-----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, WC5kk7EvDP0Ab33enL2GwylK0jqW5zhLRTsdul26kfGqoXME0PIMyBdWjr/K8p+C akCoxNRYZifyXxFfqddhLA== 0000950114-97-000002.txt : 19970109 0000950114-97-000002.hdr.sgml : 19970109 ACCESSION NUMBER: 0000950114-97-000002 CONFORMED SUBMISSION TYPE: 8-A12G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970108 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST BANKS INC CENTRAL INDEX KEY: 0000710507 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 431175538 STATE OF INCORPORATION: MO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12G SEC ACT: 1934 Act SEC FILE NUMBER: 000-20632 FILM NUMBER: 97502690 BUSINESS ADDRESS: STREET 1: 135 N MERAMEC AVE CITY: ST LOUIS STATE: MO ZIP: 63105 BUSINESS PHONE: 3148544600 MAIL ADDRESS: STREET 1: 135 N MERAMEC AVE CITY: ST LOUIS STATE: MO ZIP: 63105 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST PREFERRED CAPITAL TRUST CENTRAL INDEX KEY: 0001029587 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 431765214 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12G SEC ACT: 1934 Act SEC FILE NUMBER: 000-20632-01 FILM NUMBER: 97502691 BUSINESS ADDRESS: STREET 1: 135 NORTH MGRAMEC AVE CITY: ST LOUIS STATE: MO ZIP: 63105 BUSINESS PHONE: 3148544600 MAIL ADDRESS: STREET 1: 135 NORTH MGRAMEC AVENUE CITY: ST LOUIS STATE: MO ZIP: 63105 8-A12G 1 FIRST BANKS, INC. FORM 8-A12G 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 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 ------------------------------ FIRST BANKS, INC. FIRST PREFERRED CAPITAL TRUST - ------------------------------------ ------------------------------------- (Exact name of registrant (Exact name of registrant as specified in its charter) as specified in its charter) Missouri Delaware - ------------------------------------ ------------------------------------- (State of Incorporation (State of Incorporation or Organization) or Organization) 43-1175538 43-1765214 - ------------------------------------ ------------------------------------- (IRS Employer Identification Number) (IRS Employer Identification Number) c/o First Banks, Inc. 135 North Meramec Avenue 135 North Meramec Avenue St. Louis, Missouri 63105 St. Louis, Missouri 63105 - ------------------------------------ ----------------------------------- (Address of Principal (Address of Principal Executive Offices) Executive Offices) If this Form relates to the registration of a class of debt securities and is effective upon filing pursuant to General Instruction A(c)(1), please check the following box. / / If this Form relates to the registration of a class of debt securities and is to become effective simultaneously with the effectiveness of a concurrent registration 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: Name of each exchange Title of each class on which each class to be so registered is to be registered None. Not Applicable. Securities to be registered pursuant to Section 12(g) of the Act: ___% Cumulative Trust Preferred Securities (and the Guarantee with respect thereto) ---------------------------------------- (Title of Class) 2 ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED For a full description of the % Cumulative Trust Preferred Securities (the "Preferred Securities") issued by First Preferred Capital Trust, a Delaware statutory business trust (the "Trust") and the guarantee with respect to the Preferred Securities by First Bank Inc., a Missouri corporation (the "Company"), both of which are being registered hereby, reference is made to the information contained under the captions "Description of the Preferred Securities," "Description of the Subordinated Debentures," and "Description of the Guarantee" in the Prospectus that forms part of the Registration Statement (Registration Nos. 333-18369 and 333-18369-01) (the "Registration Statement") filed by the Company and the Trust with the Securities and Exchange Commission ("SEC") on December 20, 1996, under the Securities Act of 1933, as amended (the "Act"). The information contained in the Registration Statement and the Prospectus are incorporated herein by reference. Definitive copies of the Prospectus describing the Preferred Securities will be filed pursuant to Rule 430A or pursuant to an amendment to the Registration Statement under the Act and shall be incorporated by reference into this Registration Statement on Form 8-A. ITEM 2. EXHIBITS 2.1 Certificate of Trust of First Preferred Capital Trust. Incorporated by reference to Exhibit 4.3 to the Registration Statement. 2.2(a) Trust Agreement of First Preferred Capital Trust. Incorporated by reference to Exhibit 4.4 to the Registration Statement. 2.2(b) Form of Amended and Restated Trust Agreement of First Preferred Capital Trust. Incorporated by reference to Exhibit 4.5 to the Registration Statement. 2.3 Form of Preferred Security Certificate of First Preferred Capital Trust. Incorporated by reference to Exhibit 4.6 to the Registration Statement (included as an exhibit to Exhibit 4.5 of the Registration Statement). 2.4 Form of Preferred Securities Guarantee Agreement for First Preferred Capital Trust. Incorporated by reference to Exhibit 4.7 of the Registration Statement. 2.5 Form of Indenture between First Banks, Inc. and State Street Bank and Trust Company, as Trustee. Incorporated by reference to Exhibit 4.1 to the Registration Statement. 2.7 Form of Subordinated Debenture. Incorporated by reference to Exhibit 4.2 to the Registration Statement (included as an exhibit to Exhibit 4.1 to the Registration Statement). 2 3 SIGNATURES Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrants have duly caused this Registration Statement to be signed on their behalf by the undersigned, thereunto duly authorized. Dated: January 8, 1997 FIRST BANKS, INC. FIRST PREFERRED CAPITAL TRUST By: /s/ Allen H. Blake By: /s/ Allen H. Blake --------------------------------- ------------------------------ Allen H. Blake Allen H. Blake, as Trustee Executive Vice President and Chief Financial Officer 3 -----END PRIVACY-ENHANCED MESSAGE-----