-----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, Sy7uqiaidHzvCGnUeSGX28KpCEnRhOwTqvtnUuYPrhEYn8+MYNp5HQVnGDhS5E1G DQLJ+tMvKALNclG2sNG4gw== 0000812191-10-000019.txt : 20100402 0000812191-10-000019.hdr.sgml : 20100402 20100402131111 ACCESSION NUMBER: 0000812191-10-000019 CONFORMED SUBMISSION TYPE: 8-A12B/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20100402 DATE AS OF CHANGE: 20100402 FILER: COMPANY DATA: COMPANY CONFORMED NAME: REHABCARE GROUP INC CENTRAL INDEX KEY: 0000812191 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HOSPITALS [8060] IRS NUMBER: 510265872 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12B/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-14655 FILM NUMBER: 10727491 BUSINESS ADDRESS: STREET 1: 7733 FORSYTH BLVD STREET 2: SUITE 2300 CITY: ST LOUIS STATE: MO ZIP: 63105 BUSINESS PHONE: 3148637422 MAIL ADDRESS: STREET 1: 7733 FORSYTH BLVD 23RD FLR STREET 2: SUITE 2300 CITY: ST. LOUIS STATE: MO ZIP: 63105 FORMER COMPANY: FORMER CONFORMED NAME: REHABCARE CORP DATE OF NAME CHANGE: 19940218 8-A12B/A 1 eighta412010.htm REHABCARE GROUP, INC. 8-A/A eighta412010.htm



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________________________________
 
FORM 8-A/A
 
Amendment No. 1 to
Registration Statement on Form 8-A
 
For Registration of Certain Classes of Securities
Pursuant to Section 12(b) or (g) of the
Securities Exchange Act of 1934

 
REHABCARE GROUP, INC.
(Exact name of Company as specified in its charter)

Delaware
001-14655
51-0265872
(State or other jurisdiction
(Commission
(I.R.S. Employer
of incorporation)
File Number)
Identification No.)

 
7733 Forsyth Boulevard
  
 
Suite 2300
  
 
St. Louis, Missouri
63105
 
(Address of principal executive offices)
(Zip Code)
     
 
Securities 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
Preferred Share Purchase Rights
  
New York Stock Exchange


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.  [  ]

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:    N/A
 

Securities registered pursuant to Section 12(g) of the Act:
 
None
(Title of Class)



 
 
 



Item 1.
Description of Registrant’s Securities to be Registered.

Reference is made Item 1 of the Registration Statement on Form 8-A of Rehabcare Group, Inc. (the “Company”) filed with the Securities and Exchange Commission September 25, 2002 relating to the distribution by the Company of one preferred share purchase right (a “Right”) for each outstanding share of the Company’s common stock (par value $0.01 per share) pursuant to the rights agreement (the “Rights Agreement”), dated as of August 28, 2002, by and between the Company and Computershare Trust Company, Inc. (now known as Computershare Trust Company, N.A.), as Rights Agent (the “Rights Agent”).

On April 1, 2010, the Company and the Rights Agent entered into an amendment (the “Amendment”) to the Rights Agreement, to be effective on April 1, 2010.  Pursuant to the Amendment, the Final Expiration Date of the Rights (each as defined in the Rights Agreement) was advanced from October 1, 2012 to April 1, 2010.  As a result of the Amendment, as of April 1, 2010, the Rights will no longer be outstanding and will not be exercisable.

Item 3.
Exhibits.

See Exhibit Index immediately following the signature to this Amendment No. 1 to Registration Statement on Form 8-A.

 
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, thereto duly authorized.

Dated:  April 2, 2010
REHABCARE GROUP, INC.

 
By:
/s/Jay W. Shreiner
 
Name:
Jay W. Shreiner
 
Title:
Executive Vice President and
Chief Financial Officer






 
3
 

EXHIBIT INDEX


Number
Description

4.1
Amendment dated April 1, 2010 to Rights Agreement dated as of August 28, 2002, by and between RehabCare Group, Inc. and Computershare Trust Company, Inc. (now known as Computershare Trust Company, N.A.), as Rights Agent (incorporated herein by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on April 2, 2010.
 
4


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