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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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
REPEATER TECHNOLOGIES, INC.
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(Exact Name of Registrant as Specified in its Charter)
Delaware 77-0535658
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(State of Incorporation or Organization) (I.R.S. Employer
Identification no.)
1150 Morse Avenue, Sunnyvale, CA 94089
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(Address of principal executive offices) (Zip code)
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. [ ](1)
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. [X](1)
Securities Act registration statement number to which this form relates:
333-31266
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(if applicable)
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, par value $0.001
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(Title of Class)
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(1) Effective September 2, 1997, if a class of securities is currently being
registered under the Securities Act, the Form 8-A AUTOMATICALLY becomes
effective upon the later of the filing of the Form 8-A or the effectiveness
of the Securities Act registration relating to the class of securities.
Acceleration requests are NO LONGER REQUIRED for Form 8-A and no
effectiveness orders will be issued.
1.
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
A description of the Common Stock to be registered hereunder is
contained in the section entitled "Description of Capital Stock," commencing at
page 56 of the Prospectus included in the Registrant's Form S-1 Registration
Statement, as amended, No. 333-31266 (the "Registration Statement"), first filed
with the Securities and Exchange Commission (the "Commission") on February 28,
2000 and is incorporated herein by reference.
ITEM 2. EXHIBITS.
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION OF DOCUMENT
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<S> <C>
3.1+ Amended and Restated Certificate of Incorporation of the Registrant.
3.2+ Form of Amended and Restated Certificate of Incorporation of the
Registrant to be filed upon the closing of the offering made
pursuant to the Registration Statement.
3.3+ Bylaws of the Registrant, as currently in effect.
4.1+ Specimen Common Stock Certificate.
4.2+ Amended and Restated Preferred Stock Purchase Warrant, dated August
6, 1997, issued to Lighthouse Capital Partners II, L.P.
4.3+ Warrant to Purchase Shares of Series DD Preferred Stock of Repeater
Technologies, Inc., dated January 25, 1999, issued to Phoenix
Leasing Incorporated.
4.4+ Stock Subscription Warrant to Purchase Series DD Preferred Stock of
Repeater Technologies, Inc., dated July 8, 1999, issued to TBCC
Funding Trust II.
4.5+ Seventh Amended and Restated Investors' Rights Agreement, dated
July 11, 2000.
4.6+ Form of Warrant to Purchase Shares of Series EE Preferred Stock.
</TABLE>
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+ Previously filed as the like-numbered exhibit to the Registration Statement
and incorporated herein by reference.
2.
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the Registrant has caused this registration statement to be signed
on its behalf by the undersigned, thereunto duly authorized.
REPEATER TECHNOLOGIES, INC.
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(Registrant)
Date: August 3, 2000 By: /s/ KENNETH L. KENITZER
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Kenneth L. Kenitzer
President and Chief Executive Officer
3.
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EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION OF DOCUMENT
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<S> <C>
3.1+ Amended and Restated Certificate of Incorporation of the Registrant.
3.2+ Form of Amended and Restated Certificate of Incorporation of the
Registrant to be filed upon the closing of the offering made
pursuant to the Registration Statement.
3.3+ Bylaws of the Registrant, as currently in effect.
4.1+ Specimen Common Stock Certificate.
4.2+ Amended and Restated Preferred Stock Purchase Warrant, dated August
6, 1997, issued to Lighthouse Capital Partners II, L.P.
4.3+ Warrant to Purchase Shares of Series DD Preferred Stock of Repeater
Technologies, Inc., dated January 25, 1999, issued to Phoenix
Leasing Incorporated.
4.4+ Stock Subscription Warrant to Purchase Series DD Preferred Stock of
Repeater Technologies, Inc., dated July 8, 1999, issued to TBCC
Funding Trust II.
4.5+ Seventh Amended and Restated Investors' Rights Agreement, dated
July 11, 2000.
4.6+ Form of Warrant to Purchase Shares of Series EE Preferred Stock.
</TABLE>
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+ Previously filed as the like-numbered exhibit to the Registration Statement
and incorporated herein by reference.
