-----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, M35Jwxx3Hz5eAkmqGKK5RslsBBuiimOFcPwVKJr5yjvxWAWuKqA0k/VFqHbhYxe5 fzvPHMSv+DX8qm3rS2J+Jg== 0001047469-97-008276.txt : 19980102 0001047469-97-008276.hdr.sgml : 19980102 ACCESSION NUMBER: 0001047469-97-008276 CONFORMED SUBMISSION TYPE: 8-A12B PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19971219 SROS: CSX FILER: COMPANY DATA: COMPANY CONFORMED NAME: IMC GLOBAL INC CENTRAL INDEX KEY: 0000820626 STANDARD INDUSTRIAL CLASSIFICATION: 2870 IRS NUMBER: 363492467 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-A12B SEC ACT: SEC FILE NUMBER: 001-09759 FILM NUMBER: 97740911 BUSINESS ADDRESS: STREET 1: 2100 SANDERS RD CITY: NORTHBROOK STATE: IL ZIP: 60062 BUSINESS PHONE: 8472729200 MAIL ADDRESS: STREET 1: 2345 WAUKEGAN ROAD - SUITE E-200 CITY: BANNOCKBURN STATE: IL ZIP: 60015-5516 FORMER COMPANY: FORMER CONFORMED NAME: IMC FERTILIZER GROUP INC DATE OF NAME CHANGE: 19920703 8-A12G 1 8-A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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 IMC GLOBAL INC. - - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) DELAWARE 36-3492467 - - ----------------------- --------------------- (State of incorporation (I.R.S. Employer or organization) Identification No.) 2100 Sanders Road, Northbrook, Illinois 60062 - - --------------------------------------------------- (Address of principal executive offices) (Zip Code) If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective upon filing pursuant to General Instruction A(c) please check the following box. [ ] If this form related 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) please check the following box. [X] Securities to be registered pursuant to Section 12(b) of the Act: None - - ------------------------------------------------------------------ Securities to be registered pursuant to Section 12(g) of the Act: Warrants to purchase IMC Global Inc. common stock, $1.00 par value including associated preferred stock purchase rights -------------------------------------------------------------- (Title of Class) ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED The description of the Registrant's Warrants to purchase the Registrant's common stock, par value $1.00 per share, and the associated preferred stock purchase rights (the "Warrants") appearing under the caption "OTHER TERMS OF THE MERGER AGREEMENT--IGL Warrants" in the Registrant's Joint Proxy Statement/Prospectus, dated November 17, 1997, included in its Registration Statement on Form S-4, as amended (File No. 333-40377), is incorporated herein by reference. The Warrants have been authorized for listing on the NYSE, subject to approval of the issuance of the Warrants by the Stockholders of the Registrant. ITEM 2. EXHIBITS Exhibit No. Description - - ----------- ----------- 1 The Registrant's Restated Certificate of Incorporation is hereby incorporated by reference to the Registrant's Report on Form 8-K dated November 1, 1994. 2 The Registrant's By-laws are hereby incorporated by reference to Exhibit 4.5 to the Registrant's Registration Statement on Form S-4 (File No. 333-40377). 3 The Rights Agreement between the Registrant and The First National Bank of Chicago, as Rights Agent, (the "Rights Agreement") is hereby incorporated by reference to Exhibit 10.35 to the Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 1989. 4 Amendment to Rights Agreement effective as of April 29, 1993 is hereby incorporated by reference to Exhibit 3.2 of the Registrant's Registration Statement on Form 8-A/A-1 dated January 12, 1996. 5 Amendment to Rights Agreement, dated August 17, 1995 is hereby incorporated by reference to Exhibit 1 of the Registrant's Registration Statement on Form 8-A/A dated September 7, 1995. 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. Date: December 19, 1997 IMC GLOBAL INC. By: /s/ Marschall I. Smith --------------------------- Marschall I. Smith Senior Vice President and General Counsel EXHIBIT INDEX Exhibit No. Description - - ----------- ----------- 1 The Registrant's Restated Certificate of Incorporation is hereby incorporated by reference to the Registrant's Report on Form 8-K dated November 1, 1994. 2 The Registrant's By-laws are hereby incorporated by reference to Exhibit 4.5 to the Registrant's Registration Statement on Form S-4 (File No. 333-40377). 3 The Rights Agreement between the Registrant and The First National Bank of Chicago, as Rights Agent, (the "Rights Agreement") is hereby incorporated by reference to Exhibit 10.35 to the Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 1989. 4 Amendment to Rights Agreement effective as of April 29, 1993 is hereby incorporated by reference to Exhibit 3.2 of the Registrant's Registration Statement on Form 8-A/A-1 dated January 12, 1996. 5 Amendment to Rights Agreement, dated August 17, 1995 is hereby incorporated by reference to Exhibit 1 of the Registrant's Registration Statement on Form 8-A/A dated September 7, 1995. -----END PRIVACY-ENHANCED MESSAGE-----