-----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, Mee+yiNvh/iSLTtsBiuybbULXpJg0waXUMP3ufN7ZbYqLfTGFXlaqPQKbhgLuiOZ acXg0krjVcrOgfSR+RGyAQ== 0000910195-97-000178.txt : 19970704 0000910195-97-000178.hdr.sgml : 19970704 ACCESSION NUMBER: 0000910195-97-000178 CONFORMED SUBMISSION TYPE: 8-A12G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970703 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: APPLE SOUTH INC CENTRAL INDEX KEY: 0000849101 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 592778983 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12G SEC ACT: 1934 Act SEC FILE NUMBER: 000-19542 FILM NUMBER: 97636435 BUSINESS ADDRESS: STREET 1: HANCOCK AT WASHINGTON CITY: MADISON STATE: GA ZIP: 30650 BUSINESS PHONE: 7063424552 MAIL ADDRESS: STREET 1: HANCOCK AT WASHINGTON CITY: MADISON STATE: GA ZIP: 30650 FILER: COMPANY DATA: COMPANY CONFORMED NAME: APPLE SOUTH FINANCING I CENTRAL INDEX KEY: 0001037657 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12G SEC ACT: 1934 Act SEC FILE NUMBER: 000-19542-01 FILM NUMBER: 97636436 BUSINESS ADDRESS: STREET 1: C/O APPLE SOUTH INC STREET 2: HANCOCK AT WASHINGTON CITY: MADISON STATE: GA ZIP: 30650 BUSINESS PHONE: 7063424552 8-A12G 1 FORM 8-A 12G FOR APPLE SOUTH FINANCING I AND APPLE As filed with the Securities and Exchange Commission on July 3, 1997 Registration No. 333- 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 _________________________ APPLE SOUTH, INC. APPLE SOUTH FINANCING I (Exact name of registrant as specified in its charter) Georgia 59-2778983 Delaware 58-2315421 (State or other jurisdiction of (I.R.S. Employer Identification Number) incorporation or organization) Hancock at Washington Madison, Georgia 30650 (Address of Principal Executive Office; Zip Code) _________________________ 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: Title of Each Class Name of Each Exchange on Which to be so Registered Each Class is to be Registered None None Securities to be registered pursuant to Section 12(g) of the Act: $3.50 Term Convertible Securities, Series A of Apple South Financing I and the Guarantee of Apple South, Inc. with respect thereto __________________________ The Commission respectfully is requested to send copies of all notices, orders, and communications to: LARRY D. LEDBETTER or DENNIS J. STOCKWELL Kilpatrick Stockton LLP 1100 Peachtree Street, Suite 2800 Atlanta, Georgia 30309 (404) 815-6500 Item 1. Description of Registrant's Securities to be Registered. The class of securities hereby registered is the $3.50 Term Convertible Securities, Series A (the "Trust Preferred Securities"), representing preferred undivided beneficial interests in the assets of Apple South Financing I, a statutory business trust created under the laws of the State of Delaware (the "Trust"), and the guarantee of Apple South, Inc. ("Apple South") with respect thereto (the "Guarantee"). For a description of the Trust Preferred Securities and the Guarantee, the information set forth in the Prospectus forming a part of the Registration Statement on Form S-3 (Registration Nos. 333-25205 and 333-25205-01) of Apple South and the Trust filed with the Securities and Exchange Commission (the "Commission") on April 15, 1997, as amended, is incorporated herein by reference. For purposes of such description, any prospectus filed by Apple South and the Trust pursuant to Rule 424(b) under the Securities Act shall be deemed to be incorporated herein by reference. Item 2. Exhibits. Each of the following exhibits was previously filed as indicated with the Commission and is incorporated herein by reference. 2.1 Trust Agreement of Apple South Financing I, dated as of February 18, 1997, among Apple South, Inc., First Union National Bank of Georgia, First Union Bank of Delaware and Lansing S. Patterson filed as exhibit 4.1 to the Registration Statement on Form S-3 of Apple South and the Trust, as amended (Registration No. 333-25205). 2.2 Amended and Restated Declaration of Trust of Apple South Financing I, dated as of March 11, 1997, among Apple South, Inc., as Sponsor, First Union National Bank of Georgia, as Institutional Trustee, First Union Bank of Delaware, as Delaware Trustee, and the Regular Trustees named therein filed as exhibit 4.2 to the Registration Statement on Form S-3 of Apple South and the Trust, as amended (Registration No. 333-25205). 2.3 Indenture for the 7% Convertible Subordinated Debentures, dated as of March 6, 1997, between Apple South, Inc. and First Union National Bank of Georgia, as Trustee filed as exhibit 4.3 to the Registration Statement on Form S-3 of Apple South and the Trust, as amended (Registration No. 333- 25205). 2.4 Form of $3.50 Term Convertible Security, Series A (included in Exhibit 2.2) 2.5 Form of 7% Convertible Subordinated Debenture (included in Exhibit 2.3) 2.6 Preferred Securities Guarantee Agreement, dated as of March 11, 1997, between Apple South, Inc., as Guarantor, and First Union National Bank of Georgia, as Preferred Guarantee Trustee filed as exhibit 4.6 to the Registration Statement on Form S-3 of Apple South and the Trust, as amended (Registration No. 333-25205). 2.7 Registration Rights Agreement, dated as of March 11, 1997, among Apple South, Inc., Apple South Financing I, J.P. Morgan Securities, Inc., and Smith Barney Inc. filed as exhibit 4.7 to the Registration Statement on Form S-3 of Apple South and the Trust, as amended (Registration No. 333- 25205). 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, thereto duly authorized. Date: June 6, 1997 APPLE SOUTH FINANCING I By: /s/ Lansing S. Patterson___ Lansing S. Patterson, Regular Trustee Date: June 6, 1997 APPLE SOUTH, INC. By: /s/ Tom E. DuPree, Jr.__ Tom E. DuPree, Jr. Chief Executive Officer and Chairman of the Board of Directors -----END PRIVACY-ENHANCED MESSAGE-----