As filed with the Securities and Exchange Commission on October 8, 2002
Registration No. 333-72664
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
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EVEREST RE GROUP, LTD.
(Exact name of registrant as specified in its charter)
Bermuda N/A
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation)
c/o ABG Financial & Management Services Inc. Stephen L. Limauro
Parker House Everest Global Services, Inc.
Wildey Business Park, Wildey Road 477 Martinsville Road
St. Michael, Barbados P.O. Box 830
(246) 228-7398 Liberty Corner, New Jersey 07938-0830
(Address, including zip code, and (908) 604-3000
telephone number, including area code, of (Name, address, including zip code,
Registrant's principal executive offices) and telephone number, including
area code, of agent for service)
-----------------
Copy to:
Richard Warren Shepro, Esq.
Mayer, Brown & Platt
190 South LaSalle Street
Chicago, Illinois 60603-3441
(312) 782-0600
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Approximate date of commencement of proposed sale to the public: From time
to time after this Registration Statement becomes effective.
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. [_]
If this form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act, please 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 delivery of the prospectus is expected to be made pursuant to Rule 434,
please check the following box. [_]
TERMINATION OR OFFERING AND REMOVAL OF SECURITIES FROM REGISTRATION
Pursuant to the Registration Statement on Form S-3 filed with the
Securities and Exchange Commission on November 1, 2001, as amended on November
8, 2001 (Registration No. 333-72664) (the "Registration Statement"), the
Registrant registered its common shares with a maximum aggregate offering price
of $575,000,000. On February 27, 2002, pursuant to the Registration Statement,
the Registrant sold 5,000,000 common shares with an aggregate offering price of
$346,250,000. In accordance with an undertaking made in Item 17 of the
Registration Statement, the Registrant hereby terminates the offering pursuant
to the Registration Statement and removes from registration, by means of this
Post Effective Amendment No. 1 to the Registration Statement, the $228,750,000
of remaining securities registered under the Registration Statement.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, Everest Re
Group, Ltd. 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, on the 8th day of October, 2002.
EVEREST RE GROUP, LTD.
By: /s/ Stephen L. Limauro
------------------------------------------
Stephen L. Limauro
Executive Vice President, Chief Financial Officer and
Treasurer
Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed below by the following persons on behalf
of the Registrant and in the capacities indicated on the 8th day of
October, 2002.
Signature Title
--------- -----
* Chairman and Chief Executive Officer and Director
------------------------- (Principal Executive Officer and Authorized U.S.
Joseph V. Taranto Representative)
/s/ Stephen L. Limauro Executive Vice President, Chief Financial Officer
------------------------- and Treasurer
Stephen L. Limauro (Principal Financial Officer)
* Director
-------------------------
Martin Abrahams
* Director
-------------------------
Kenneth J. Duffy
* Director
-------------------------
John R. Dunne
* President and Chief Operating Officer
------------------------- and Director
Thomas J. Gallagher
Director
-------------------------
William F. Galtney, Jr.
/s/ Keith T. Shoemaker Comptroller
------------------------- (Principal Accounting Officer)
Keith T. Shoemaker
* By: /s/ Stephen L. Limauro
------------------------------------
Stephen L. Limauro, Attorney-in-Fact
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