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
OCH-ZIFF CAPITAL MANAGEMENT GROUP LLC
(Exact name of registrant as specified in its charter)
Delaware | 26-0354783 | |
(State of incorporation or organization) | (I.R.S. Employer or Identification No.) |
9 West 57 th Street, New York, New York | 10019 | |
(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 |
|
Class A shares representing Class A limited liability company interests |
New York Stock Exchange |
If this Form 8-A 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 8-A 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: 333-144256
Securities to be registered pursuant to Section 12(g) of the Act: None.
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrants Securities to be Registered.
For a description of the securities to be registered hereunder, reference is made to the information set forth under the heading Description of Shares in the Registrants prospectus, which constitutes a part of the Registrants Registration Statement on Form S-1 (File No. 333-144256) (the Registration Statement) relating to the securities, to be filed pursuant to Rule 424(b) under the Securities Act of 1933, as amended, which information is hereby incorporated by reference into this Form 8-A.
Item 2. Exhibits.
1. Form of Class B Shareholders Agreement (incorporated herein by reference to Exhibit 4.2 to the Registration Statement).
2. Form of Second Amended and Restated Limited Liability Company Agreement of Och-Ziff Capital Management Group LLC (incorporated herein by reference to Exhibit 3.2 to the Registration Statement).
3. Form of Registration Rights Agreement among Och-Ziff Capital Management Group LLC and the covered persons named therein (incorporated herein by reference to Exhibit 4.3 to the Registration Statement).
4. Form of Registration Rights Agreement among Och-Ziff Capital Management Group LLC and DIC Sahir Limited (incorporated herein by reference to Exhibit 4.4 to the Registration Statement).
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.
OCH-ZIFF CAPITAL MANAGEMENT GROUP LLC | ||||||
(Registrant) | ||||||
Dated: November 6, 2007 | By: |
/s/ Joel Frank |
||||
Joel Frank | ||||||
Chief Financial Officer, Executive Managing | ||||||
Director and Director |