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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
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THE INTERCEPT GROUP, INC.
(Exact name of Registrant as Specified in its Charter)
Georgia 58-2237359
(State of Incorporation (I.R.S. Employer
or Organization) Identification Number)
3150 Holcomb Bridge Road
Suite 200
Norcross, Georgia 30071
(Address of Principal Executive Offices) (Zip Code)
If this form relates to If this form relates to the
the registration of a class registration of a class of
of securities pursuant to securities pursuant to
Section 12(b) of the Exchange Section 12(g) of the Exchange Act
Act and is effective pursuant and is effective pursuant to General
to General Instruction A.(c), Instruction A.(d), please check
please check the following box. [X] the following box. [_]
Securities Act registration statement file number to which this form relates:
333-47197
Securities to be registered pursuant to Section 12(b) of the Act:
Title of Each Class Name of Each Exchange on
Be so Registered Which Each Class is to be Registered
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Common Stock, no par value per share American Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act:
N/A
(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
For information with respect to the common stock, no par value per share
(the "Common Stock"), of The Intercept Group, Inc., a Georgia corporation (the
"Registrant"), see the information under the captions "Description of Capital
Stock" and "Dividend Policy" contained in the prospectus to be filed by the
Company pursuant to Rule 424(b) and deemed a part of Amendment No. 4 to the
Registrant's Registration Statement on Form S-1 filed with the Securities and
Exchange Commission pursuant to the Securities Act of 1933 on June 5, 1998, as
such Registration Statement may be amended further from time to time (as so
amended, the "Form S-1"). The prospectus is deemed to be incorporated herein by
reference.
ITEM 2. EXHIBITS.
The following exhibits are filed as a part of this Registration Statement:
Exhibit No. Description
- ------------ ------------
1. Amended and Restated Articles of Incorporation of
the Registrant (incorporated by reference to
Exhibit 3.1 to the Form S-1).
2. Bylaws (Amended and Restated) of the Registrant
(incorporated by reference to Exhibit 3.2 to the
Form S-1).
3. Specimen Common Stock Certificate (incorporated
by reference to Exhibit 4.2 to the Form S-1).
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.
THE INTERCEPT GROUP, INC.
/s/ John W. Collins
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John W. Collins
Chief Executive Officer
Date: June 8, 1998
