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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 (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
CVC, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 16-1383279
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(State of incorporation or (I.R.S. Employer Identification No.)
organization
525 LEE ROAD
ROCHESTER, NEW YORK 14606
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(Address of principal executive (Zip Code)
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 upon pursuant to General
Instruction A.(c), 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), check the following box. /X/
Securities Act registration statement file number to which this Form relates:
______(if applicable)
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
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SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
COMMON STOCK, PAR VALUE $.01 PER SHARE
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(Title of class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
For a description of the Common Stock, par value $.01 per share,
of the Registrant being registered hereunder, reference is made to the
information under the heading "Description of Capital Stock" on pages 50
through 51 of the Registrant's Preliminary Prospectus dated October 16, 1997
forming a part of the Registrant's Registration Statement on Form S-1, as
amended (Reg. No. 333- ), as filed with the Securities and Exchange
Commission on October 16, 1997 (Exhibit 4 hereto). The aforementioned
description is hereby incorporated by reference herein and made a part of
this registration statement.
ITEM 2. EXHIBITS
1. Restated Certificate of Incorporation, as amended, of CVC, Inc.
(incorporated herein by reference to Exhibit 3.1 of the
Registration Statement on Form S-1 of CVC, Inc.
(Reg. No. 333-38057)).
2. Restated By-laws of CVC, Inc. (incorporated herein by reference
to Exhibit 3.2 of the Registration Statement on Form S-1 of CVC,
Inc. (Reg. No. 333-38057)).
3. Registration Rights Agreement, dated May 22, 1995, among CVC,
Inc., Seagate Technology, Inc. and certain stockholders of
CVC, Inc. (incorporated by reference to Exhibit 10.17 of the
Registration Statement on Form S-1 of CVC, Inc. (Reg. No.
333-38057)).]
4. "Description of Capital Stock" of the Registration Statement
on Form S-1 of CVC, Inc. (Reg. No. 333-38057).
5. 1996 Annual Report to Shareholders of CVC Holdings, Inc.
attached hereto.
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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.
(Registrant) CVC, Inc.
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Date October 16, 1997
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By /s/ Emilio O. D. Cataldo
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Emilio O. D. Cataldo
Senior Vice President
and Chief Financial Officer
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EXHIBIT 5
1996 Annual Report to
Shareholders of CVC Holdings, Inc.
January, 1997
To Our Shareholders:
1996 has been a memorable year for CVC. The company exceeded its operating
plan and achieved both record revenues and earnings thanks to strong
customer demand and great efforts by our employees.
CVC reported revenue for the three months ended September 30, 1996 of
$13,624,000 and $48,844,000 for Fiscal year 1996 as compared to the plan of
$41,100,000. This represents a 127% increase over the revenue of $21,500,000
recorded in Fiscal year 1995.
Our Fiscal year 1996 plan was based upon net income of $2,480,000. Actual
income for the fourth quarter was $836,000 and $3,180,000 for the Fiscal year
compared to $130,000 recorded in Fiscal year 1995. We are pleased to provide
you with the 1996 Consolidated Financial Statements for CVC Holdings audited
by Price Waterhouse.
In Fiscal year 1996, the company increased the number of employees from 130
to 220; expanded the Rochester clean assembly manufacturing space by 25% and
opened the Fremont, California Applications lab to support customer
demonstrations. The Rochester Community recognized CVC in 1996 by naming the
Company #17 on the Rochester Top 100 list of Companies. Monroe County
Executive Jack Doyle visited the Rochester facility and presented the company
with a plaque of thanks for its contributions to Economic Development in this
area. In October the company was featured in a CBS National News story on job
growth which was very exciting for all of us.
Our backlog at the end of Fiscal year 1996 was $24,200,000. As we look
forward into 1997, we see continued customer demand in the Data Storage
market both in the United States and Asia. We also see opportunities within
the Semiconductor market in the areas of interconnect and salicide
applications.
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1996 Annual Report to
Shareholders of CVC Holdings, Inc.
Page 2
Our Fiscal year 1997 Plan is based on a revenue projection of $57,000,000
compared to our 1996 revenue of $48,800,000 and a net income plan of
$4,317,000 compared to $3,180,000 in 1996.
We are proud of the progress we have made this year across all areas of the
Company. In 1997, we are committed to improving our business processes to
increase Customer Satisfaction and deliver even better results to our
Shareholders.
As always, we appreciate your continued support and look forward to sharing
the results of our efforts with you in the future.
Sincerely,
Christine B. Whitman
Chairman, President &
Chief Executive Officer