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

SYNCHRONOSS TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

  

Delaware   06-1594540
(State of incorporation or
organization)
  (I.R.S. Employer
Identification No.)

 

200 Crossing Boulevard

Bridgewater, New Jersey

  08807
(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
8.375% Senior Notes Due 2026   The NASDAQ Stock Market LLC

 

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: 333-248133

 

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 8.375% Senior Notes Due 2026 (the Senior Notes) of Synchronoss Technologies, Inc. (the Company). For a description of the Senior Notes, reference is made to (i) the information under the heading Description of the Debt Securities and Guarantees in the Company’s shelf registration statement on Form S-3 (Registration No. 333-248133) filed on August 19, 2020 with the Securities and Exchange Commission (the Commission), which was automatically effective upon filing and (ii) the information under the heading Description of the Notes included in the Prospectus Supplement with respect to the Senior Notes, filed with the Commission pursuant to Rule 424(b) of the general rules and regulations of the Securities Act on June 29, 2021, which information is incorporated herein by reference.

 

Item 2. Exhibits.

 

4.1Base Indenture, dated as of June 30, 2021, by and between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on June 30, 2021).

 

4.2First Supplemental Indenture, dated as of June 30, 2021, by and between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on June 30, 2021).

 

4.3Form of 8.375% Senior Notes Due 2026 (included as Exhibit A to Exhibit 4.2 above).

 

 

 

  

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.

 

June 30, 2021 SYNCHRONOSS TECHNOLOGIES, INC.
   
  By: /s/ Jeffrey Miller
    Name: Jeffrey Miller
    Title: Chief Executive Officer & President