Securities Registration (section 12(b)) (8-a12b)
May 21 2019 - 11:16AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR
REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
SPIRE INC.
(Exact name of registrant as specified in its charter)
|
|
|
Missouri
|
|
74-2976504
|
(State of incorporation or organization)
|
|
(I.R.S. Employer Identification No.)
|
700 Market Street
St. Louis, Missouri 63101
(Address of principal executive offices and zip code)
Securities to be registered
pursuant to Section 12(b) of the Act:
|
|
|
Title of each class
to be so registered
|
|
Name of each exchange on which each
class is to be registered
|
Depositary Shares, each representing a 1/1,000
th
interest in a share of 5.90% Series A Cumulative Redeemable Perpetual Preferred Stock, par value
$25.00 per share
|
|
New York Stock Exchange LLC
|
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) or (e), 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) or (e), check the following box. ☐
If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box. ☐
Securities Act registration statement file number to which this form relates (if applicable):
333-231443
Securities to be registered pursuant to Section 12(g) of the Act:
None
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1.
|
Description of Registrants Securities to be Registered.
|
The securities to be registered hereby are depositary shares (the Depositary Shares), each representing a 1/1,000
th
interest in a share of 5.90% Series A Cumulative Redeemable Perpetual Preferred Stock, par value $25.00 per share (the Series A Preferred Stock), of Spire Inc., a Missouri corporation
(the Company). The descriptions of the Depositary Shares and the underlying Series A Preferred Stock are contained in the Companys Prospectus, dated May 14, 2019, included in the Companys registration statement on Form
S-3,
as amended (File
No. 333-231443)
under the captions Description of Depositary Shares and Description of Capital Stock, and the Companys
Prospectus Supplement with respect to the Depositary Shares, dated May 14, 2019, under the captions Description of the Depositary Shares and Description of the Series A Preferred Stock, and those sections are
incorporated herein by reference. The Depositary Shares are expected to be listed on the New York Stock Exchange LLC.
The summary
descriptions of the Depositary Shares and the underlying Series A Preferred Stock do not purport to be complete and are qualified in their entirety by reference to the exhibits, which are incorporated by reference herein and may be amended from time
to time.
The documents listed below are filed as exhibits to this Registration Statement.
|
|
|
Exhibit
|
|
Description
|
|
|
3.1
|
|
Articles of Incorporation, as amended, effective as of April 28, 2016 (incorporated by reference to Exhibit 3.1 to the Companys Current Report on
Form 8-K
filed on
May 3, 2016, File
No. 1-16681).
|
|
|
3.2
|
|
Certificate of Designations with respect to the Series A Preferred Stock, dated May 16, 2019 (incorporated by reference to Exhibit 3.1 to the Companys Current Report on
Form 8-K
filed on May 21, 2019, File
No. 1-16681).
|
|
|
3.3
|
|
Bylaws, as amended, effective April 28, 2016 (incorporated by reference to Exhibit 3.2 to the Companys Current Report on
Form 8-K
filed on May 3, 2016, File
No. 1-16681).
|
|
|
4.1
|
|
Deposit Agreement, dated as of May 21, 2019 among Spire Inc., Computershare Inc. and Computershare Trust Company, N.A., acting jointly as depositary, and the holders from time to time of the depositary receipts described
therein (incorporated by reference to Exhibit 4.1 to the Companys Current Report on
Form 8-K
filed on May 21, 2019, File
No. 1-16681).
|
|
|
4.2
|
|
Form of Certificate representing the Series A Preferred Stock (included in Exhibit 3.2 hereto).
|
|
|
4.3
|
|
Form of Depositary Receipt for the Depositary Shares (included in Exhibit 4.1 hereto).
|
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 hereunto duly authorized.
|
|
|
|
|
|
|
|
|
|
|
|
|
SPIRE INC.
|
|
|
|
Date: May 21, 2019
|
|
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ Steven P. Rasche
|
|
|
|
|
|
|
Name:
|
|
Steven P. Rasche
|
|
|
|
|
|
|
Title:
|
|
Executive Vice President, Chief Financial Officer
|
Spire (NYSE:SR)
Historical Stock Chart
From Aug 2024 to Sep 2024
Spire (NYSE:SR)
Historical Stock Chart
From Sep 2023 to Sep 2024