Form 8-A

 

 

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

 

 

Noranda Aluminum Holding Corporation

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Delaware   20-8908550
(State of Incorporation or Organization)   (IRS Employer Identification Number)

 

801 Crescent Centre Drive, Suite 600

Franklin, Tennessee

   37067
(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), 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:  ¨

 

 

Securities Act registration statement file number to which this form relates: 333-150760

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

Common Stock, par value $0.01 per share   New York Stock Exchange

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

None

(Title of Each Class)

 

 

 

INFORMATION REQUIRED IN REGISTRATION STATEMENT

 

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

A description of the Common Stock, par value $0.01 per share (the “Common Stock”), of Noranda Aluminum Holding Corporation (the “Company”), is set forth under “Description of Capital Stock” in the Company’s Registration Statement on Form S-1 (File No. 333-150760), initially filed with the Securities and Exchange Commission (the “Commission”) on May 8, 2008, as amended from time to time thereafter (the “Registration Statement”), 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.

 

Item 2. Exhibits

 

   99.1    Form of Amended and Restated Certificate of Incorporation of the Company (incorporated by reference to Exhibit 3.3 of Amendment No. 5 to the Company’s Registration Statement on Form S-1 (File No. 333-150760), filed on March 29, 2010).
   99.2    Form of Bylaws, as amended, of the Company (incorporated by reference to Exhibit 3.4 of Amendment No. 5 to the Company’s Registration Statement on Form S-1 (File No. 333-150760), filed on March 29, 2010).
   99.3    Form of common stock certificate of the Company (incorporated by reference to Exhibit 4.6 of Amendment No. 6 to the Company’s Registration Statement on Form S-1 (File No. 333-150760), filed on April 26, 2010).

SIGNATURES

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.

 

       

NORANDA ALUMINUM

HOLDING CORPORATION

Dated: May 11, 2010     By:  

/s/    GAIL E. LEHMAN        

    Name:   Gail E. Lehman
    Title:  

Vice President, General Counsel and

Corporate Secretary

EXHIBIT INDEX

 

  99.1    Form of Amended and Restated Certificate of Incorporation of the Company (incorporated by reference to Exhibit 3.3 of Amendment No. 5 to the Company’s Registration Statement on Form S-1 (File No. 333-150760), filed on March 29, 2010).
  99.2    Form of Bylaws, as amended, of the Company (incorporated by reference to Exhibit 3.4 of Amendment No. 5 to the Company’s Registration Statement on Form S-1 (File No. 333-150760), filed on March 29, 2010).
  99.3    Form of common stock certificate of the Company (incorporated by reference to Exhibit 4.6 of Amendment No. 6 to the Company’s Registration Statement on Form S-1 (File No. 333-150760), filed on April 26, 2010).