As filed with the Securities and Exchange Commission on June 26, 1997
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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
Securacom, Incorporated
(Exact name of registrant as specified in its charter)
Delaware
(State of incorporation
or organization)
22-2817302
(I.R.S. Employer
Identification No.)
50 Tice Boulevard
Woodcliff Lake, New Jersey 07675
(201) 930-9500
(Address of registrant's principal executive offices)
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, par value $0.01 per share
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Item 1. Description of Registrant's Securities to be Registered
Incorporated by reference to the information contained under
"Description of Capital Stock" in the registrant's Registration Statement on
Form S-1 (Commission File No. 333-26439), as amended.
Item 2. Exhibits
3.1 Form of Restated Certificate of Incorporation of the
registrant*
3.2 Form of Bylaws of the registrant*
4 Form of Rights Agreement*
5 Specimen Common Stock Certificate
* These exhibits are incorporated by reference to the exhibits of the
same number filed with the registrant's Registration Statement on Form S-1
(Commission File No. 333-26439), as amended.
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.
Securacom, Incorporated
Date: June 26, 1997 By: /S/ WIRT D. WALKER, III
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Wirt D. Walker, III
Chairman
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EXHIBIT 5
SECURACOM, INCORPORATED
INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE
10,000,000 AUTHORIZED SHARES $.01 PAR VALUE
THIS CERTIFIES THAT
Is The Owner of
FULLY PAID AND NON-ASSESSABLE SHARES OF $.01 PAR VALUE COMMON STOCK OF
SECURACOM, INCORPORATED
transferable only on the books of the Company in person or by duly authorized
attorney upon surrender of this Certificate properly endorsed. This Certificate
is not valid unless countersigned by the Transfer Agent and Registrar.
IN WITNESS WHEREOF, the said Company has caused this Certificate to be
executed by the facsimile signatures of its duly authorized officers and to be
sealed with the facsimile seal of the Company.
Dated:
SECRETARY CHAIRMAN
.
<PAGE>
SECURACOM, INCORPORATED
This certificate also evidences and entitles the holder hereof to
certain rights as set forth in a Rights Agreement, between Securacom,
Incorporated and American Securities Transfer & Trust, Inc., dated as of , 1997
(the "Rights Agreement"), the terms of which are hereby incorporated herein by
reference and a copy of which is on file at the principal executive office of
Securacom, Incorporated. Under certain circumstances, as set forth in the Rights
Agreement, such Rights will be evidenced by separate certificates and will no
longer be evidenced by this certificate. Securacom, Incorporated will mail to
the holder of this certificate a copy of the Rights Agreement without charge
after receipt of a written request therefor. Under certain circumstances, as set
forth in the Rights Agreement, Rights issued to any Person who becomes an
Acquiring Person (as defined in the Rights Agreement) may become null and void.
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 UNIF GIFT MIN ACT-.......Custodian.
TEN ENT -as tenants by the entireties (Cust) (Minor)
JT TEN -as joint tenants with right of under Uniform Gifts to Minors
survivorship and not as tenants Act .........................
in common (State)
Additional abbreviations may also be used though not
in the above list.
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For Value Received, ______________________________ hereby sell, assign and
transfer unto
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
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(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS,INCLUDING ZIP CODE, OF ASSIGNEE)
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Shares
of the Common Stock represented by the within Certificate, and do hereby
irrevocably constitute and appoint
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attorney-in-fact
to transfer the said stock on the books of the within-named Corporation, with
full power of substitution in the premises.
Dated ------------------------------------
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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
WHATSOEVER.
Signature(s) Guaranteed:
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The signature(s) must 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 S.E.C. Rule
17Ad-15.
