-----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, Kh3lzK20UOKYcjaD5IHJLobGLIwYGwmkgp1Bx+JWKyPswoZL2d3F4G9TmOV0K2+t uLppaUmqfymDVa9ssEpLEQ== 0000893220-99-000341.txt : 19990318 0000893220-99-000341.hdr.sgml : 19990318 ACCESSION NUMBER: 0000893220-99-000341 CONFORMED SUBMISSION TYPE: 8-A12B PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990317 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HERCULES INC CENTRAL INDEX KEY: 0000046989 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS CHEMICAL PRODUCTS [2890] IRS NUMBER: 510023450 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12B SEC ACT: SEC FILE NUMBER: 001-00496 FILM NUMBER: 99567382 BUSINESS ADDRESS: STREET 1: 1313 N MARKET ST STREET 2: HERCULES PLZ CITY: WILMINGTON STATE: DE ZIP: 19894 BUSINESS PHONE: 3025945000 MAIL ADDRESS: STREET 1: HERCULES PLAZA STREET 2: RM 8151 NW CITY: WILMINGTON STATE: DE ZIP: 19894-0001 FORMER COMPANY: FORMER CONFORMED NAME: HERCULES POWDER CO DATE OF NAME CHANGE: 19680321 8-A12B 1 HERCULES INCORPORATED FORM 8-A 1 FORM 8-A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(B) OR (G) OF THE SECURITIES EXCHANGE ACT OF 1934 HERCULES TRUST I HERCULES INCORPORATED (Exact name of registrant as specified in its charter) Delaware 51-6510396 Delaware 51-0023450 (State of incorporation or organization) (I.R.S. Employer Identification No.) Hercules Plaza, 1313 North Market Street, Wilmington, Delaware 19894-0001 (Address of principal executive offices) (Zip Code)
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 9.42% Trust Originated Preferred SecuritiesSM New York Stock Exchange, Inc.
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), 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), check the following box. [ ] Securities Act registration statement file number to which this form relates: 333-63423 Securities to be registered pursuant to Section 12(g) of the Act: None 2 ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED. The title of the class of securities to be registered hereunder is 9.42% Trust Originated Preferred Securities (the "Preferred Securities"). The Preferred Securities are being issued by Hercules Trust I. A description of the Preferred Securities is set forth in Hercules Incorporated's Registration Statement on Form S-3 (File No. 333-63423) filed with the Securities and Exchange Commission (the "Commission") under the Securities Act of 1933, as amended (the "Securities Act"), on September 15, 1998, as amended by Pre-Effective Amendment No. 1 thereto filed on October 29, 1998, and declared effective by the Commission on October 30, 1998, and as further amended by Post-Effective Amendment No. 1 thereto filed and declared effective on November 9, 1998 (as amended, the "Registration Statement") under the captions of "Description of the Securities to be Offered," "Description of Debt Securities-Description of Junior Subordinated Debentures," "Description of Trust Preferred Securities" and "Description of Guarantees" and in the Prospectus Supplement relating thereto dated March 12, 1999, filed with the Commission on March 15, 1999, pursuant to Rule 424(b)(5) under the Securities Act under the captions "Certain Terms of the Preferred Securities" and "Certain Terms of the Debentures," which description is hereby incorporated by reference herein. Any form of prospectus or prospectus supplement that includes such description that is subsequently filed by the registrant as part of an amendment to the Registration Statement or otherwise pursuant to Rule 424(b) under the Securities Act is hereby incorporated by reference herein. ITEM 2. EXHIBITS. 1. Certificate of Trust of Hercules Trust I (incorporated herein by reference to Exhibit 4.5 to the Registration Statement). 2. Trust Agreement of Hercules Trust I (incorporated herein by reference to Exhibit 4.9 to the Registration Statement ). 3. Form of Amended and Restated Trust Agreement of Hercules Trust I (incorporated herein by reference to Exhibit 4.13 to Pre-Effective Amendment No. 1 to the Registration Statement ("Amendment No. 1")). 4. Form of 9.42% Trust Originated Preferred Securities of Hercules Trust I (incorporated herein by reference to Exhibit 4.2 to Hercules Incorporated's Current Report on Form 8-K filed March 17, 1999 (the "Hercules 8-K")). 2 3 5. Form of Junior Subordinated Debentures Indenture between Hercules Incorporated and the Chase Manhattan Bank, as Trustee (the "Junior Subordinated Debentures Indenture") (incorporated herein by reference to Exhibit 4.4 to Amendment No. 1). 6. Officers' Certificate, dated as of March 17, 1999, pursuant to the Junior Subordinated Debentures Indenture (incorporated herein by reference to Exhibit 4.1 to the Hercules 8-K). 7. Form of 9.42% Junior Subordinated Deferrable Interest Debentures due 2029 (incorporated herein by reference to Exhibit 4.3 to the Hercules 8-K). 8. Form of Preferred Securities Guarantee Agreement with respect to Hercules Trust I (incorporated herein by reference to Exhibit 4.28 to Amendment No. 1). 3 4 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. DATE: March 17, 1999 HERCULES TRUST I By: /s/ Israel J. Floyd ---------------------------- Name: Israel J. Floyd Title: Administrative Trustee HERCULES INCORPORATED By: /s/ Israel J. Floyd ---------------------------- Name: Israel J. Floyd Title: Corporate Secretary 4 -----END PRIVACY-ENHANCED MESSAGE-----