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ARC > SEC Filings for ARC > Form 8-K on 27-Dec-2012All Recent SEC Filings

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Form 8-K for AMERICAN REPROGRAPHICS CO


27-Dec-2012

Amendments to Articles of Inc. or Bylaws; Change in Fiscal Year, Financ


Item 5.03. Amendments to Articles of Incorporation or Bylaws.

On December 24, 2012, American Reprographics Company, or the Registrant, filed a Certificate of Ownership and Merger with the Secretary of State of the State of Delaware in order to change the Registrant's name to ARC Document Solutions, Inc. effective December 31, 2012. The name change will be effected through a short-form merger pursuant to Section 253 of the Delaware General Corporation Law, or the DGCL, by merging a wholly owned subsidiary of the Registrant with and into the Registrant with the Registrant as the surviving corporation in the merger. Pursuant to the DGCL, the merger does not require stockholder approval and will have the effect of amending the Registrant's certificate of incorporation solely to reflect the new legal name. The merger and resulting name change will not affect the rights of the Registrant's security holders. There will be no other changes to the Registrant's certificate of incorporation or bylaws.

As a result of the name change, the Registrant will also change the CUSIP number for the Registrant's common stock to 00191G 103. The Registrant's common stock will continue to trade on the New York Stock Exchange under the symbol "ARC."

A copy of the Certificate of Ownership and Merger effecting the name change, as filed with the Secretary of State of the State of Delaware on December 24, 2012, is attached hereto as Exhibit 3.1 and is incorporated herein by reference. A copy of the Registrant's press release dated December 27, 2012 is attached hereto as Exhibit 99.1.



Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.       Description

3.1               Certificate of Ownership and Merger as filed with Secretary of
                  State of the State of Delaware, which will become effective by
                  its terms on December 31, 2012.

99.1              Press release, dated December 27, 2012, announcing the name
                  change.


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