-----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, VxvnZMI4xTiWsgN3QdT9u3cO6jRh27YyrjuR4C3v1TgZVoZZbxPRNij7IO9Yi12K k/zQl67lVMhbtatjRRjYfw== 0000950124-96-002484.txt : 19960605 0000950124-96-002484.hdr.sgml : 19960605 ACCESSION NUMBER: 0000950124-96-002484 CONFORMED SUBMISSION TYPE: 8-A12B PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19960604 SROS: CSX SROS: NYSE SROS: PSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: KMART CORP CENTRAL INDEX KEY: 0000056824 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-VARIETY STORES [5331] IRS NUMBER: 380729500 STATE OF INCORPORATION: MI FISCAL YEAR END: 0129 FILING VALUES: FORM TYPE: 8-A12B SEC ACT: 1934 Act SEC FILE NUMBER: 001-00327 FILM NUMBER: 96576662 BUSINESS ADDRESS: STREET 1: 3100 W BIG BEAVER RD CITY: TROY STATE: MI ZIP: 48084 BUSINESS PHONE: 8106431000 MAIL ADDRESS: STREET 1: 3100 W BIG BEAVER ROAD CITY: TROY STATE: MI ZIP: 48084 FORMER COMPANY: FORMER CONFORMED NAME: KRESGE S S CO DATE OF NAME CHANGE: 19770921 8-A12B 1 FORM 8-A 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 (g) OF THE SECURITIES EXCHANGE ACT OF 1934 KMART CORPORATION Michigan 38-0729500 KMART FINANCING I Delaware 38-6667809 - ------------------------------------ -------------------------------------- --------------------------------------------- (Exact Name of Registrant (State of Incorporation (I.R.S. Employer Identification No.) as Specified in its Charter) or Organization) 3100 West Big Beaver Road Troy, Michigan 48084 - ---------------------------------------- ----------------------------------- (Address of Principal Executive Offices) (Zip Code) If this Form relates to the registration If this Form relates to the registration of a class of debt securities and is of a class of debt securities and is to effective upon filing pursuant to become effective simultaneously with the General Instruction A(c)(1) please check effectiveness of a concurrent registration the following box. / / statement under the Securities Act of 1933 pursuant to General Instruction A(c)(2) please check the following box. / /
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 ------------------- ------------------------------ __ % Convertible Trust Preferred Secu- New York Stock Exchange rities of Kmart Financing I (and the Guarantee with respect thereto by Kmart Corporation) Securities to be registered pursuant to Section 12(g) of the Act: None 2 INFORMATION REQUIRED IN REGISTRATION STATEMENT Item 1. Description of Registrant's Securities to be Registered. The class of securities to be registered hereby is the __ % Convertible Trust Preferred Securities (the "Preferred Securities"), representing undivided beneficial interests in the assets of Kmart Financing I, a statutory business trust created under the laws of the State of Delaware (the "Trust"). For a description of the Preferred Securities, reference is made to the information set forth under the headings "Description of Trust Preferred Securities" and "Description of Trust Preferred Securities Guarantees" in the Registration Statement on Form S-3 (Registration No. 33-64905) filed with the Securities and Exchange Commission (the "Commission") on December 11, 1995 under the Securities Act of 1933, as amended (the "Act"), Amendment No. 1 thereto filed with the Commission on February 16, 1996, Amendment No. 2 thereto filed with the Commission on March 14, 1996 and Amendment No. 3 thereto filed with the Commission on March 22, 1996 (such Registration Statement, as so amended, being hereinafter referred to as the "Registration Statement"), which description is incorporated herein by reference. Definitive copies of the prospectus and the prospectus supplement describing the Preferred Securities will be filed pursuant to Rule 424(b) under the Securities Act of 1933, as amended, and shall be incorporated by reference into this Registration Statement on Form 8-A. Item 2. Exhibits. 2.1 Certificate of Trust dated February 16, 1996 of Kmart Financing I (incorporated herein by reference to Exhibit 4(d) to the Registration Statement). 2.2 Form of Amended and Restated Declaration of Trust of Kmart Financing I (incorporated herein by reference to Exhibit 4(h)(i) to the Registration Statement). 2.3 Form of Preferred Security (incorporated herein by reference to Exhibit A-1 of Exhibit 4(h)(i) to the Registration Statement). 2.4 Form of Preferred Securities Guarantee for the benefit of the holders of Preferred Securities of Kmart Financing I (incorporated herein by reference to Exhibit 4(j)(i) to the Registration Statement). 2.5 Form of Indenture for Subordinated Debt Securities between Kmart Corporation and The Bank of New York, as trustee (incorporated herein by reference to Exhibit 4(b) to the Registration Statement). 2.6 Form of Supplemental Indenture to be used in connection with the issuance of Subordinated Debt Securities and Preferred Securities (incorporated herein by reference to Exhibit 4(i) to the Registration Statement). 2 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. KMART FINANCING I Dated: June 4, 1996 By: /s/ Marvin P. Rich ------------------------------- Marvin P. Rich, Trustee By: /s/ James P. Churilla ------------------------------- James P. Churilla, Trustee KMART CORPORATION Sponsor of the Registrant and Guarantor under the Guarantee By: /s/ A.N. Palizzi ------------------------------- Name: A.N. Palizzi Title: Executive Vice President and General Counsel 3 -----END PRIVACY-ENHANCED MESSAGE-----