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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A 12B
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
NEW PAMECO GEORGIA CORPORATION
(to be known as Pameco Corporation upon effectiveness)
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(Exact name of registrant as specified in its charter)
Georgia 51-0287654
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(State of incorporation or organization (I.R.S. Employee Identification No.)
1000 Center Place, Norcross, Georgia 30093
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(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
CLASS A COMMON STOCK, PAR VALUE .01 PER SHARE The New York Stock Exchange
If this Form relates to the registration of a class of debt securities and is
effective upon filing pursuant to General Instruction A.(c)(1), please check the
following box. [ ]
If this Form relates to the registration of a class of debt securities and is to
become effective simultaneously with the effectiveness of concurrent
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(g) of the Act:
NONE
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(Title of Class)
Total of 2 sequentially numbered pages.
Exhibit Index appears on page 2.
1
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
Incorporated herein by reference is the description of the Class A
Common Stock set forth under the heading "Description of Capital Stock''
contained in the Registrant's Registration Statement on Form S-1 under
the Securities Act of 1933, as amended, filed on March 26, 1997.
ITEM 2. EXHIBITS.
*II.3.1 Amended and Restated Articles of Incorporation of Registrant
(incorporated herein by reference to Exhibit 3.1 to the
Registrant's Registration Statement on Form S-1
(Registration No. 333- ) under the Securities Act of
1933, as amended, filed on March 26, 1997.
*II.3.2 Amended and Restated Bylaws of Registrant (incorporated herein
by reference to Exhibit 3.2 to the Registrant's Registration
Statement on Form S-1 (Registration No. 333- ) under the
Securities Act of 1933, as amended, filed on March 26, 1997.
*II.4.1 Specimen of form of certificate representing shares of Class A
Common Stock of Registrant, par value $0.01 per share
(incorporated by reference to Exhibit 4.1 to the Registrant's
Registration Statement on Form S-1 (Registration No. 333-
) under the Securities Act of 1933, as amended, filed on
March 26, 1997.
II.10.22 Stockholders' Agreement, among the Registrant, the Investor
Group, The Bank of Nova Scotia, Brian R. Esher and certain
employees of the Company dated March 19, 1992, as amended
(incorporated herein by reference to Exhibit 10.22 to the
Registrant's Registration Statement on Form S-1 (Registration
No. 333- ), under the Securities Act of 1933, as amended,
filed on March 26, 1997.
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* To be filed by amendment
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.
March 26, 1997 NEW PAMECO GEORGIA CORPORATION
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(Registrant)
By: /s/ Theodore R. Kallgren
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Theodore R. Kallgren
Chief Financial Officer,
Vice-President and
Secretary