SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO.1
TO
FORM F-3
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
AEGON N.V.
(Exact name of Registrant as specified in its charter)
Not Applicable
(Translation of Registrant’s name into English)
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The Netherlands |
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None |
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(State or other jurisdiction of |
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(I.R.S. Employer Identification No.) |
AEGONplein 50, PO Box 85, 2501 CB The Hague, The Netherlands
+31-70-344-3210
(Address and telephone number
of Registrant’s principal execute offices)
Craig D. Vermie, Esq.
AEGON USA, LLC
4333 Edgewood Road NE
Cedar Rapids, Iowa 52499
(319) 355-8511
(Name, address and telephone number of agent for service)
Copies of all communications to:
A. Peter Harwich, Esq.
Allen & Overy LLP
1221 Avenue of the Americas
New York, NY 10020
(212) 610-6300
EXPLANATORY NOTE
On December 2, 2008, AEGON N.V. (the “Registrant”) filed a Registration Statement on Form F-3 (Registration No. 333-155857) (the “Registration Statement”), which registered 7,133,811 shares of the Registrant’s common stock, par value EUR 0.12 per share (the “Common Stock”), for issuance under the AEGON USA Producers’ Stock Purchase Plan (the “Plan”).
In connection with the Plan, 5,136,824 of the 7,133,811 shares of Common Stock (the “Unsold Common Stock”) that were originally registered under the Registration Statement will be offered and sold pursuant to a newly filed registration statement on Form F-3 (the “New Registration Statement”). Therefore, the Registrant is filing this post-effective amendment to deregister the Unsold Common Stock that was registered under the Registration Statement.
The New Registration Statement re-registers the Unsold Common Stock pursuant to Rule 415(a)(6).
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant, AEGON N.V. certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form F-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 Hague, The Netherlands, on this 30th day of November, 2011.
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AEGON N.V. | |||
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By: |
/s/ A.R. WYNAENDTS | ||
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Name: |
A.R. Wynaendts | |
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Title: |
Chief Executive Officer and Chairman of the Executive Board | |
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 to the Registration Statement has been signed below by the following persons (who comprise a majority of the Executive and Supervisory Boards) in the capacities and on the dates indicated.
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Signature |
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Title |
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Date |
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Chief Executive Officer and Chairman of the Executive Board (Principal Executive Officer) |
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/s/ A.R. WYNAENDTS |
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November 30, 2011 |
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A.R. WYNAENDTS |
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Member of the Executive Board and |
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/s/ J.J. NOOITGEDAGT |
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Chief Financial Officer (Principal |
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November 30, 2011 |
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J.J. NOOITGEDAGT |
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Financial Officer and Principal |
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Accounting Officer) |
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/s/ R.J. ROUTS |
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Chairman of the Supervisory Board |
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November 21, 2011 |
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R.J. ROUTS |
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/s/ I.W. BAILEY, II |
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Vice-Chairman of the Supervisory |
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November 21, 2011 |
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I.W. BAILEY, II |
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/s/ A. BURGMANS |
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Supervisory Board Member |
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November 30, 2011 |
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A. BURGMANS |
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/s/ S. LEVY |
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Supervisory Board Member |
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November 21, 2011 |
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S. LEVY |
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/s/ K.M.H. PEIJS |
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Supervisory Board Member |
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November 25, 2011 |
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K.M.H. PEIJS |
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/s/ K.J. STORM |
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Supervisory Board Member |
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November 22, 2011 |
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K.J. STORM |
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/s/ B. VAN DER VEER |
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Supervisory Board Member |
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November 30, 2011 |
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B. VAN DER VEER |
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/s/ L.M. VAN WIJK |
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Supervisory Board Member |
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November 28, 2011 |
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L.M. VAN WIJK |
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