FGBI First Guaranty Bancshares Inc

As filed with the Securities and Exchange Commission on August 21, 2017

Registration No. 333- 217074

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

--------------------------------------------

POST-EFFECTIVE AMENDMENT NO. 1 TO

FORM S-4

REGISTRATION STATEMENT UNDER THE

SECURITIES ACT OF 1933

FIRST GUARANTY BANCSHARES, INC.

(Exact name of registrant as specified in its charter)

Louisiana	6022	26-0513559
(State or other jurisdiction of	(Primary Standard Industrial	(I.R.S. Employer
incorporation or organization)	Classification Code Number)	Identification Number)

 

400 East Hammond Street

Hammond, Louisiana 70401

(985) 345-7685

(Address, including zip code, and telephone number, including area code,

of registrant's principal executive offices)

Alton B. Lewis, Jr.

President and Chief Executive Officer

400 East Hammond Street

Hammond, Louisiana 70401

(985) 345-7685

(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:   The merger of Premier Bancshares, Inc. with and into First Guaranty Bancshares, Inc., was consummated on June 16, 2017. First Guaranty Bancshares, Inc. is hereby amending this Registration Statement to deregister 48,033 shares of Common Stock, $1.00 par value, which were issuable to the shareholders of Premier Bancshares, Inc. in connection with the merger of Premier Bancshares, Inc. with and into First Guaranty Bancshares, Inc.

If the securities being registered on this Form are being offered in connection with the formation of a holding company and there is compliance with General Instruction G, 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, 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(d) 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.  ☐

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                             ☐	Accelerated filer                                ☐
Non-accelerated filer                               ☐	Smaller reporting company   ☒
(Do not check if a 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.  ☒

If applicable, place an X in the box to designate the appropriate rule provision relied upon in conducting this transaction:

Exchange Act Rule 13e-4(i) (Cross-Border Issuer Tender Offer)                                          ☐

Exchange Act Rule 14d-1(d) (Cross-Border Third-Party Tender Offer)                                ☐

This Post-Effective Amendment No. 1 to Registration Statement on Form S-4 (No. 333-217074) shall hereafter become effective in accordance with the provisions of Section 8(c) of the Securities Act of 1933.

EXPLANATORY NOTE – DEREGISTRATION OF SECURITIES

 

 

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Hammond, State of Louisiana, on August 21, 2017.

FIRST GUARANTY BANCSHARES, INC.

By:     /s/ Alton B. Lewis, Jr.  

Alton B. Lewis, Jr.

President and Chief Executive Officer

(Duly Authorized Representative)

  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.

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