-----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, BUuhFSNvxNXS44SYDWyqJw0Y6MMMr0wJa+TbO/cmFO0KJ5eATPROc3A4HZboon+a nozl3uSynOkdfRPzpKpWcg== 0000950152-99-007665.txt : 19990920 0000950152-99-007665.hdr.sgml : 19990920 ACCESSION NUMBER: 0000950152-99-007665 CONFORMED SUBMISSION TYPE: 8-A12B PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990917 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DAYTON SUPERIOR CORP CENTRAL INDEX KEY: 0000854709 STANDARD INDUSTRIAL CLASSIFICATION: STEEL PIPE & TUBES [3317] IRS NUMBER: 310676346 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12B SEC ACT: SEC FILE NUMBER: 001-11781 FILM NUMBER: 99713383 BUSINESS ADDRESS: STREET 1: 7777 WASHINGTON VILLAGE DRIVE STREET 2: SUITE 130 CITY: DAYTON STATE: OH ZIP: 45459 BUSINESS PHONE: 9374287172 MAIL ADDRESS: STREET 1: 7777 WASHINGTON VILLAGE DRIVE STREET 2: SUITE 130 CITY: DAYTON STATE: OH ZIP: 45459 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DAYTON SUPERIOR CAPITAL TRUST CENTRAL INDEX KEY: 0001092689 STANDARD INDUSTRIAL CLASSIFICATION: STEEL PIPE & TUBES [3317] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12B SEC ACT: SEC FILE NUMBER: 001-11781-01 FILM NUMBER: 99713384 BUSINESS ADDRESS: STREET 1: 7777 WASHINGTON VILLAGE DRIVE STREET 2: SUITE 130 CITY: DAYTON STATE: OH ZIP: 45459 BUSINESS PHONE: 9374287172 MAIL ADDRESS: STREET 1: 7777 WASHINGTON VILLAGE DRIVE STREET 2: SUITE 130 CITY: DAYTON STATE: OH ZIP: 45459 8-A12B 1 DAYTON SUPERIOR CORPORATION 8-A12B 1 ================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 --------------------------------- DAYTON SUPERIOR CORPORATION (Exact name of registrant as specified in its charter) OHIO 31-0676346 (State of incorporation or organization) (I.R.S. Employer Identification Number)
DAYTON SUPERIOR CAPITAL TRUST (Exact name of registrant as specified in its charter) DELAWARE 31-6625500 (State of incorporation or organization) (I.R.S. Employer Identification Number)
7777 Washington Village Drive, Suite 130 Dayton, Ohio 45459 (Address of Principal Executive Offices for both Registrants) -------------------------------- 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. 9 Securities Act Registration Statement File Number to Which this Form Relates: 333-84613 Securities to Be Registered Pursuant to Section 12(b) of the Act: Title of Each Class Name of Each Exchange of Which To Be So Registered Each Class Is to Be Registered -------------------------------------------- ------------------------------------ ___% Convertible Trust Preferred Securities of Dayton Superior New York Stock Exchange Capital Trust (And the Guarantee with Respect Thereto by Dayton Superior Corporation)
Securities to Be Registered Pursuant to Section 12(g) of the Act: None -------------------------------- (Title of Class) ================================================================================ 2 ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED. The description of Dayton Superior Capital Trust's Convertible Trust Preferred Securities and the guarantee of Dayton Superior Corporation, as included under the captions "Description of the Preferred Securities," "Description of the Guarantee" and "Description of the Debentures" in the Prospectus forming a part of the Registrants' Registration Statement on Form S-3, filed with the Securities and Exchange Commission on August 6, 1999, Registration Number 333-84613, including exhibits, and as subsequently amended from time to time (the "Registration Statement"), is hereby incorporated by reference. ITEM 2. EXHIBITS. EXHIBIT NO. DESCRIPTION 1. Certificate of Trust of Dayton Superior Capital Trust (incorporated herein by reference to Exhibit 4.4 to the Registration Statement). 2. Form of Amended and Restated Trust Agreement of Dayton Superior Capital Trust among Dayton Superior Corporation, as depositor, Firstar Bank, N.A., as Property Trustee, Mark A. Ferrucci, as Delaware Trustee, and the Administrative Trustees named therein (incorporated by reference to Exhibit 4.5 to the Registration Statement). 3. Form of Preferred Security (included in Exhibit D to Exhibit 2 above). 4. Form of Guarantee Agreement between Dayton Superior Corporation, as Guarantor, and Firstar Bank, N.A., as Guarantee Trustee, with respect to the Preferred Securities (incorporated herein by reference to Exhibit 4.9 to the Registration Statement). 5. Form of Junior Convertible Subordinated Indenture between Dayton Superior Corporation, and Firstar Bank, N.A., as Indenture Trustee (incorporated herein by reference to Exhibit 4.6 to the Registration Statement). 6. Form of Debenture (included in Section 2.2 and 2.3 to Exhibit 5 above). SIGNATURE Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, each of the Registrants has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized. Date: September 17, 1999 DAYTON SUPERIOR CORPORATION By /s/ Alan F. McIlroy Name: Alan F. McIlroy Title: Vice President and Chief Financial Officer -2- 3 DAYTON SUPERIOR CAPITAL TRUST By Dayton Superior Corporation, as depositor By /s/ John M. Rutherford Name: John M. Rutherford Title: Treasurer -3- -----END PRIVACY-ENHANCED MESSAGE-----