-----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, Gy0VlkjbZJKMjfiKPPcZDTzXXZxOEn3+LaSXxSSdtCiCT7Zq8EcaNRK5xpjJWOmj ILh1vjvGWLnRuWJGG3Hn+A== 0000950131-02-004125.txt : 20021104 0000950131-02-004125.hdr.sgml : 20021104 20021104145044 ACCESSION NUMBER: 0000950131-02-004125 CONFORMED SUBMISSION TYPE: 8-A12B PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20021104 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CONCORD EFS INC CENTRAL INDEX KEY: 0000740112 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 042462252 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12B SEC ACT: 1934 Act SEC FILE NUMBER: 001-31527 FILM NUMBER: 02808104 BUSINESS ADDRESS: STREET 1: 2525 HORIZON LAKE DR STE 120 CITY: MEMPHIS STATE: TN ZIP: 38133 BUSINESS PHONE: 9013718000 MAIL ADDRESS: STREET 1: 2525 HORIZON LAKE DRIVE STREET 2: SUITE 120 CITY: MEMPHIS STATE: TN ZIP: 38133 FORMER COMPANY: FORMER CONFORMED NAME: CONCORD COMPUTING CORP DATE OF NAME CHANGE: 19920515 8-A12B 1 d8a12b.txt FORM 8-A12B SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 ---------- 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 CONCORD EFS, INC. ----------------- (Exact Name of Registrant as Specified in Its Charter) Delaware 04-2462252 -------- ---------- (State of Incorporation or Organization) (IRS Employer Identification No.) 2525 Horizon Lake Drive, Suite 120, Memphis, Tennessee 38133 ----------------------------- ----- (Address of Principal Executive Offices) (Zip Code) If this form relates to the If this form relates to the registration of a class of securities registration of a class of securities pursuant to Section 12(b) of the pursuant to Section 12(g) of the Exchange Act and is effective pursuant Exchange Act and is effective pursuant to General Instruction A.(c), please to General Instruction A.(d), please check the following box. [X] check the following box. [_] Securities Act registration statement file number to which this form relates: N/A ------ (If applicable) Securities to be registered pursuant to Section 12(b) of the Act: Name of Each Exchange on Which Title of Each Class to be so Registered Each Class is to be Registered --------------------------------------- ------------------------------ Common Stock, $0.33 1/3 par value New York Stock Exchange Securities to be registered pursuant to Section 12(g) of the Act: N/A --------- Item 1. Description of Registrant's Securities. Our authorized capital stock consists of 1,500,000,000 shares of common stock, par value $0.33 1/3 per share. Holders of our common stock are entitled to receive ratably such dividends as may be declared from time to time by our board of directors out of funds legally available therefor. Voting Rights Each holder of our common stock is entitled to one vote for each share held on any matter submitted to a vote of our stockholders, including the election of directors. Our stockholders do not have cumulative voting rights. Provided that a quorum is present at the stockholder meeting and except as otherwise required by Delaware corporate law, our Restated Certificate of Incorporation, as amended ("our charter"), or our by-laws, our directors are elected by a plurality of the votes of the shares present in person or represented by proxy at the meeting and entitled to vote on the election of directors, and all other matters submitted to a vote of our stockholders are decided by the affirmative vote of a majority of shares present in person or represented by proxy at the meeting and entitled to vote on such matters. Amendment of By-laws Subject to the fulfillment of certain conditions, our by-laws may be altered, amended, or repealed at any meeting of our board of directors by the vote of a majority of the directors present at such meeting or at any meeting of our stockholders by a vote of the holders of the majority of the stock issued and outstanding and entitled to vote at such meeting. Preemption, Conversion, Redemption, Etc. The holders of our common stock have no conversion rights or preemptive rights to purchase additional securities issued by us, and our common stock is not subject to calls or further assessments by us. There are no redemption or sinking fund provisions applicable to our common stock. Liquidation Rights In the event of our liquidation, dissolution, or winding up, the holders of our common stock are entitled to share ratably in all of our assets available for distribution to such holders after payment of all debts and other liabilities. Miscellaneous EquiServe Trust Company, N.A. is the transfer agent and registrar for our common stock. Item 2. Exhibits. None. 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, thereunto duly authorized. Date: November 4, 2002 CONCORD EFS, INC. By: /s/ Edward T. Haslam ----------------------------------- Edward T. Haslam Senior Vice President, Chief Financial Officer, and Treasurer 3 -----END PRIVACY-ENHANCED MESSAGE-----