merger Agreement provided that any such stock split would result in a
proportionate increase of BancGroup shares to be issued pursuant to the merger.
Pursuant to SEC Rule 416(b), the registration statement is deemed to cover the
additional shares resulting from the Stock Split. Accordingly, the Form S-4,
registration no. 333-57935, is deemed to register a total of 8,133,312 shares of
BancGroup common stock.
A total of 4,643,025 shares were issued in the merger on October 1,
1998. Pursuant to the undertaking given by BancGroup in such registration
statement in accordance with Regulation S-K, item 512(a)(3), BancGroup hereby
removes 3,490,287 shares from registration, which represents the number of
shares registered less the number of shares issued in the merger.
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SIGNATURE
Pursuant to Regulation S-K, item 512(a)(3) and SEC Rule 478(a)(4), the
undersigned registrant hereby executes this post effective amendment to its
registration statement on Form S-4 to remove from registration certain shares
not issued and has caused this registration statement to be signed on its behalf
by the undersigned, thereunto duly authorized, in the City of Montgomery,
Alabama, on the 9th day of January, 2001.
THE COLONIAL BANCGROUP, INC.
By: /s/ W. Flake Oakley, IV
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W. Flake Oakley, IV
Chief Financial Officer and
Duly authorized agent for
service
