SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________
FORM 8-A/A
FOR REGISTRATION OF CERTAIN CLASSES OF
SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF
THE SECURITIES EXCHANGE ACT OF 1934
HON INDUSTRIES Inc.
(Exact name of registrant as specified in its charter)
IOWA 42-0617510
(State of incorporation or organization) (IRS Employer
Identification No.)
414 East Third Street, P.O. Box 1109, 52761-7109
Muscatine, Iowa (Zip Code)
(Address of principal executive offices)
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),
please check the following
box. X
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),
please check the following
box.
Securities Act registration 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
to be so registered
Preferred Share Purchase Rights
Name of each exchange on which
each class is to be registered
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 Securities to be Registered.
On August 10, 1998, the Directors of HON INDUSTRIES Inc. (the
"Company") declared a dividend distribution of one right (a
"Right") for each share of common stock, par value $1.00 per share
(the "Common Shares"), of the Company outstanding at the close of
business on August 20, 1998 (the "Record Date"), pursuant to the
terms of a Rights Agreement, dated as of August 13, 1998 (the
"Rights Agreement"), between the Company and Harris Trust and
Savings Bank, 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 C to the Rights Agreement.
ITEM 2. Exhibits.
Exhibit
Number Exhibit
4.1 Rights Agreement (including a Form of Statement
of Resolution as Exhibit A thereto, a Form of
Right Certificate as Exhibit B thereto and a
Summary of Rights to Purchase Preferred Shares
as Exhibit C thereto)*
99.1 Form of letter to stockholders, dated
August 19, 1998*
99.2 Press release, dated August 13, 1998*
*This Exhibit was previously filed as an exhibit to the Company's
Registration Statement on Form 8-A filed on August 14, 1998.
<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, thereto duly authorized.
HON INDUSTRIES Inc.
By: /s/ James I. Johnson
Name: James I. Johnson
Title: Vice President, General
Counsel and Secretary
Dated: September 14, 1998
<PAGE>
INDEX TO EXHIBITS
Exhibit
Number Exhibit
4.1 Rights Agreement (including a Form of Statement of
Resolution as Exhibit A thereto, a Form of Right
Certificate as Exhibit B thereto and a Summary of
Rights to Purchase Common Shares as Exhibit C
thereto)*
99.1 Form of letter to shareholders, dated August 19,
1998*
99.2 Press release, dated August 13, 1998*
*This Exhibit was previously filed as an exhibit to the Company's
Registration Statement on Form 8-A filed on August 14, 1998.
