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 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Potash Corporation of Saskatchewan Inc.
(Exact Name of Registrant as Specified in its Charter)
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| Canada
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N/A |
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| (State of Incorporation or Organization)
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(I.R.S. Employer Identification No.) |
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122 – 1st Avenue South
Saskatoon, Saskatchewan, Canada
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S7K 7G3 |
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| (Address of Principal Executive Offices)
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(Zip Code) |
Securities to be registered pursuant to Section 12(b) of the Act:
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Title of Each Class
to be so Registered
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Name of Each Exchange on Which
Each Class is to be Registered |
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Common Share
Purchase Rights
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New York Stock Exchange |
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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. 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), please check the following box. o
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Securities Act registration statement file number to which this form relates:
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(if applicable) |
Securities to be registered pursuant to Section 12(g) of the Act:
(Title of class)
Item 1. Description of Registrant’s Securities to be Registered.
On August 16, 2010, the Board of Directors (the “Board”) of Potash Corporation of Saskatchewan
Inc. (the “Company”) adopted a Shareholder Rights Plan, the terms and conditions of which are set
out in a shareholder rights plan agreement, dated August 16, 2010 (the “Shareholder Rights Plan”).
In connection with the adoption of the Shareholder Rights Plan, the Board authorized the issuance
of one common share purchase right (a “Right”) in respect of each outstanding common share (“Common
Share”) of the Company outstanding as of the close of business on August 16, 2010. The Rights are
in all respects subject to and governed by the provisions of the Shareholder Rights Plan, a copy of
which is filed as Exhibit 4.1 hereto and incorporated herein by reference. A summary of the terms
of the Rights is included the Company’s Current Report on Form 8-K, dated August 16, 2010, and is
incorporated herein by reference.
Item 2. Exhibits.
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Exhibit Description |
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4.1
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Shareholder Rights Plan Agreement, dated August 16, 2010, between Potash Corporation of
Saskatchewan Inc. and CIBC Mellon Trust Company, as Rights Agent (incorporated by reference to
Exhibit 4.1 to the Company’s Current Report on Form 8-K/A, dated August 16, 2010). |
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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POTASH CORPORATION OF SASKATCHEWAN INC. |
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By:
Name:
Title:
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/s/ Joseph Podwika
Joseph Podwika
Senior Vice
President, General
Counsel and Secretary
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Date:
August 20, 2010