-----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, CHo1OF72+1Ir/kNlGtINvXqn0F23izFXWdREqpWbkn1AgBOUXaypwwjeaD1RUY1I 80O1h9fIs3eLpT0zadROBQ== 0000950123-09-041159.txt : 20090904 0000950123-09-041159.hdr.sgml : 20090904 20090904144002 ACCESSION NUMBER: 0000950123-09-041159 CONFORMED SUBMISSION TYPE: POS AM PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20090904 DATE AS OF CHANGE: 20090904 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTEX CORP CENTRAL INDEX KEY: 0000018532 STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531] IRS NUMBER: 750778259 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: POS AM SEC ACT: 1933 Act SEC FILE NUMBER: 333-117470 FILM NUMBER: 091055915 BUSINESS ADDRESS: STREET 1: 2728 N HARWOOD STREET 2: - CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 214-981-5000 MAIL ADDRESS: STREET 1: PO BOX 199000 STREET 2: - CITY: DALLAS STATE: TX ZIP: 75219 FORMER COMPANY: FORMER CONFORMED NAME: CENTEX CONSTRUCTION CO INC DATE OF NAME CHANGE: 19681211 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTEX TRUST I CENTRAL INDEX KEY: 0001128179 IRS NUMBER: 756588651 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: POS AM SEC ACT: 1933 Act SEC FILE NUMBER: 333-117470-01 FILM NUMBER: 091055917 BUSINESS ADDRESS: STREET 1: 2728 NORTH HARWOOD CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 2149815000 MAIL ADDRESS: STREET 1: 2728 NORTH HARWOOD CITY: DALLAS STATE: TX ZIP: 75201 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTEX TRUST II CENTRAL INDEX KEY: 0001128180 IRS NUMBER: 75658652 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: POS AM SEC ACT: 1933 Act SEC FILE NUMBER: 333-117470-02 FILM NUMBER: 091055916 BUSINESS ADDRESS: STREET 1: 2728 NORTH HARWOOD CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 2149815000 MAIL ADDRESS: STREET 1: 2728 NORTH HARWOOD CITY: DALLAS STATE: TX ZIP: 75201 POS AM 1 c53384aposam.htm POS AM posam
As filed with the Securities and Exchange Commission on September 4, 2009
Registration Nos. 333-117470
333-117470-01
333-117470-02
 
 
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
 
CENTEX CORPORATION
CENTEX TRUST I
CENTEX TRUST II
(Exact name of registrants as specified in its charter)
     
Nevada   75-0778259
Delaware   75-6588651
Delaware   75-6588652
(State or other jurisdiction of incorporation
or organization) 		  (I.R.S. Employer Identification Numbers)
c/o Pulte Homes, Inc.
100 Bloomfield Hills Parkway, Suite 300
Bloomfield Hills, Michigan 48304
(248) 647-2750
(Address, including zip code, and telephone number, including area code, of registrant’s principal
executive offices)
Steven M. Cook
Senior Vice President and Secretary
Centex Corporation
c/o Pulte Homes, Inc.
100 Bloomfield Hills Parkway, Suite 300
Bloomfield Hills, Michigan 48304
(248) 647-2750
(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: As soon as practicable after the effective date of this registration statement.
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 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, 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):
Large accelerated filer þ Accelerated filer o 
Non-accelerated filer o
(Do not check if a smaller reporting company) 		Smaller reporting company o
No additional securities are being registered. Registration fees were paid with the original filing of Registration Statement Nos. 333-117470, 333-117470-01 and 333-117470-02 on July 19, 2004. No additional registration fees are required.
 
 

 

 

TERMINATION OF REGISTRATION
     This Post-Effective Amendment No. 1, filed by Centex Corporation, a Nevada corporation (“Centex”), Centex Trust I, a Delaware statutory trust, and Centex Trust II, a Delaware statutory trust (collectively, the “Companies”), deregisters all of the Companies’ securities that had been registered on the Companies’ Registration Statement on Form S-3 (File Nos. 333-117470, 333-117470-01 and 333-117470-02) (the “Registration Statement”) that remain unsold as of the date hereof.
     On August 18, 2009, pursuant to an Agreement and Plan of Merger, dated as of April 7, 2009, by and among Centex, Pulte Homes, Inc., a Michigan corporation (“Pulte”), and Pi Nevada Building Company, a wholly owned subsidiary of Pulte (“Merger Sub”), Merger Sub merged with and into Centex, with Centex continuing as a surviving corporation and wholly owned subsidiary of Pulte (the “Merger”). In accordance with an undertaking made by the Companies in the Registration Statement to remove from registration, by means of a post-effective amendment, any of the Companies’ securities that remain unsold at the termination of the offering, the Companies hereby remove from registration all securities under the Registration Statement that remain unsold as of the date hereof.

 

 

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 Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Bloomfield Hills, State of Michigan, on September 4, 2009.
         
  CENTEX CORPORATION
 		  
  By:   /s/ Steven M. Cook    
    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 and on the dates indicated:
         
Signature   Title   Date
 
        
/s/ Richard J. Dugas, Jr.
 
Richard J. Dugas, Jr.
  President and Member of the Board of Directors
(Principal Executive Officer) 		  September 4, 2009
 
        
/s/ Roger A. Cregg
 
Roger A. Cregg
  Executive Vice President, Chief Financial Officer and Member of the Board of Directors
(Principal Financial Officer) 		  September 4, 2009
 
        
/s/ Michael J. Schweninger
 
Michael J. Schweninger
  Vice President and Controller
(Principal Accounting Officer) 		  September 4, 2009
 
        
/s/ Steven M. Cook
 
Steven M. Cook
  Member of the Board of Directors
  		  September 4, 2009

 

 

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 Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Bloomfield Hills, State of Michigan, on September 4, 2009.
         
  CENTEX TRUST I
 		  
  By:   Centex Corporation, as Sponsor    
     
  By:   /s/ Richard J. Dugas, Jr.    
    Name:   Richard J. Dugas, Jr.   
    Title:   President and Member of the Board of Directors   

 

 

         
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 Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Bloomfield Hills, State of Michigan, on September 4, 2009.
         
  CENTEX TRUST II
 		  
  By:   Centex Corporation, as Sponsor    
     
  By:   /s/ Richard J. Dugas, Jr.    
    Name:   Richard J. Dugas, Jr.   
    Title:   President and Member of the Board of Directors   
 

 

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