SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-A/12(b)
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Cott Corporation
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(Exact Name of Registrant as Specified in Its Charter)
Canada Not applicable
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(State of Incorporation or Organization) (IRS Employer Identification No.)
207 Queen's Quay West, Suite 340
Toronto, Ontario M5J 1A7 Canada Not applicable
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(Address of Principal Executive Offices) (Zip Code)
If this form relates to the registration If this form relates to the
of a class of securities and is effective registration of a class of
upon filing pursuant to Section 12(b) of securities pursuant to Section
the Exchange Act and is effective pursuant 12(g) of the Exchange Act and is
to General Instruction A. (c), please effective pursuant to General
check the following box. [X] Instruction A. (d), please check
the following box. [ ]
Securities Act registration statement file number to which this form relates:
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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
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Common Shares, without nominal or par value New York Stock Exchange, Inc.
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Securities to be registered pursuant to Section 12(g) of the Act:
None
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(Title of Class)
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered.
The securities to be registered are the Common Shares. The
authorized capital of the Company consists of an unlimited number of first
preferred shares, issuable in series, an unlimited number of second preferred
shares, issuable in series, and an unlimited number of Common Shares. As at
June 30, 2002, 68,431,460 Common Shares were issued and outstanding. No
preferred shares are outstanding.
The holders of Common Shares are entitled to receive notice of
all shareholders' meetings (except for any meeting at which only holders of
another specified class or series of shares of the Company are entitled to vote)
and to exercise one vote thereat for each share held. The holders of Common
Shares are entitled to receive such dividends as are declared by the Board of
Directors of the Company on the Common Shares as a class, subject to prior
satisfaction of all preferential rights to dividends. In the event of any
liquidation, dissolution or winding-up of the Company, and subject to prior
satisfaction of all preferential rights of return of capital attached to all
shares of other classes of the Company ranking in priority to the Common Shares
in respect of return of the capital, the holders of Common Shares will be
entitled to share rateably, together with the holders of any other class ranking
equally with Common Shares, in such assets of the Company as are available for
distribution.
Item 2. Exhibits.
1. The Company's Articles of Amalgamation, as amended, are incorporated
herein by reference to Exhibit 3.1 of the Company's Form 10-K filed
March 31, 2000.
2. The Company's By-Laws, as amended and restated, are incorporated herein
by reference to Exhibit 3.2 of the Company's Form 10-K filed
March 8, 2002.
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, as amended, the Registrant has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereto duly
authorized.
COTT CORPORATION
By: /s/ Raymond P. Silcock
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Raymond P. Silcock
Executive Vice President and
Chief Financial Officer
Date: July 24, 2002
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