UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 8-A

 

 

 

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

LADENBURG THALMANN FINANCIAL SERVICES INC.
(Exact name of registrant as specified in its charter)

 

Florida   65-0701248

(State of incorporation

or organization)

 

(I.R.S. Employer

Identification No.)

 

4400 Biscayne Boulevard, 12 th Floor

Miami, Florida

  33137
(Address of principal executive offices)   (Zip Code)

 

Securities to be registered pursuant to Section 12(b) of the Act:    

 

Title of each class

to be so registered

 

Name of each exchange on which

each class is to be registered

6.50% Senior Notes due 2027   NYSE American

 

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) or (e), 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) or (e), check the following box. [  ]

 

If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box. [  ]

 

Securities Act registration statement or Regulation A offering statement file number to which this form relates: 333-216733 (if applicable)

 

Securities to be registered pursuant to Section 12(g) of the Act: None

 

 

 

 

 

 

Item 1. Description of Registrant’s Securities to be Registered.

 

The class of securities to be registered hereby is the 6.50% Senior Notes due 2027 (the “Senior Notes”) of Ladenburg Thalmann Financial Services Inc. (the “Company”). For a description of the Senior Notes, reference is made to (i) the information under the heading “Description of Debt Securities” in the Company’s shelf registration statement on Form S-3 (Registration No. 333-216733) initially filed with the Securities and Exchange Commission (the “Commission”) on March 16, 2017, as amended by Amendment No. 1 filed with the Commission on April 13, 2017 and Amendment No. 2 filed with the Commission on April 21, 2017, and declared effective by the Commission on April 27, 2017 and (ii) the information with respect to the Senior Notes under the heading “Description of the Notes” included in the Prospectus Supplement dated November 14, 2017, filed with the Commission pursuant to Rule 424(b) of the general rules and regulations of the Securities Act of 1933, which information is incorporated herein by reference.

 

Item 2. Exhibits.

 

4.1 Indenture, dated as of November 21, 2017, between the Company and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on November 21, 2017).
   
4.2 First Supplemental Indenture, dated as of November 21, 2017, between the Company and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on November 21, 2017).
   
4.3 Form of 6.50% Senior Note due 2027 (included as Exhibit A to Exhibit 4.2 above).

 

2

 

 

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.

 

November 21, 2017 LADENBURG THALMANN FINANCIAL SERVICES INC.
   
  By: /s/ Brett Kaufman
  Name: Brett Kaufman
  Title:

Senior Vice President and Chief Financial Officer

 

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