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Form 8-A12B RELX PLC

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May 20, 2022 12:39 PM EDT

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


RELX CAPITAL INC.
(Exact name of registrant as specified in its charter)
 
Delaware
(State of incorporation
or organization)
 
51-0365797
(IRS Employer Identification No.)
 
1105 North Market Street, Suite 501
Wilmington, DE
(Address of principal executive offices)
 
19801
(Zip Code)
RELX PLC
(Exact name of registrant as specified in its charter)
 
England
(State of incorporation
or organization)
 
Not Applicable
(IRS Employer Identification No.)
 
1-3 Strand
London, England
(Address of principal executive offices)
 
WC2N 5JR
(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
4.750% Notes due 2032
 
New York Stock Exchange

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.  ☒

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:
333-264569

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

None
(Title of class)

None
(Title of class)


INFORMATION REQUIRED IN REGISTRATION STATEMENT

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

The descriptions of the general terms and provisions of the 4.750% Notes due 2032, issued by RELX Capital Inc. and fully and unconditionally guaranteed by RELX PLC (together with RELX Capital Inc., the “Registrants”), contained under the heading “Description of the Debt Securities and Guarantee” in the Registrants’ Registration Statement on Form F-3 (No. 333-264569) filed on April 29, 2022 (the “Registration Statement”) and under the heading “Description of the Notes and Guarantee” in the Registrants’ Prospectus Supplement, dated May 17, 2022 to the Prospectus contained in the Registration Statement and filed pursuant to Rule 424(b) of the Securities Act of 1933, as amended, are incorporated by reference herein.

Item 2. Exhibits.

 Exhibit
Number
Exhibit Description
  
   
4.1
Indenture dated May 9, 1995 among RELX Capital Inc. (formerly known as Reed Elsevier Capital Inc.), as Issuer, RELX PLC (formerly known as Reed International P.L.C.) and RELX NV (formerly known as Elsevier NV), as Guarantors, and The Bank of New York Mellon (as successor to The Chase Manhattan Bank, N.A.), as Trustee (incorporated by reference to Exhibit 4(a) to the Registration Statement on Form F-3, File No. 333-6710-02, filed with the SEC on April 1, 1997).
  
   
4.2
Supplemental Indenture No. 1 dated May 9, 1995 among RELX Capital Inc. (formerly known as Reed Elsevier Capital Inc.), as Issuer, RELX PLC (formerly known as Reed International P.L.C.), RELX NV (formerly known as Elsevier NV) and Elsevier I BV, as Guarantors, and The Bank of New York Mellon (as successor to The Chase Manhattan Bank), as Trustee (incorporated by reference to Exhibit 4(b) to the Registration Statement on Form F-3, File No. 333-13188-02, filed with the SEC on April 16, 2001).
  
   
4.3
Supplemental Indenture No. 2 dated June 3, 1998 among RELX Capital Inc. (formerly known as Reed Elsevier Capital Inc.), as Issuer, RELX PLC (formerly known as Reed International P.L.C.), RELX NV (formerly known as Elsevier NV) and Elsevier I BV, as Guarantors, and The Bank of New York Mellon (as successor to The Chase Manhattan Bank) as Trustee (incorporated by reference to Exhibit 4(c) to the Registration Statement on Form F-3, File No. 333-13188-02, filed with the SEC on April 16, 2001).
  
   
4.4
Third Supplemental Indenture dated February 21, 2001 among RELX Capital Inc. (formerly known as Reed Elsevier Capital Inc.), as Issuer, RELX PLC (formerly known as Reed International P.L.C.) and RELX NV (formerly known as Elsevier NV), as Guarantors, and The Bank of New York Mellon (as successor to The Chase Manhattan Bank), as Trustee (incorporated by reference to Exhibit 4(d) to the Registration Statement on Form F-3, File No. 333-13188-02, filed with the SEC on April 16, 2001).
  
   
 
   
 
   
 
   
 
     
 
   
 


SIGNATURES

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, each Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.


Date: May 20, 2022


RELX PLC
  
     
     
By:
/s/ Adam Westley
  
Name:
 Adam Westley
  
Title:
 Head of Secretariat
  


RELX CAPITAL INC.
  
     
     
By:
/s/ Lynn M. Formica
  
Name:
 Lynn M. Formica
  
Title:
 Treasurer
  



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