0001140361-20-017022.txt : 20200730 0001140361-20-017022.hdr.sgml : 20200730 20200730093129 ACCESSION NUMBER: 0001140361-20-017022 CONFORMED SUBMISSION TYPE: POS AM PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20200730 DATE AS OF CHANGE: 20200730 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EL PASO ELECTRIC CO /TX/ CENTRAL INDEX KEY: 0000031978 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 740607870 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: POS AM SEC ACT: 1933 Act SEC FILE NUMBER: 333-220642 FILM NUMBER: 201059498 BUSINESS ADDRESS: STREET 1: 100 NORTH STANTON CITY: EL PASO STATE: TX ZIP: 79901 BUSINESS PHONE: 9155435711 MAIL ADDRESS: STREET 1: 100 NORTH STANTON CITY: EL PASO STATE: TX ZIP: 79901 POS AM 1 brhc10013790_formposam.htm POS AM
As filed with the Securities and Exchange Commission on July 30, 2020
Registration No. 333-220642
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


El Paso Electric Company
(Exact name of registrant as specified in its charter)


Texas
  
74-0607870
(State or other jurisdiction of incorporation or organization)
  
(I.R.S. Employer Identification Number)

 Stanton Tower, 100 North Stanton
El Paso, Texas 79901
(915) 543-5711
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

Adrian J. Rodriguez
Interim Chief Executive Officer, General Counsel and Assistant Secretary
El Paso Electric Company
Stanton Tower, 100 North Stanton
El Paso, Texas 79901
(915) 543-5711
(Name, address, including zip code, and telephone number, including area code, of agent for service)


Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer
 ☒
Accelerated filer
 ☐
       
Non-accelerated filer
 ☐
Smaller reporting company
 ☐
       
   
Emerging growth company
 ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act.  ☐

EXPLANATORY NOTE

This Post-Effective Amendment No. 1 relates to the following Registration Statement on Form S-3 (the “Registration Statement”) of El Paso Electric Company, a Texas corporation (the “Company”), filed by the Company with the Securities and Exchange Commission (the “SEC”), and is being filed to deregister any and all securities that remain unsold or otherwise unissued under the Registration Statement.


 •
Registration Statement No. 333-220642, originally filed with the SEC on September 26, 2017, registering debt securities, first mortgage bonds, common stock (no par value), preferred stock (no par value), warrants, purchase contracts and units of the Company.

On July 29, 2020, pursuant to the Agreement and Plan of Merger, dated as of June 1, 2019 (the “Merger Agreement”), by and among the Company, Sun Jupiter Holdings LLC, a Delaware limited liability company (the “Parent”), and Sun Merger Sub Inc., a Texas corporation and wholly-owned subsidiary of the Parent (the “Merger Sub”), the Merger Sub was merged with and into the Company, with the Company surviving the merger as a wholly-owned subsidiary of the Parent (the “Merger”). Following the consummation of the Merger, the Company became a subsidiary of the Parent.

As a result of the completion of the Merger, the Company has terminated all offerings of the Company’s securities pursuant to the Registration Statement. In accordance with an undertaking made by the Company in the Registration Statement to remove from registration, by means of a post-effective amendment, any of the securities that had been registered for issuance that remain unsold at the termination of the offerings, the Company hereby removes and withdraws from registration all of such securities registered but unsold under the Registration Statement. The Registration Statement is hereby amended, as appropriate, to reflect the deregistration of such securities.

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 El Paso, State of Texas, on July 30, 2020.

 
EL PASO ELECTRIC COMPANY
     
 
By:
/s/ Adrian J. Rodriguez
   
Name: Adrian J. Rodriguez
   
Title: Interim Chief Executive Officer, General Counsel and Assistant Secretary (Principal Executive Officer)

No other person is required to sign the Post-Effective Amendment to the Registration Statement in reliance upon Rule 478 under the Securities Act of 1933.