SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
----------
FORM 8-A/A
AMENDMENT NO. 1
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(B) OR 12(G) OF THE
SECURITIES EXCHANGE ACT OF 1934
Wausau-Mosinee Paper Corporation
------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Its Charter)
Wisconsin 39-0690900
--------------------------------------------------------------------------------
(State of Incorporation or Organization) (I.R.S. Employer Identification No.)
1244 Kronenwetter Drive
Mosinee, Wisconsin 54455-9099
--------------------------------------------------------------------------------
(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 securities pursuant to Section
12(b) of the Exchange Act and 12(g) of the Exchange Act and is
is effective pursuant to effective pursuant to General
General Instruction A.(c), Instruction A.(d),
please check the following please check the following
box. [X] 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
------------------- ------------------------------
Preferred Share Purchase Rights New York Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act:
None
------------------------------------------------------------------------------
(Title of Class)
<PAGE>
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO
BE REGISTERED.
Item 1 of the Company's Registration Statement on Form 8-A, dated
October 28, 1998, is amended to add the following paragraph at the conclusion of
Item 1:
First Amendment to Agreement and Appointment of Successor Rights Agent
----------------------------------------------------------------------
On August 22, 2000, the Board of Directors of the Company adopted an
amendment (the "Amendment") to the Agreement, effective as of the date of its
adoption, revising the minimum capital requirement obligations of any successor
Rights Agent such that a successor Rights Agent could satisfy such capital
requirements by (1) having a combined capital and surplus of at least
$50 million, or (2) having a combined capital and surplus of at least
$25 million and having been approved by the New York Stock Exchange to act as
a transfer agent and/or registrar for listed companies in accordance with
Paragraphs 601.02 and 601.03 of the New York Stock Exchange Listed Company
Manual, or any successor provisions pertaining to the subject matter thereof.
A copy of the Amendment is filed as Exhibit 4.1(a) hereto and is incorporated
herein by reference.
Contemporaneous with its adoption of the Amendment, the Company appointed
Continental Stock Transfer & Trust Company as the Rights Agent under the
Agreement, effective as of October 2, 2000.
ITEM 2. EXHIBITS.
Exhibit No. Description
----------- -----------
4.1(a) Amendment, dated as of August 22, 2000,
between Wausau-Mosinee Paper
Corporation, a Wisconsin corporation
(the "Company"), and Harris Trust and
Savings Bank (the "Rights Agent") to
that certain agreement, dated as of
October 21, 1998, between the Company
and the Rights Agent
1
<PAGE>
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, thereunto duly authorized.
Dated: December 18, 2000
WAUSAU-MOSINEE PAPER CORPORATION
By /s/ Gary P. Peterson
-------------------------------
Gary P. Peterson
Senior Vice President-Finance,
Secretary and Treasurer
2
<PAGE>
EXHIBIT INDEX
-------------
Exhibit No. Description
----------- -----------
4.1(a) Amendment, dated as of August 22, 2000,
between Wausau-Mosinee Paper
Corporation, a Wisconsin corporation
(the "Company"), and Harris Trust and
Savings Bank (the "Rights Agent") to
that certain agreement, dated as of
October 21, 1998, between the Company
and the Rights Agent
3