As filed with the Securities and Exchange Commission on May 14, 2010
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
Standard Parking Corporation
(Exact name of registrant as specified in its charter)
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| Delaware
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16-1171179 |
(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification Number) |
(Address, including zip code, and telephone number, including area
code, of registrant’s principal executive offices)
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies to:
J. Todd Arkebauer, Esq.
Christopher P. Bennett, Esq.
Reed Smith LLP
10 South Wacker Drive, Suite 4000
Chicago, Illinois 60606
(312) 207-1000
Approximate date of commencement of proposed sale to the public: Not applicable.
If the only securities being registered on this Form are being offered pursuant to
dividend or interest reinvestment plans, please check the following
box. o
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.
o
If this form is filed to register additional securities for an offering pursuant to Rule
462(b) under the Securities Act of 1933, please check the following box and list the Securities Act
registration statement number of the earlier effective registration statement for the same
offering. o
If this form is a post-effective amendment filed pursuant to Rule 462(c) under the
Securities Act of 1933, check the following box and list the Securities Act registration statement
number of the earlier effective registration statement for the same offering. o
If this Form is a registration statement pursuant to General Instruction I.D. or a
post-effective amendment thereto that shall become effective upon filing with the Commission
pursuant to Rule 462(e) under the Securities Act, check the following box. o
If this Form is a post-effective amendment to a registration statement filed pursuant to
General Instruction I.D. filed to register additional securities or additional classes of
securities pursuant to Rule 413(b) under the Securities Act, check the following box. o
Indicate by check mark whether
the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of
“large accelerated filer,” “accelerated filer” and
“smaller reporting company” in Rule 12b-2 of the
Exchange Act. (Check one):
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| Large accelerated filero
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Accelerated filer þ
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Non-accelerated filer o
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Smaller reporting company o |
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(Do not check if a smaller reporting company) |
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This Post-Effective Amendment No. 1 to the Registration Statement on Form S-3 shall become
effective in accordance with Section 8(c) of the Securities Act of 1933, as amended, on such date
as the Securities and Exchange Commission, acting pursuant to said Section 8(c), may determine.
TABLE OF CONTENTS
DEREGISTRATION OF SECURITIES; TERMINATION OF REGISTRATION STATEMENT
On
October 6, 2009, the Securities and Exchange Commission (the
“Commission”) declared
effective a Registration Statement on Form S-3 (File No.
333-161750) (the
“Registration Statement”)
of Standard Parking Corporation (the
“Registrant”) relating to the offer for resale from time to
time of up to 7,581,842 common shares (the
“Registered Shares”) of
the Registrant by the selling
shareholders named in the Registration Statement pursuant to the plan of distribution set forth
therein.
The Registrant has supplemented the prospectus (the
“Prospectus”) included in the
Registration Statement with the information set forth in Supplement No. 1 dated
November 9, 2009,
and Supplement No. 2 dated
March 18, 2010, filed with the Commission.
The Registrant has determined that it is no longer obligated to maintain the effectiveness of
the Registration Statement pursuant to the Registration
Rights Agreement in light of the
Commission’s amendments to Rule 144 under the Securities Act of 1933, as amended. Accordingly,
this Post-Effective Amendment No. 1 to the Registration Statement is being filed solely to
terminate the effectiveness of the Registration Statement and to deregister, as of the effective
date of this Post-Effective Amendment No. 1, all of the Registered Shares that remain unsold under
the Registration Statement as of the date hereof. The Registration Statement is hereby amended, as
appropriate, to reflect the deregistration of all such securities.
