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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
PRECEPT BUSINESS SERVICES, INC.
(Exact name of registrant as specified in its charter)
Texas 75-2487353
(State of incorporation or organization) (I.R.S. Employer
Identification No.)
1909 Woodall Rodgers Freeway, Suite 500
Dallas, Texas 75201
(Address of principal executive offices, including 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
None
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), 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:
333-42689
Securities to be registered pursuant to Section 12(g) of the Act:
Class A Common Stock, par value $.01 per share
(Title of Class)
Class A Warrants
(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
The class of securities to be registered hereby is Class A Common Stock,
par value $.01 per share (the "Common Stock") and Class A Warrants (the
"Class A Warrants"), of Precept Business Services, Inc., a Texas corporation
(the "Company"). For descriptions of the Common Stock, Class A Warrants, the
other capital stock of the Company and certain anti-takeover provisions
included in the charter of the Company, see the information set forth under
the caption "Description of Capital Stock" in (i) the prospectus subject to
completion dated January 28, 1998, included in Part I of the Registration
Statement on Form S-4 (the "Registration Statement") of the Company,
originally filed with the Securities and Exchange Commission (the
"Commission") under the Securities Act of 1933, as amended (the "Securities
Act"), on December 19, 1997, as amended by Amendment No. 1 to the
Registration Statement filed with the Commission on January 30, 1998, and as
may be further amended after the date hereof, and (ii) the related final form
of prospectus to be filed with the Commission under Rule 424(b) of the
Securities Act, which descriptions are incorporated herein by reference. Any
statement contained in a document incorporated herein by reference shall be
deemed to be modified or superseded for purposes hereof to the extent that
another document incorporated herein by reference modifies or supersedes such
previous statement.
ITEM 2. EXHIBITS
The following exhibits are filed as part of this Registration Statement
on Form 8-A.
*1(a) Form of certificate representing Class A Warrant (incorporated herein
by reference to Exhibit 4.2 of the Registration Statement).
*1(b) Form of certificate representing Class A Common Stock (incorporated
herein by reference to Exhibit 4.3 of the Registration Statement).
*2(a) Amended and Restated Articles of Incorporation of the Company
(incorporated herein by reference to Exhibit 3.1 of the Registration
Statement).
*2(b) Bylaws of the Company (incorporated herein by reference to Exhibit 3.2
of the Registration Statement).
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* Incorporated by reference as indicated pursuant to Rule 12b-32.
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SIGNATURES
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, thereunder duly authorized.
PRECEPT BUSINESS SERVICES, INC.
By: /s/ Scott B. Walker
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Name: Scott B. Walker
Its: Senior Vice President
and Chief Financial Officer
Date: February 6, 1998
