-----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, OHjU6Qf+z+e6ZGMjQtO3+u8TRdEFEMSfVKPxi6zYy8jnVV7HssK7OZmbvb0ajjA5 nsB+eY1MfsVcRqxj63VaHQ== 0000893220-04-001958.txt : 20040914 0000893220-04-001958.hdr.sgml : 20040914 20040914172509 ACCESSION NUMBER: 0000893220-04-001958 CONFORMED SUBMISSION TYPE: 8-A12B/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20040914 DATE AS OF CHANGE: 20040914 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LIBERTY PROPERTY TRUST CENTRAL INDEX KEY: 0000921112 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 237768996 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12B/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-13130 FILM NUMBER: 041030314 BUSINESS ADDRESS: STREET 1: 65 VALLEY STREAM PKWY STREET 2: STE 100 CITY: MALVERN STATE: PA ZIP: 19355 BUSINESS PHONE: 6106481700 MAIL ADDRESS: STREET 1: 65 VALLEY STREAM PKWY STREET 2: SUITE 100 CITY: MALVERN STATE: PA ZIP: 19355 FORMER COMPANY: FORMER CONFORMED NAME: ROUSE & ASSOCIATES PROPERTY TRUST DATE OF NAME CHANGE: 19940421 8-A12B/A 1 w01961e8va12bza.htm FORM 8-A12B/A FOR LIBERTY PROPERTY TRUST e8va12bza
 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-A/A

For Registration of Certain Classes of Securities
Pursuant to Section 12(b) or (g) of the
Securities Exchange Act of 1934

LIBERTY PROPERTY TRUST

(Exact name of registrant as specified in its charter)
     
Maryland   23-7768996
(State of incorporation or organization)   (I.R.S. Employer Identification No.)
     
65 Valley Stream Parkway    
Malvern, Pennsylvania   19355
(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. x

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. o

Securities to be registered pursuant to Section 12(b) of the Act:

     
Title of each class
to be so registered 		  Name of each exchange on which
each class is to be registered
     
Preferred Share    
Purchase Rights   New York Stock Exchange

Securities to be registered pursuant to Section 12(g) of the Act:

     
None
(Title of class)

 

 

Description of Registrant’s Securities to be Registered.

      On September 14, 2004, Liberty Property Trust (the “Trust”) entered into a First Amended and Restated Rights Agreement (the “First Amended and Restated Rights Agreement”) with Equiserve Trust Company, N.A., as Rights Agent, to amend certain of the provisions of its Rights Agreement, dated as of December 17, 1997 (the “Original Rights Agreement”).

     The Original Rights Agreement has been amended by the First Amended and Restated Rights Agreement to establish that the Shareholder Rights Plan Committee of the Trust’s Board of Trustees (which shall, unless otherwise designated by the Board of Trustees, consist of the Corporate Governance and Nominating Committee of the Board of Trustees) shall review the First Amended and Restated Rights Agreement in order to consider whether the maintenance of such agreement continues to be in the best interests of the Trust and its shareholders. Such committee shall conduct such review periodically when, as and in such manner as the committee deems appropriate, after giving due regard to all relevant circumstances; provided, however, that the committee shall take such action at least every three years. Following each such review, such committee will report its conclusions to the full Board of Trustees, including any recommendation in light thereof as to whether the First Amended and Restated Rights Agreement should be modified or the Rights (as defined in the First Amended and Restated Rights Agreement) should be redeemed. Such committee shall be comprised only of trustees of the Trust who shall have been determined by the full Board of Trustees to be independent such that they would be eligible for service on the Audit Committee of the Board of Trustees. The Shareholder Rights Plan Committee is authorized to retain such legal counsel, financial advisors and other advisors as the committee deems appropriate in order to assist such committee in carrying out its foregoing responsibilities under the First Amended and Restated Rights Agreement.

     The First Amended and Restated Rights Agreement is attached hereto as Exhibit 1. The foregoing description of the amendments to the Original Rights Agreement does not purport to be complete and is qualified in its entirety by reference to the First Amended and Restated Rights Agreement.

Item 2. Exhibits.

1   First Amended and Restated Rights Agreement, dated as of September 14, 2004, between Liberty Property Trust and Equiserve Trust Company, N.A. as Rights Agent (incorporated herein by reference to Exhibit 4 to the Registrant’s Current Report on Form 8-K dated September 14, 2004).

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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, thereunto duly authorized.

         
    LIBERTY PROPERTY TRUST
 
        
  By:   /s/ James J. Bowes 
     
 
      James J. Bowes
Secretary and General Counsel
 
        
Dated: September 14, 2004
        

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Exhibit Index

     
Exhibit Number
   Description
1
  First Amended and Restated Rights Agreement, dated as of September 14, 2004, between Liberty Property Trust and Equiserve Trust Company, N.A., as Rights Agent (incorporated herein by reference to Exhibit 4 to the Registrant’s Current Report on Form 8-K dated September 14, 2004).

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