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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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
CII TECHNOLOGIES INC.
(Exact name of registrant as specified in its charter)
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<S> <C>
DELAWARE 56-1828272
(State of incorporation or organization) (I.R.S. Employer Identification Number)
1396 CHARLOTTE HIGHWAY 28730
FAIRVIEW, NORTH CAROLINA (zip code)
(Address of principal executive office)
If this Form relates to the registration of a class of debt If this Form relates to the registration of a class of
securities and is effective upon filing pursuant to debt securities and is to become effective
General Instruction A(c)(1) please check the following simultaneously with the effectiveness of a concurrent
box. [ ] registration statement under the Securities Act of 1933
pursuant to General Instruction A(c)(2) please check
the following box. [ ]
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:
TITLE OF EACH CLASS NAME OF EACH EXCHANGE ON
TO BE SO REGISTERED WHICH EACH CLASS IS TO BE REGISTERED
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Common Stock ($.01 par value) Nasdaq National Market
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SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
None.
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
Information concerning the Common Stock is contained in the registrant's
Registration Statement on Form S-1 (Registration No. 333-8397) filed by the
registrant pursuant to the Securities Act of 1933, as amended, on July 18, 1996
under the caption "Description of Capital Stock--Common Stock." That
description is incorporated herein by reference.
ITEM 2. EXHIBITS.
1.1 Form of Second Amended and Restated Certificate of Incorporation of the
registrant (filed as Exhibit 3.1 to registrant's Registration Statement on
Form S-1 (Registration No. 333-8397), as amended, and incorporated herein
by reference).
2.1 Form of Amended and Restated By-laws of the registrant (filed as Exhibit
3.2 to registrant's Registration Statement on Form S-1 (Registration No.
333-8397), as amended, and incorporated herein by reference).
3.1 Form of Specimen Certificate for the registrant's Common Stock, par value
$.01 per share (filed as Exhibit 4 to registrant's Registration Statement
on Form S-1 (Registration No. 333-8397), as amended, and incorporated
herein by reference).
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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.
CII TECHNOLOGIES INC.
/s/ Ramzi A. Dabbagh
Date: September 20, 1996 By:_________________________________________
Name: Ramzi A. Dabbagh
Title: Chairman of the Board of Directors
and Chief Executive Officer
