-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JEu9sVSfJKbF0hI3PL0Zh7qCfoKn7vOPCme8TAB+u1b385MZqzR6ahW1wFitbRIy hRleilZBw4n4c+RAADw8hg== 0000893220-99-001335.txt : 19991207 0000893220-99-001335.hdr.sgml : 19991207 ACCESSION NUMBER: 0000893220-99-001335 CONFORMED SUBMISSION TYPE: S-3MEF PUBLIC DOCUMENT COUNT: 2 333-74575 FILED AS OF DATE: 19991206 EFFECTIVENESS DATE: 19991206 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ADVANTA CORP CENTRAL INDEX KEY: 0000096638 STANDARD INDUSTRIAL CLASSIFICATION: PERSONAL CREDIT INSTITUTIONS [6141] IRS NUMBER: 231462070 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: S-3MEF SEC ACT: SEC FILE NUMBER: 333-92151 FILM NUMBER: 99769367 BUSINESS ADDRESS: STREET 1: P.O. BOX 844 STREET 2: WELSH & MCKEAN ROADS CITY: SPRING HOUSE STATE: PA ZIP: 19477 BUSINESS PHONE: 2154445051 MAIL ADDRESS: STREET 1: C/O WELSH & MCKEAN ROADS STREET 2: P.O. BOX 844 CITY: SPRING HOUSE STATE: PA ZIP: 19477-0844 FORMER COMPANY: FORMER CONFORMED NAME: TSO FINANCIAL CORP DATE OF NAME CHANGE: 19880306 FORMER COMPANY: FORMER CONFORMED NAME: TEACHERS SERVICE ORGANIZATION INC DATE OF NAME CHANGE: 19850812 S-3MEF 1 FORM S-3MEF ADVANTA CORP 1 As filed with the Securities and Exchange Commission, via EDGAR, on December 6, 1999. Registration No. 333- ================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ADVANTA CORP. (Exact name of registrant as specified in its charter) Delaware 23-1462070 -------- ---------- (State or other (I.R.S. Employer Identification jurisdiction of Number) incorporation of each registrant) Welsh & McKean Roads Spring House, PA 19477 (215) 657-4000 (Address, including zip code, and telephone number, including area code, of registrant principal executive offices) Elizabeth H. Mai, Esquire Senior Vice President, Secretary and General Counsel Advanta Corp. Welsh & McKean Roads Spring House, PA 19477 (215) 657-4000 (Name, address, including zip code, and telephone number, including area code, of agent for service) APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC: From time to time after the effective date of this Registration Statement. If the only securities being registered on this Form are to be 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. [X] 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. [X] File No. 333-74575 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 under the Securities Act, please check the following box. [ ] CALCULATION OF REGISTRATION FEE
================================================================================================================================== PROPOSED MAXIMUM PROPOSED MAXIMUM TITLE OF EACH CLASS OF AMOUNT TO BE OFFERING PRICE AGGREGATE OFFERING AMOUNT OF SECURITIES TO BE REGISTERED REGISTERED (1) PER UNIT (1) PRICE (2) REGISTRATION FEE - ---------------------------------------------------------------------------------------------------------------------------------- RediReserve Certificates, Notes.................... $36,101,000 100% $36,101,000 $9,530.67 ==================================================================================================================================
(1) In no event will the aggregate initial offering price of the securities registered hereby exceed $36,101,000, or the equivalent thereof in one or more foreign currencies or units of two or more foreign currencies or composite currencies, including the European Currency Unit. (2) Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(o) under the Securities Act of 1933. 2 EXPLANATION AND INCORPORATION OF CERTAIN INFORMATION BY REFERENCE This Registration Statement is being filed pursuant to Rule 462(b) under the Securities Act of 1933, as amended (the "Securities Act"). The information in the Registration Statement on Form S-3 (File No. 333-74575 filed by Advanta Corp. (the "Registrant") with the Securities and Exchange Commission (the "Commission") on March 17, 1999, as amended by amendments thereto filed with the Commission on April 13, 1999, April 27, 1999 and April 29, 1999) pursuant to the Securities Act is incorporated by reference into this Registration Statement. CERTIFICATION In accordance with Rule 111(b) under the Securities Act, the Registrant certifies as follows: (i) the Registrant or its agent has instructed the Registrant's bank or a wire transfer service to transmit to the Commission the applicable filing fee by a wire transfer of such amount from the account of the Registrant or its agent to the Commission's account at Mellon Bank as soon as practicable but no later than the close of the next business day following the filing of this Registration Statement pursuant to Rule 462(b); (ii) the Registrant or its agent will not revoke such instructions; and (iii) the Registrant or its agent has sufficient funds in such account to cover the amount of such filing fee. The Registrant further undertakes that, if such instructions have been sent after the close of business of such bank or wire transfer service, it will confirm receipt of such instructions by such bank or wire transfer service during regular business hours on the following business day. -2- 3 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the Registrant 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, in Lower Gwynedd Township, Montgomery County, Commonwealth of Pennsylvania, on December 6, 1999. Advanta Corp. By: /s/ Elizabeth H. Mai -------------------- Name: Elizabeth H. Mai Title: Senior Vice President and Secretary Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities indicated on December 6, 1999.
Signature Title --------- ----- * __________________________ Dennis Alter Chief Executive Officer and Chairman of Board * __________________________ William A. Rosoff President and Vice Chairman of Board * __________________________ Olaf Olafsson Director * __________________________ Philip M. Browne Senior Vice President and Chief Financial Officer * __________________________ James L. Shreero Vice President and Chief Accounting Officer
II-1 4
Signature Title --------- ----- * __________________________ Arthur Bellis Director * __________________________ Max Botel Director * __________________________ William C. Dunkelberg Director * __________________________ Dana Becker Dunn Director * __________________________ Robert C. Hall Director * __________________________ James E. Ksansnak Director * __________________________ Ronald Lubner Director * __________________________ Michael Stolper Director
*By: /s/ Elizabeth H. Mai ------------------------------------- Elizabeth H. Mai as attorney-in-fact pursuant to the Power of Attorney previously filed as Exhibit 24 to the Registration Statement on Form S-3 (Commission File No. 333-74575). II-2 5 EXHIBIT INDEX
ITEM Description - ---- ----------- 5 Opinion and Consent of Wolf, Block, Schorr and Solis-Cohen LLP (Incorporated by reference to Exhibit 5 to the Registration Statement on Form S-3 (Commission File No. 333-74575) (the "Prior Registration Statement"). 23.1 Consent of Arthur Andersen LLP. 23.2 Consent of Wolf, Block, Schorr and Solis-Cohen LLP (Incorporated by reference to Exhibit 24 to the Prior Registration Statement). 24 Powers of Attorney (Incorporated by reference to Exhibit 24 to the Prior Registration Statement).
II-3 EX-23.1 2 CONSENT OF ARTHUR ANDERSON LLP 1 Exhibit 23.1 CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS As independent public accountants, we hereby consent to the incorporation by reference in this Form S-3 Registration Statement of our report dated January 26, 1999 included in Advanta Corp.'s Form 10-K for the year ended December 31, 1998 and to all references to our Firm included in this Form S-3 Registration Statement. /s/ Arthur Andersen LLP Philadelphia, PA December 3, 1999 -----END PRIVACY-ENHANCED MESSAGE-----