As filed with the Securities and Exchange Commission on December 5, 2001
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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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ARAMARK WORLDWIDE CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware 23-3086414
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
ARAMARK Tower
1101 Market Street
Philadelphia, Pennsylvania 19107
(Address of principal executive offices) (Zip Code)
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If this form relates to the registration If this form relates to the registration
of a class of securities pursuant to of a class of securities pursuant to
Section 12(b) of the Exchange Act and is Section 12(g) of the Exchange Act and is
effective upon filing pursuant to effective pursuant to General
General Instruction A.(c), please check Instruction A.(d), please check the
the following box. following box.
[X] [ ]
Securities Act registration statement file numbers to which this form relates:
333-65226
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which each
to be so registered: class is to be registered:
Class B Common Stock New York Stock Exchange
Par Value $0.01 Per Share
Series C Preferred Share New York Stock Exchange
Purchase Rights
Securities to be registered pursuant to Section 12(g) of the Act:
Title of each class
to be so registered:
None
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Item 1. Description of Registrant's Securities to be Registered.
Class B Common Stock and Series C Preferred Share Purchase Rights
A description of the Class B Common Stock, par value $0.01 per share
(the "Class B Common Stock") and the right to purchase one share of Series C
Preferred Stock associated with each share of Class B Common Stock (the "Rights"
and, together with the Class B Common Stock, the "Securities") of ARAMARK
Worldwide Corporation (the "Registrant") will be contained in the Registrant's
Registration Statement on Form S-1 (File No. 333-65226) (the "S-1 Registration
Statement"). The descriptions of the Securities contained in the S-1
Registration Statement under "Description of Capital Stock, Certificate of
Incorporation and Bylaws" are incorporated in this Item 1 by reference.
Item 2. Exhibits
1. Form of Merger Agreement (incorporated by reference to Exhibit 2 to the S-1 Registration Statement).
2. Form of Amended and Restated Certificate of Incorporation of the Registrant (incorporated by reference
to Exhibit 3.1 to the S-1 Registration Statement).
3. Form of Amended and Restated Bylaws of the Registrant (incorporated by reference to Exhibit 3.2 to the
S-1 Registration Statement).
4. Form of Stock Certificate of the Class B Common Stock of the Registrant (incorporated by reference to
Exhibit 4.8 to the S-1 Registration Statement).
5. Form of Rights Agreement which includes the Certificate of Designations for the Series C Preferred Stock
as Exhibit A and the form of Right Certificate as Exhibit B (incorporated by reference to Exhibit 4.4 to
the S-1 Registration Statement). Pursuant to the Rights Agreement, printed Rights Certificates will not
be mailed until as soon as practicable after the earlier of the tenth day after public announcement that
a person or group has acquired beneficial ownership of 15% or more of the shares of Class B Common Stock
or the tenth business day after a person commences, or announces its intention to commence, a tender
offer or exchange offer the consummation of which would result in the beneficial ownership by a person
or group of 15% or more of the shares of Class B Common Stock.
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.
ARAMARK WORLDWIDE CORPORATION
By: /s/ Donald S. Morton
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Dated: December 5, 2001 Name: Donald S. Morton
Title: Vice President, Assistant
Secretary and Associate General
Counsel