As filed with the Securities and Exchange Commission on May 25, 2006
Registration No. 333-76122
UNITED STATES 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
HCC Insurance Holdings, Inc.
(Exact name of Registrant as specified in its charter)
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| Delaware
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76-0336636 |
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(I.R.S. Employer Identification No.) |
13403 Northwest Freeway
Houston, Texas 77040
(713) 690-7300
(Address, including zip code, and telephone number, including
area code, of each Registrant’s principal executive offices)
STEPHEN L. WAY
13403 Northwest Freeway
Houston, Texas 77040
(713) 690-7300
(Name, address including zip code, and telephone number, including area code, of agent for service)
copies to:
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| ARTHUR S. BERNER, ESQ.
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CHRISTOPHER L. MARTIN, ESQ. |
| Haynes and Boone, LLP
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Executive Vice President and General Counsel |
| 1221 McKinney Street, Suite 2100
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HCC Insurance Holdings, Inc. |
| Houston, Texas 77010
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13403 Northwest Freeway |
| (713) 547-2526
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Houston, Texas 77040 |
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(713) 690-7300 |
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, check the following box and list the Securities Act registration
statement number of 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, 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
DEREGISTRATION OF SECURITIES
We are filing this Post-Effective Amendment No. 1 (this “Amendment”) to the Registration
Statement on Form S-3 (No. 333-76122) (the “Registration Statement”) of HCC Insurance Holdings,
Inc. to deregister $322,500,000 of debt securities, common stock, warrants and other securities
registered pursuant to the Registration Statement that remain unissued as of the date this
Amendment is filed.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant has
duly caused this Post-Effective Amendment No. 1 to Form S-3 to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Houston,
Texas, on the 25th day of May, 2006.
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HCC INSURANCE HOLDINGS, INC. |
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By:
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/s/ STEPHEN L. WAY
Stephen L. Way
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Chairman of the Board and |
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Chief Executive Officer |
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Pursuant to the requirements of the Securities Act of 1933, as amended, this Post-Effective
Amendment No. 1 to Form S-3 has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the 25th day of May, 2006.
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Title |
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/s/ STEPHEN L. WAY |
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Chairman of the Board of Directors and Chief Executive |
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Stephen L. Way
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Officer (Principal Executive Officer) |
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/s/ FRANK J. BRAMANTI*
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Director |
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Frank J. Bramanti |
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/s/ PATRICK B. COLLINS*
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Director |
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Patrick B. Collins |
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/s/ JAMES R. CRANE*
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Director |
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James R. Crane |
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/s/ J. ROBERT DICKERSON*
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Director |
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J. Robert Dickerson |
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/s/ WALTER M. DUER |
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Director |
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Walter M. Duer |
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/s/ EDWARD H. ELLIS, JR. |
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Director, Executive Vice President and Chief Financial |
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Edward H. Ellis, Jr.
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Officer (Chief Accounting Officer) |
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/s/ JAMES C. FLAGG*
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Director |
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James C. Flagg |
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/s/ ALLAN W. FULKERSON*
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Director |
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Allan W. Fulkerson |
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/s/ WALTER J. LACK*
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Director |
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Walter J. Lack |
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/s/ JOHN N. MOLBECK, JR. |
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Director, President and Chief Operating Officer |
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John N. Molbeck, Jr. |
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/s/ MICHAEL A.F. ROBERTS |
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Director |
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Michael A.F. Roberts |
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*By: |
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/s/ STEPHEN L. WAY |
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Stephen L. Way |
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Attorney-in-fact |
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