SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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
ABC BANCORP ABC BANCORP CAPITAL TRUST I
(Exact name of Co-Registrant (Exact name of Co-Registrant
as specified in its charter) as specified in its charter)
Georgia Delaware
(State of incorporation (State of incorporation
or organization) or organization)
58-1456434 58-6451743
(I.R.S. Employer (I.R.S. Employer
Indentification No.) Indentification No.)
24 2/nd/ Avenue, S.E.
Moultrie, Georgia 31768
(Address, including zip code, of Co-Registrant's principal executive offices)
If this Form relates to the registration If this Form relates to the registration
of a class of debt securities and is of a class of debt securities and is to
effective upon filing pursuant to General become effective simultaneously with
Instruction A(c)(1) please check the the effectiveness of a concurrent regis-
following box. [X] Act of 1933 pursuant to General
Instruction A(c)(2) please check the
following box. [_]
Securities Act registration statement file numbers to which this form relates:
333-69140
-------------------
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
------------------- ------------------------------
___% Cumulative Trust Preferred Securities American Stock Exchange
(and the Guarantee with respect thereto)
Securities to be registered pursuant to Section 12(g) of the Act:
None
-----------------------
(Title of Class)
Item 1. Description of Registrants' Securities to be Registered.
For a full description of the ___% Cumulative Trust Preferred Securities
(the "Trust Preferred Securities") of ABC Bancorp Capital Trust I and the
guarantee (the "Guarantee") of ABC Bancorp being registered hereby, reference is
made to the information contained under the captions "Description of the
Preferred Securities," "Description of the Debentures," and "Description of the
Guarantee" in the final prospectus to be filed by the co-registrants pursuant to
Rule 424(b) under the Securities Act of 1933, as amended (the "Securities Act"),
which prospectus shall be deemed to be incorporated by reference into this
registration statement on Form 8-A. The prospectus forms a part of the joint
Registration Statement on Form S-3 (Registration No. 333-69140) filed by ABC
Bancorp and ABC Bancorp Capital Trust I with the Securities and Exchange
Commission on September 7, 2001, under the Securities Act (the "Registration
Statement").
Item 2. Exhibits.
The following exhibits are filed as a part of this registration statement:
Exhibit
Number Description of Exhibits
------ -----------------------
2.1 - Certificate of Trust of ABC Bancorp Capital Trust I
(incorporated herein by reference to Exhibit 4.3 to the
Registration Statement).
2.2 - Trust Agreement of ABC Bancorp Capital Trust I (incorporated
herein by reference to Exhibit 4.4 to the Registration
Statement).
2.3 - Form of Amended and Restated Trust Agreement of ABC Bancorp
Capital Trust I (incorporated herein by reference to Exhibit 4.5
to the Registration Statement).
2.4 - Form of Preferred Securities Certificate of ABC Bancorp Capital
Trust I (incorporated herein by reference to Exhibit 4.6 to the
Registration Statement which is included as Exhibit D to Exhibit
4.5 to the Registration Statement).
2.5 - Form of Preferred Securities Guarantee Agreement of ABC Bancorp
Capital Trust I (incorporated herein by reference to Exhibit 4.7
to the Registration Statement).
2.6 - Form of Indenture for Subordinated Debentures (incorporated
herein by reference to Exhibit 4.1 to the Registration
Statement).
2.7 - Form of Subordinated Debenture (incorporated herein by reference
to Exhibit 4.2 to the Registration Statement which is included as
Exhibit A to Exhibit 4.1 to the Registration Statement).
2
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the co-registrants have duly caused this registration statement to be
signed on their behalf by the undersigned, thereunto duly authorized.
Dated: November 2, 2001
ABC BANCORP
By: /s/ Kenneth J. Hunnicutt
------------------------------------------
Kenneth J. Hunnicutt,
Chairman and Chief Executive Officer
ABC BANCORP CAPITAL TRUST I
By: ABC Bancorp, as Depositor
By: /s/ Kenneth J. Hunnicutt
------------------------------------------
Kenneth J. Hunnicutt,
Chairman and Chief Executive Officer
3
EXHIBIT INDEX
Exhibit
Number Description of Exhibits
------ -----------------------
2.1 - Certificate of Trust of ABC Bancorp Capital Trust I
(incorporated herein by reference to Exhibit 4.3 to the
Registration Statement).
2.2 - Trust Agreement of ABC Bancorp Capital Trust I (incorporated
herein by reference to Exhibit 4.4 to the Registration
Statement).
2.3 - Form of Amended and Restated Trust Agreement of ABC Bancorp
Capital Trust I (incorporated herein by reference to Exhibit 4.5
to the Registration Statement).
2.4 - Form of Preferred Securities Certificate of ABC Bancorp Capital
Trust I (incorporated herein by reference to Exhibit 4.6 to the
Registration Statement which is included as Exhibit D to Exhibit
4.5 to the Registration Statement).
2.5 - Form of Preferred Securities Guarantee Agreement of ABC Bancorp
Capital Trust I (incorporated herein by reference to Exhibit 4.7
to the Registration Statement).
2.6 - Form of Indenture for Subordinated Debentures (incorporated
herein by reference to Exhibit 4.1 to the Registration
Statement).
2.7 - Form of Subordinated Debenture (incorporated herein by reference
to Exhibit 4.2 to the Registration Statement which is included as
Exhibit A to Exhibit 4.1 to the Registration Statement).