-----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, J8E8meVbg3VnA53/lRpjMutgzmX7XA0kf74HFdyE9GQt/Bax24cWAwpdO97hYKfD GeSG4vNE0ijYiakzhQz+kw== 0001193125-03-019820.txt : 20030715 0001193125-03-019820.hdr.sgml : 20030715 20030715172528 ACCESSION NUMBER: 0001193125-03-019820 CONFORMED SUBMISSION TYPE: 8-A12B/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030715 FILER: COMPANY DATA: COMPANY CONFORMED NAME: APEX MORTGAGE CAPITAL INC CENTRAL INDEX KEY: 0001045956 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 954650863 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12B/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-13637 FILM NUMBER: 03787927 BUSINESS ADDRESS: STREET 1: 865 FIGUEROA STREET STREET 2: STE 1800 CITY: LOS ANGELES STATE: CA ZIP: 90017 BUSINESS PHONE: 2132440461 MAIL ADDRESS: STREET 1: 865 S. FIGUEROA STREET STREET 2: SUITE 1800 CITY: LOS ANGELES STATE: CA ZIP: 90017 8-A12B/A 1 d8a12ba.txt FORM 8-A, AMENDMENT NO. 1 ================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------------------- Amendment No. 1 to 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 Apex Mortgage Capital, Inc. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Maryland 95-4650863 - ------------------------------------------- ---------------------- (State of Incorporation or Organization) (I.R.S. Employer Identification Number) 865 South Figueroa Street, Los Angeles, California 90017 - ------------------------------------------------------- ---------------------- (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. [_] Securities Act registration statement file number to which this form relates: Not applicable --------------------- (if applicable) Securities to be registered pursuant to Section 12(b) of the Act: Title of Each Class Name of Each Exchange on Which to be so Registered Each Class is to be Registered ------------------- ------------------------------ Preferred Stock Purchase Rights American Stock Exchange _____________________________________________ _____________________________________________ _____________________________________________ _____________________________________________
Securities to be registered pursuant to Section 12(g) of the Act: none - -------------------------------------------------------------------------------- (Title of Class) ================================================================================ EXPLANATORY NOTE This amendment is filed to update the disclosure made on Form 8-A fled with the Securities and Exchange Commission (the "SEC") on July 27, 1999 to reflect the terms of a recent amendment to the Shareholder Rights Agreement, dated as of July 19, 1999, by and between the Company and The Bank of New York, as Rights Agent which agreement defines the terms of the class of securities registered thereby and hereby. Item 1. Description of the Registrant's Securities to be Registered. A description of the Preferred Stock Purchase Rights of Apex Mortgage Capital, Inc. (the "Company") is contained in (i) a Current Report on Form 8-K, dated June 30, 1999 and filed with the SEC on July 27, 1999, and (ii) a subsequent Current Report on Form 8-K, dated July 12, 2003 and filed with the SEC on July 15, 2003, and such descriptions are incorporated herein by reference. Item 2. Exhibits. Exhibit No. Description - ----------- --------------------------------------------------------- 1 Shareholder Rights Agreement dated as of July 19, 1999, by and between the Company and The Bank of New York, as Rights Agent (including as Exhibit A the form of Articles Supplementary relating to the underlying Series A Junior Participating Preferred Stock; as Exhibit B the form of Rights Certificate; and as Exhibit C the Summary of Rights) (previously filed as Exhibit 4.1 to the Company's Current Report on Form 8-K, dated June 30, 1999 and filed July 27, 1999 and incorporated herein by reference). 2 First Amendment to Shareholder Rights Agreement dated as of July 15, 2003, by and between the Company and The Bank of New York, as Rights Agent (including as Exhibit A the form of Articles Supplementary relating to the underlying Series A Junior Participating Preferred Stock; as Exhibit B the form of Rights Certificate; and as Exhibit C the Summary of Rights) (previously filed as Exhibit 4.1 to the Company's Current Report on Form 8-K, dated July 12, 2003 and filed on July 15, 2003 and incorporated herein by reference). 2 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. APEX MORTGAGE CAPITAL, INC. (Registrant) Date: July 15, 2003 By: /s/ Philip A. Barach -------------------------------------- Philip A. Barach President and Chief Executive Officer 3 -----END PRIVACY-ENHANCED MESSAGE-----