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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
SUNRISE MEDICAL INC.
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
Delaware 95-3836867
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(State of incorporation or organization) (I.R.S. Employer Identification No.)
2382 Faraday Avenue, Suite 200, Carlsbad, CA 92008
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(Address of principal executive offices) (Zip Code)
If this Form relates to the registration of a class of securities and is
effective upon filing pursuant to General Instruction A(c)(1), please check the
following box. [ ]
If this Form relates to the registration of class of debt securities and is to
become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1933 pursuant to General
Instruction A(c)(2), please check the following 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
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Common Stock Purchase Rights New York Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act:
None
(Title of Class)
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Item 1. Description of Registrant's Securities to be Registered.
On February 9, 1999 Sunrise Medical Inc. (the "Company") executed the First
Amendment to Rights Agreement (the "First Amendment"), which amended in certain
respects the Amended and Restated Rights Agreement between the Company and
ChaseMellon Shareholder Services, L.L.C., dated as of May 16, 1997 (the "Amended
and Restated Rights Agreement").
The First Amendment, among other things, eliminates provisions in the
Amended and Restated Rights Agreement that would have required certain
actions to be taken only by "Interested Directors." Except as modified
above, Item 1 of the Registrant's Form 8-A filed June 29, 1992, as previously
amended, is incorporated herein by reference. A copy of the First Amendment
has been filed as an exhibit to the Registrant's Current Report on Form 8-K
filed with the Securities and Exchange Commission on February 11, 1999 and is
incorporated herein by reference. The foregoing discussion is qualified in
its entirety by reference to the First Amendment and the Amended and Restated
Rights Agreement.
Item 2. Exhibits.
4.1 First Amendment to Rights Agreement, dated as of February 9, 1999,
between Sunrise Medical Inc. and ChaseMellon Shareholder Services,
L.L.C., as Rights Agent.(1)
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(1) Incorporated by reference from the Company's Current Report on Form 8-K
filed with the Securities and Exchange Commission on February 11, 1999.
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the Registrant has duly caused this amendment to the registration
statement to be signed on its behalf by the undersigned hereunto duly
authorized.
SUNRISE MEDICAL INC.
By: /s/ Steven A. Jaye
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Steven A. Jaye,
Senior Vice President, General
Counsel and Secretary
