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Intercontinentalexchange Inc – ‘8-A12B’ on 11/14/05

On:  Monday, 11/14/05, at 1:32pm ET   ·   Accession #:  950123-5-13607   ·   File #:  1-32671

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

11/14/05  Intercontinentalexchange Inc      8-A12B                 1:21K                                    RR Donnelley/FA

Registration of a Class of Securities   —   Form 8-A
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-A12B      Registration of a Class of Securities               HTML     24K 


Document Table of Contents

Page (sequential) | (alphabetic) Top
 
11st Page   -   Filing Submission
"Table of Contents
"Item 1. Description of Registrant's Securities to be Registered
"Item 2. Exhibits
"Exhibit Index

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  8-A12B  

Table of Contents

 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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
     
INTERCONTINENTALEXCHANGE, INC.
 
(Exact Name of Registrant as Specified in Its Charter)
     
Delaware   58 2555 670
 
(State of Incorporation or Organization)   (IRS Employer Identification No.)
     
2100 RiverEdge Parkway, Suite 500, Atlanta, GA 30328
 
(Address of Principal Executive Offices)   (Zip Code)
     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), check the following box. þ
     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), check the following box. o
     Securities Act registration statement file number to which this form relates: 333-123500
     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
 
   
Common Stock, par value $0.01 per share
  New York Stock Exchange, Inc.
 
   
 
   
 
   
     Securities to be registered pursuant to Section 12(g) of the Act:
     
None
 
(Title of Class)
 
 

 



TABLE OF CONTENTS

Item 1. Description of Registrant’s Securities to be Registered.
Item 2. Exhibits.
EXHIBIT INDEX


Table of Contents

Item 1. Description of Registrant’s Securities to be Registered.
     The description of the common stock, par value $0.01 per share (the “Common Stock”), of IntercontinentalExchange, Inc. (the “Registrant”) to be registered hereunder is contained under the caption “Description of Capital Stock” in the Registrant’s Registration Statement on Form S-1 (File No. 333-123500) (the “Registration Statement”) originally filed with the Securities and Exchange Commission on March 22, 2005, as subsequently amended, including any form of prospectus contained therein filed pursuant to Rule 424(b) under the Securities Act of 1933, as amended, which description is incorporated herein by reference. Copies of such description will be filed with the New York Stock Exchange.
Item 2. Exhibits.
     List below all exhibits filed as a part of the Registration Statement:
     
Exhibit No.   Description
 
   
1.
  Form of Fourth Amended and Restated Certificate of Incorporation of IntercontinentalExchange, Inc. (incorporated herein by reference to Exhibit 3.1 to the Registration Statement).
 
   
2.
  Form of Amended and Restated Bylaws of IntercontinentalExchange, Inc. (incorporated herein by reference to Exhibit 3.2 to the Registration Statement).
 
   
3.
  Form of Registration Rights Agreement by and among IntercontinentalExchange, Inc. and the parties listed in Annex A thereto (incorporated by reference to Exhibit 10.30 to the Registration Statement).
 
   
4.
  Contribution and Asset Transfer Agreement, dated as of May 11, 2000, by and between IntercontinentalExchange, LLC, Continental Power Exchange, Inc. and Jeffrey C. Sprecher (incorporated by reference to Exhibit 10.31 to the Registration Statement).
 
   
5.
  First Amendment to Contribution and Asset Transfer Agreement, dated as of May 17, 2000, by and between IntercontinentalExchange, LLC, Continental Power Exchange, Inc. and Jeffrey C. Sprecher (incorporated by reference to Exhibit 10.32 to the Registration Statement).
 
   
6.
  Second Amendment to Contribution and Asset Transfer Agreement, dated as of October 24, 2005, by and between IntercontinentalExchange, Inc., Continental Power Exchange, Inc. and Jeffrey C. Sprecher (incorporated by reference to Exhibit 10.33 to the Registration Statement).

 



Table of Contents

     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.
         
  INTERCONTINENTALEXCHANGE, INC.


 
By:   /s/ Johnathan H. Short  
  Name:   Johnathan H. Short   
  Title:  
Senior Vice President, General Counsel
and Corporate Secretary 
 
 

 



Table of Contents

EXHIBIT INDEX
     
Exhibit No.   Description
 
   
1.
  Form of Fourth Amended and Restated Certificate of Incorporation of IntercontinentalExchange, Inc. (incorporated herein by reference to Exhibit 3.1 to the Registration Statement).
 
   
2.
  Form of Amended and Restated Bylaws of IntercontinentalExchange, Inc. (incorporated herein by reference to Exhibit 3.2 to the Registration Statement).
 
   
3.
  Form of Registration Rights Agreement by and among IntercontinentalExchange, Inc. and the parties listed in Annex A thereto (incorporated by reference to Exhibit 10.30 to the Registration Statement).
 
   
4.
  Contribution and Asset Transfer Agreement, dated as of May 11, 2000, by and between IntercontinentalExchange, LLC, Continental Power Exchange, Inc. and Jeffrey C. Sprecher (incorporated by reference to Exhibit 10.31 to the Registration Statement).
 
   
5.
  First Amendment to Contribution and Asset Transfer Agreement, dated as of May 17, 2000, by and between IntercontinentalExchange, LLC, Continental Power Exchange, Inc. and Jeffrey C. Sprecher (incorporated by reference to Exhibit 10.32 to the Registration Statement).
 
   
6.
  Second Amendment to Contribution and Asset Transfer Agreement, dated as of October 24, 2005, by and between IntercontinentalExchange, Inc., Continental Power Exchange, Inc. and Jeffrey C. Sprecher (incorporated by reference to Exhibit 10.33 to the Registration Statement).

 


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-A12B’ Filing    Date    Other Filings
Filed on:11/14/05S-1/A
10/24/05
3/22/05S-1
5/17/00
5/11/00
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