Form 8-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Vita Food Products, Inc.
(Exact name of registrant as specified in its charter)
Nevada 36-3171548
(State of incorporation or organization) (IRS Employer Identification No.)
2222 West Lake Street, Chicago, Illinois 60612
(Address of principal executive offices) (Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
Common Stock, $.01 par value per share Chicago Stock Exchange
Redeemable Common Stock Purchase Warrants Chicago Stock Exchange
<PAGE>
Item 1. Description of Registrant's Securities to be Registered.
The information required by this Item is included in the section captioned
"Description of Company's Securities" of the Prospectus included as part of
Registrant's Registration Statement on Form SB-2, as amended (File No.
333-5738), which Section is hereby incorporated by reference.
Item 2. Exhibits
I. The following documents are filed herewith unless noted as being
incorporated by reference pursuant to Rule 12b-32.
1. (a) Specimen Certificate of Common Stock, $.01 par value per share.
(b) Form of Warrant Agreement between Registrant, American Stock
Transfer & Trust Company and National Securities Corporation
an Access Financial Group, Inc., with form of Specimen Warrant
Certificate (incorporated herein by reference to Exhibit 4.3 to
Registrant's Registration Statement on Form SB-2, File No.
333-5738).
2. (a) Articles of Incorporation of Registrant (incorporated herein by
reference to Exhibit 3.1 to Registrant's Registration Statement
on Form SB-2, File No. 333-5738).
(b) By-Laws of Registrant (incorporated herein by reference to
Exhibit 3.2 to Registrant's Registration Statement on Form SB-2,
File No. 333-5738).
II. No exhibits required to be filed.
2
<PAGE>
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, thereunto duly authorized.
VITA FOOD PRODUCTS, INC.
By: /s/ Stephen D. Rubin
-----------------------------------
Stephen D. Rubin, President
December 19, 1996
CERTIFICATE OF STOCK
<TABLE>
<S> <C>
COMMON STOCK [VITA FOOD PRODUCTS LOGO] COMMON STOCK
NUMBER SHARES
VFP
INCORPORATED UNDER THE LAWS CUSIP 928450 10 5
OF THE STATE OF NEVADA VITA FOOD PRODUCTS, INC. SEE REVERSE FOR CERTAIN ABBREVIATIONS
</TABLE>
THIS CERTIFIES that ________________ is the owner of _________________
FULLY PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK,
$.01 PAR VALUE PER SHARE, OF
VITA FOOD PRODUCTS, INC.
(hereinafter, called the "Corporation"), transferable on the books of the
Corporation by the holder hereof in person or by his duly authorized
Attorney upon surrender of this certificate properly endorsed.
This certificate is not valid unless countersigned by the Transfer Agent and
Registrar
WITNESS the facsimile seal of the Corporation and the facsimile signatures of
its duly authorized officers
Dated:
/s/ Clark L. Feldman [SEAL] /s/ Stephen D. Rubin
SECRETARY PRESIDENT
<PAGE>
VITA FOOD PRODUCTS, INC.
The following abbreviations, when used in the inscription on the face of this
certificate, shall be construed as though they were written out in full
according to applicable laws or regulations:
TEN COM - as tenants in common
TEN ENT - as tenants by the entireties
JT TEN - as joint tenants with right of survivorship and not as tenants
in common
UNIF GIFT MIN ACT - ___________Custodian___________
(Cust) (Minor)
under Uniform Gifts to Minors
Act______________________________
(State)
Additional abbreviations may also be used though not in the above list.
FOR VALUE RECEIVED, _________________ hereby sell, assign and transfer
unto
PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE
___________________
|___________________|_____________________________________________________
__________________________________________________________________________
(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS,
INCLUDING ZIP CODE OF ASSIGNEE)
__________________________________________________________________________
__________________________________________________________________________
____________________________________________________________________ Shares
of the capital stock represented by the within Certificate, and do
hereby irrevocably constitute and appoint _____________________________
________________________________ Attorney to transfer the said stock on
the books of the within named Company with full power of substitution in
the premises.
Dated ________________________________
_______________________________________
NOTICE: THE SIGNATURE(S) TO THIS
ASSIGNMENT MUST CORRESPOND WITH THE
NAME(S) AS WRITTEN UPON THE FACE
OF THE CERTIFICATE IN EVERY
PARTICULAR, WITHOUT ALTERATION OR
ENLARGEMENT OR ANY CHANGE
WHATEVER.
SIGNATURE(S) GUARANTEED:
_________________________________________
THE SIGNATURE(S) SHOULD BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION
(BANKS, STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS AND CREDIT UNIONS
WITH MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM),
PURSUANT TO SEC RULE 17Ad-15.