UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-A/A
FOR
REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT
TO SECTION 12(b) OR (g) OF THE
SECURITIES
EXCHANGE ACT OF 1934
J.
Alexander’s Corporation
(Exact
name of registrant as specified in its charter)
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Tennessee
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62-0854056
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(State
of incorporation or organization)
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(I.R.S.
Employer Identification No.)
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3401
West End Avenue, Suite 260, P.O. Box 24300, Nashville,
Tennessee
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37202
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(Address
of principal executive offices)
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(Zip
Code)
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Securities
to be registered pursuant to Section 12(b) of the Act:
Title
of each class
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Name
of each exchange on which
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to
be so registered
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each
class is to be registered
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Common
Stock (par value $.05 per share) with
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The
NASDAQ Stock Market LLC
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associated
Series A Junior Preferred Stock
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Purchase
Rights
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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), please 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), please check the following box. o
Securities
Act registration statement file number to which this form relates: Not
Applicable
Securities
to be registered pursuant to Section 12(g) of the Act: None
INFORMATION
REQUIRED IN REGISTRATION STATEMENT
Item
1. Description of Registrant’s Securities to be
Registered.
The
description of the Company’s Common Stock with associated Series A Junior
Preferred Stock Purchase Rights registered hereunder is contained under the
caption “Item 1. Description of Registrant’s Securities to be Registered,” of
the Form 8-A/A filed by the Company with the Securities and Exchange Commission
on May 27, 2008 and is incorporated herein by reference. Such
description is amended to reflect the amendment to the Rights Agreement
effective April 28, 2009. The amendment extended the term of the
Rights Agreement by approximately three years by changing the definition of
“Final Expiration Date” contained in Section 7(a) to “May 31,
2012”. The Rights expire at the close of business on May 31, 2012
unless earlier redeemed by the Company. The amendment also revised
the definition of “Acquiring Person” to no longer exclude Solidus Company, L.P.
and its affiliates (“Solidus”) from such definition.
On January 15, 2009, the Amended and
Restated Standstill Agreement between the Company and Solidus, described in the
Company’s Form 8-A/A expired pursuant to its terms.
Item
2. Exhibits
Under the Instructions as to Exhibits
with respect to Form 8-A, no exhibits are required to be filed, because no other
securities of the Registrant are registered on The NASDAQ Stock Market LLC and
the securities registered hereby are not being registered pursuant to Section
12(g) of the Exchange Act.
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.
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J.
ALEXANDER’S CORPORATION
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By:
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/s/ R. Gregory Lewis
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Name:
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R.
Gregory Lewis
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Date:
April 29, 2009
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Its:
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Chief
Financial Officer, Vice President
of
Finance and
Secretary
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