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FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
LINDSAY MANUFACTURING CO.
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(Exact name of registrant as specified in its charter)
Delaware 47-0554096
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(State of incorporation or organization) (I.R.S Employer
Identification No.)
Box 156, East Highway 91, Lindsay, NE 68644
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(Address of principal executive offices) (Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
<TABLE>
<CAPTION>
Title of each class Name of each exchange on which
to be so registered each class is to be registered
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<S> <C>
Common Stock, $1 par value New York Stock Exchange
</TABLE>
Securities to be registered pursuant to Section 12(g) of the Act:
None
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(Title of Class)
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Item 1. Description of Registrant's Securities
to be Registered
Common Stock, $1 Par Value
The Company is authorized to issue 25,000,000 shares of Common
Stock. Subject to the rights of holders of Preferred Stock, holders of
Common Stock are entitled to receive dividends when and as declared by
the Board of Directors, to share ratably in the assets of the Company
legally available for distribution to holders of Common Stock in the
event of liquidation, dissolution, distribution of assets or winding up
of the Company and to one vote per share on all matters to be voted on by
the stockholders. Holders of Common Stock do not have cumulative voting
rights in the election of directors and have no preemptive, subscription,
redemption or conversion rights. All outstanding shares of Common Stock
are fully paid and non-assessable.
Subject to the requirements of the General Corporation Law of the
State of Delaware (the "Delaware Law"), 2,000,000 shares of Preferred
Stock, none of which is outstanding or currently proposed to be issued,
may be issued in series, with such preferences and dividend, conversion,
redemption, liquidation, voting and other rights, if any, as shall be
determined from time to time by resolution of the Board of Directors,
without further authorization by the stockholders, and all of such
preferences may be on terms more favorable than those granted to the
Common Stock. The issuance of Preferred Stock or the issuance of rights
to purchase such shares could be used to discourage an unsolicited
acquisition proposal and such issuance may adversely affect the rights of
holders of Common Stock.
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SIGNATURES
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.
LINDSAY MANUFACTURING CO.
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(Registrant)
By: /s/ Bruce C. Karsk
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Bruce C. Karsk,
Vice President of Finance,
Treasurer and Secretary,
Principal Financial and
Accounting Officer
Dated: September 24, 1997
