UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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
LAIDLAW INTERNATIONAL, INC.
(Exact Name of Registrant as Specified in Its Charter)
DELAWARE 98-0390488
(State of Incorporation or Organization) (I.R.S. Employer Identification No.)
55 SHUMAN BLVD., SUITE 400
NAPERVILLE, ILLINOIS 60563
(Address of Principal Executive Offices) (Zip Code)
If this form relates to the If this form relates to the
registration of a class of registration of a class of
securities pursuant to Section 12(b) securities pursuant to Section 12(g)
of the Exchange Act and is effective of the Exchange Act and is effective
pursuant to General Instruction Pursuant to General Instruction
A.(c), please check the following A.(d), please check the following
box. [ ] box. [X]
Securities Act registration statement file number
to which this form relates:_______________
(If applicable)
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
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NONE NONE
Securities to be registered pursuant to Section 12(g) of the Act:
PREFERRED STOCK PURCHASE RIGHTS
(Title of class)
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
On June 23, 2003, in connection with the consummation of Laidlaw
International, Inc.'s Third Amended Joint Plan of Reorganization, the Company
declared a distribution of one right for each share of Common Stock, par value
$.01 per share, of the Company outstanding at the close of business on July 3,
2003, pursuant to the terms of a Rights Agreement, dated as of June 23, 2003, by
and between the Company and Wells Fargo Bank Minnesota, National Association, as
rights agent. The Rights Agreement also provides, subject to specified
exceptions and limitations, that Common Shares issued or delivered from the
Company's treasury after the Record Date will be entitled to and accompanied by
Rights. The Rights are in all respects subject to and governed by the provisions
of the Rights Agreement, a copy of which (including all exhibits thereto) is
filed as Exhibit 4.1 hereto and incorporated herein by this reference. A summary
description of the Rights is set forth in Exhibit B to the Rights Agreement.
ITEM 2. EXHIBITS
Exhibit
Number Exhibit
4.1 Rights Agreement, dated as of June 23, 2003, by and between
Laidlaw International, Inc. and Wells Fargo Bank Minnesota,
National Association, as rights agent (including a Form of
Right Certificate as Exhibit A thereto and a Summary of
Rights to Purchase Preferred Stock as Exhibit B thereto)
(filed as Exhibit 4.3 to the Form 8-K filed on July 9, 2003
and incorporated herein by references).
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.
LAIDLAW INTERNATIONAL, INC.
By: /s/ Ivan R. Cairns
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Name: Ivan R. Cairns
Title: Senior Vice President and
General Counsel
Date: July 16, 2003