-----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, QZ+bLPe3HZdboTjppf0kaET58IWWLqFmNksVl6QbtHEajkBXyuCgIHqhP+kDYHL2 OPj1gNqWYwk3iGm1jfdkbA== 0000950130-99-007016.txt : 19991214 0000950130-99-007016.hdr.sgml : 19991214 ACCESSION NUMBER: 0000950130-99-007016 CONFORMED SUBMISSION TYPE: 8-A12G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19991213 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRITEL INC CENTRAL INDEX KEY: 0001088383 STANDARD INDUSTRIAL CLASSIFICATION: RADIO TELEPHONE COMMUNICATIONS [4812] IRS NUMBER: 640896417 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12G/A SEC ACT: SEC FILE NUMBER: 000-28435 FILM NUMBER: 99773211 BUSINESS ADDRESS: STREET 1: 1080 RIVER OAKS DRIVE STREET 2: SUITE B 100 CITY: JACKSON STATE: MS ZIP: 39208 BUSINESS PHONE: 6039292606 MAIL ADDRESS: STREET 1: 1080 RIVER OAKS DRIVE STREET 2: SUITE B 100 CITY: JACKSON STATE: MS ZIP: 39208 8-A12G/A 1 AMENDMENT #1 TO FORM 8-A 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 TRITEL, INC. ------------ (Exact name of registrant as specified in its charter) Delaware 64-6896417 ------------ ---------- (State of incorporation or (IRS employer identification no.) organization) Tritel, Inc. 39201 500 E. Capitol Street, Suite 500 ---------- Jackson, MS 39201 (zip code) - ------------------ (Address of principal executive offices) Securities to be registered pursuant to Section 12(b) of the Act: Title of each class to be so Name of each exchange on which each registered class is to be registered NONE NONE Securities to be registered pursuant to Section 12(g) of the Act: Class A common stock, par value $0.01 per share Item 1. Description of Registrant's Securities to be Registered. A description of the Class A common stock of the Registrant is set forth in the information provided under "Description of Capital Stock" in the Registrant's prospectus, dated November 26, 1999, forming a part of the Registrant's Registration Statement on Form S-1, as amended (File No. 333-91207) (the "Registration Statement"), as filed with the Securities and Exchange Commission (the "Commission") on November 18, 1999, and such information is incorporated herein by reference. Such information shall be included in the final form of the prospectus included in the Form S-1 and filed under Rule 424(b) of the Securities Act. 2 Item 2. Exhibits. The following exhibits to the Registration Statement or to the Registrant's Registration Statement on Form S-4 as filed with the Commission on July 8, 1999 or amendments thereto (the "Form S-4 Registration Statement"), as indicated, are hereby incorporated by reference: (1) Restated Certificate of Incorporation of Tritel, Inc. (Exhibit 3.3 to the Form S-4 Registration Statement). (2) By-Laws of Tritel, Inc. (Exhibit 3.4 to the Form S-4 Registration Statement). (3) Form of Certificate of Amendment to Restated Certificate of Incorporation. (Exhibit 3.3 to the Registration Statement). (4) Form of Amended and Restated Bylaws. (Exhibit 3.4 to the Registration Statement). (5) Form of Class A common stock certificate to be issued by Tritel, Inc. (Exhibit 4.1 to the Registration Statement). (6) Stockholders' Agreement, dated as of January 7, 1999, by and among Tritel, Inc. and AT&T Wireless PCS LLC, the Cash Equity Investors and Management Shareholders named therein. (Exhibit 10.1.1 to the Form S-4 Registration Statement). (7) First Amendment to Stockholders' Agreement, dated as of August 27, 1999, by and among Tritel, Inc. and AT&T Wireless PCS LLC, the Cash Equity Investors and Management Shareholders named therein. (Exhibit 10.1.2 to the Form S-4 Registration Statement). (8) Second Amendment to Stockholders' Agreement, dated as of September 1, 1999, by and among Tritel, Inc. and AT&T Wireless PCS LLC, the Cash Equity Investors and Management Shareholders named therein. (Exhibit 10.1.3 to the Form S-4 Registration Statement). (9) Third Amendmet to Stockholders' Agreement, dated as of November 17, 1999, by among Tritel, Inc. and AT&T Wireless PCS LLC, the Cash Equity Investors and Management Shreholders named therein. (Exhibit 10.1.4 to the Registration Statement). (10) Fourth Amendment to Stockholders' Agreement, dated as of December 10, 1999, by among Tritel, Inc. and AT&T Wireless PCS LLC, the Cash Equity Investors and Management Shareholders named therein. (Exhibit 10.1.5 to the Registration Statement). (11) Investors Stockholders' Agreement, dated as of January 7, 1999, by and among Tritel, Inc., Washington National Insurance Company, United Presidential Life Insurance Company, Dresdner Kleinwort Benson Private Equity Partners LP, Toronto Dominion Investors, Inc., Entergy Wireless Corporation, General Electric Capital Corporation, Triune PCS, LLC, FCA Venture Partners II, LP, Clayton Associates, LLC, Trillium PCS, LLC, Airwave Communications, LLC, Digital PCS, LLC, and the Stockholders named therein. (Exhibit 10.2 to the Form S-4 Registration Statement). 3 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. TRITEL, INC. (Registrant) By: /s/ E.B. Martin, Jr. --------------------------- Name: E.B. Martin, Jr. Title: Executive Vice President Treasurer-Chief Financial Officer December 13, 1999 4 -----END PRIVACY-ENHANCED MESSAGE-----