SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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
Icon CMT Corp.
----------------------------------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)
Delaware 13-3603128
- ----------------------- ----------------
(State of Incorporation (I.R.S. Employer
or Organization) Identification Number)
1200 Harbor Boulevard
Weehawken, New Jersey 07087
- --------------------- ----------
(Address of Principal (Zip Code)
Executive Offices)
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), please 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), please check the following box. |X|
Securities Act registration statement file number to which this form
relates: 333-38339
Securities to be registered pursuant to Section 12(b) of the Act: None
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $.001 par value per share
------------------------------------------------------------------------
(Title of Class)
<PAGE>
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
Information required by this Item 1 relating to the Registrant's
securities is set forth in the sections captioned "Description of Securities" in
the prospectus included in the Registrant's Registration Statement, as amended,
on Form S-1 (File No. 333-38339) (the "Registration Statement"). The prospectus,
containing such information, to be filed by the Registrant pursuant to Rule
424(b) under the Securities Act of 1933, as amended (the "Securities Act"), is
incorporated herein by reference.
ITEM 2. EXHIBITS.
1.1 The section captioned "Description of Securities" is set forth
in the prospectus included in the Registration Statement and
incorporated herein by reference. The prospectus, containing
such information, to be filed by the Registrant pursuant to
Rule 424(b) under the Securities Act is incorporated herein by
reference.
3.1 Certificate of Incorporation of the Company. (Filed as Exhibit
3.1 to the Registration Statement and incorporated herein by
reference.)
3.2 By-laws of the Company. (Filed as Exhibit 3.2 to the
Registration Statement and incorporated herein by reference.)
4.1 Specimen Certificate of the Company's Common Stock. (Filed as
Exhibit 4.1 to the Registration Statement and incorporated
herein by reference.)
-2-
<PAGE>
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.
ICON CMT CORP.
Dated: December 5, 1997 By: /s/ Scott A. Baxter
--------------------
Scott A. Baxter
President, Chief Executive Officer
and Chairman of the Board of
Directors
-3-
<PAGE>
EXHIBIT INDEX
-------------
1.1 The section captioned "Description of Securities" is set forth
in the prospectus included in the Registrant's Registration
Statement, as amended, on Form S-1 (File No. 333-38339) (the
"Registration Statement") and incorporated herein by
reference. The prospectus, containing such information, to be
filed by the Registrant pursuant to Rule 424(b) under the
Securities Act is incorporated herein by reference.
3.1 Certificate of Incorporation of the Company. (Filed as Exhibit
3.1 to the Registration Statement and incorporated herein by
reference.)
3.2 By-laws of the Company. (Filed as Exhibit 3.2 to the
Registration Statement and incorporated herein by reference.)
4.1 Specimen Certificate of the Company's Common Stock. (Filed as
Exhibit 4.1 to the Registration Statement and incorporated
herein by reference.)
-4-
