-----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, OGfhrIs2dwNEHT9o+z+RcOyolyCkvLKPXmlMCX6UHKIGs01r/1tJSzvYe3Z7C7MS Ug5eUm7w3IXA/HxJbPMI4A== 0000904280-98-000340.txt : 19981123 0000904280-98-000340.hdr.sgml : 19981123 ACCESSION NUMBER: 0000904280-98-000340 CONFORMED SUBMISSION TYPE: 8-A12G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19981120 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WSFS FINANCIAL CORP CENTRAL INDEX KEY: 0000828944 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 222866913 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12G SEC ACT: SEC FILE NUMBER: 000-16668 FILM NUMBER: 98756418 BUSINESS ADDRESS: STREET 1: 838 MARKET ST CITY: WILMINGTON STATE: DE ZIP: 19899 BUSINESS PHONE: 3027926000 MAIL ADDRESS: STREET 1: 838 MARKET STREET CITY: WILMINGTON STATE: DE ZIP: 19899 FORMER COMPANY: FORMER CONFORMED NAME: STAR STATES CORP DATE OF NAME CHANGE: 19920703 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WSFS CAPITAL TRUST I CENTRAL INDEX KEY: 0001062616 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12G SEC ACT: SEC FILE NUMBER: 000-16668-01 FILM NUMBER: 98756419 BUSINESS ADDRESS: STREET 1: 838 MARKET ST CITY: WILMINGTON STATE: DE ZIP: 19899 BUSINESS PHONE: 3027926000 8-A12G 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 --------------------- FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 WSFS FINANCIAL CORPORATION - ---------------------------------------------------------------- (Exact Name of Registrant as Specified in its Charter) DELAWARE 22-2866913 - ---------------------------------------- ---------------- (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 838 MARKET STREET, WILMINGTON, DELAWARE 19899 - --------------------------------------- ---------------- (Address of Principal Executive Offices) (Zip Code) WSFS CAPITAL TRUST I - ---------------------------------------------------------------- (Exact Name of Registrant as Specified in its Charter) DELAWARE Applied For - ---------------------------------------- ---------------- (State of Incorporation or Organization) (I.R.S. Employer Identification No.) C/o WSFS FINANCIAL CORPORATION 838 MARKET STREET, WILMINGTON, DELAWARE 19899 - --------------------------------------- ---------------- (Address of Principal Executive Offices) (Zip Code) If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A(c), please check the following box. [ ] If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A(d), please check the following box. Securities to be registered pursuant to Section 12(b) of the Act: None Securities to be registered pursuant to Section 12(g) of the Act: Floating Rate Cumulative Trust Preferred Securities of WSFS Capital Trust I Guarantee of WSFS Financial Corporation with respect to the Floating Rate Cumulative Trust Preferred Securities ___________________________________________________ Title of Class ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED. For the description of the Floating Rate Cumulative Trust Preferred Securities (the "Preferred Securities") of WSFS Capital Trust I (the "Trust"), a Delaware statutory business trust and the guarantee with respect to the Preferred Securities by WSFS Financial Corporation (the "Company"), a Delaware corporation, both of which are being registered hereby, reference is made to the information contained under sections captioned "Description of Securities," "Certain Terms of Trust Preferred Securities," "Certain Terms of Junior Subordinated Debentures" and "Certain Terms of Guarantee" in the Prospectus Supplement and "Description of Trust Preferred Securities," "Description of Junior Subordinated Debentures" and "Description of Guarantees" in the Prospectus filed with the Securities and Exchange Commission on November 19, 1998 by the Company and the Trust pursuant to Rule 424(b)(5) (the "Prospectus"). The information contained in the Prospectus is incorporated herein by reference. ITEM 2. EXHIBITS. 4.1 Certificate of Trust of WSFS Capital Trust I (incorporated by reference to Exhibit 4.2 to the Registration Statement on Form S-3, Registration Nos. 333-56015, 333-56015-01 and 333-56015-02 filed by the Company the Trust and WSFS Capital Trust II (the "Registration Statement")) 4.2 Trust Agreement of WSFS Capital Trust I (incorporated by reference to Exhibit 4.4 to the Registration Statement) 4.3 Amended and Restated Trust Agreement of WSFS Capital Trust I (incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K/A dated November 20, 1998 (the "Form 8-K/A") 4.4 Form of Trust Preferred Security Certificate of WSFS Capital Trust I (incorporated by reference to Exhibit 4.3 to the Form 8-K/A) 4.5 Trust Preferred Securities Guarantee Agreement (incorporated by reference to Exhibit 4.3 to the Form 8-K/A) 4.6 Form of Junior Subordinated Indenture between WSFS Financial Corporation and Wilmington Trust Company, as trustee (incorporated by reference to Exhibit 4.1 to the Registration Statement) 4.7 Officers' Certificate and Company Order for Floating Rate Junior Subordinated Debentures due December 1, 2028 (incorporated by reference to Exhibit 4.2 to the Form 8-K/A) 4.8 Form of Floating Rate Junior Subordinated Debenture (incorporated by reference to Exhibit 4.5 to the Form 8-K/A) SIGNATURE Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereto duly authorized. WSFS FINANCIAL CORPORATION ------------------------------ (Registrant) Date: November 20, 1998 By: /s/ Marvin N. Schoenhals ---------------------------- Marvin N. Schoenhals Chairman and President WSFS CAPITAL TRUST I ----------------------------- (Registrant) Date: November 20, 1998 By: /s/ Marvin N. Schoenhals ---------------------------- Marvin N. Schoenhals Administrative Trustee -----END PRIVACY-ENHANCED MESSAGE-----