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UNITED STATES
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 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
COMMISSION FILE NUMBER 000-24025
HORIZON MEDICAL PRODUCTS, INC.
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(Exact name of registrant as specified in its charter)
GEORGIA 58-1882343
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(State of incorporation or organization) (IRS Employer Identification No.)
ONE HORIZON WAY
P.O. DRAWER 627
MANCHESTER, GEORGIA 31816
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(Address of principal executive offices, including zip code)
Securities to be registered pursuant to Section 12(b) of the Act:
Name of each Exchange on
Title of Each Class to Which each Class is to
be so Registered be Registered
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COMMON STOCK, PAR VALUE $.001 PER SHARE AMERICAN STOCK EXCHANGE
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If this Form relates to the registration of a class of securities pursuant to
12(b) of the Exchange Act and is effective pursuant to General Instruction
A.(c), please check the following box. |X|
If this Form relates to the registration of a class securities pursuant to
Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), please check the following box. [ ]
Securities to be registered pursuant to Section 12(g) of the Act:
NONE.
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(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The information required by Item 1 is set forth under the caption "Description
of Capital Stock" on pages 47 to 49 of the Prospectus included in the
Registrant's Registration Statement on Form S-1, as amended (File No.
333-46349), which description is incorporated herein by this reference and
qualified in its entirety by reference to the Registrant's Amended and Restated
Articles of Incorporation and Amended and Restated Bylaws, each of which are
attached as Exhibits thereto, which set forth in full the preferences,
limitations and relative rights of each class of the Registrant's capital
stock.
ITEM 2. EXHIBITS.
1. Specimen Common Stock Certificate.
2. Amended and Restated Articles of Incorporation of the Registrant
(incorporated by reference to Exhibit 3.1 to the Registrant's Registration
Statement on Form S-1, File No. 333-46349).
3. Amended and Restated Bylaws of the Registrant (incorporated by reference
to Exhibit 3.2 to the Registrant's Registration Statement on Form S-1,
File No. 333-46349).
4. See Articles II, III, VII and IX of the Amended and Restated Articles of
Incorporation and Articles I, VII, VIII and IX of the Amended and Restated
Bylaws (incorporated by reference to Exhibit 4.1 to the Registrant's
Registration Statement on Form S-1, File No. 333-46349).
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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.
HORIZON MEDICAL PRODUCTS, INC.
By: /s/ MARSHALL B. HUNT
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Marshall B. Hunt
Chairman of the Board and
Chief Executive Officer
Dated: November 8, 1999
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EXHIBIT 1
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<S> <C>
NUMBER [LOGO] HMP SHARES
HMP Horizon
Medical
Products, INC.
COMMON STOCK INCORPORATED UNDER THE LAWS OF THE STATE OF GEORGIA COMMON STOCK
THIS CERTIFICATE IS TRANSFERABLE IN CUSIP 439903 10 5
NEW YORK, NY OR ATLANTA, GA
SEE REVERSE FOR
CERTAIN DEFINITIONS
This Certifies that
is the owner of
SHARES OF FULLY PAID AND NON-ASSESSABLE COMMON STOCK, PAR VALUE S.001 PER SHARE, OF
HORIZON MEDICAL PRODUCTS, INC.
transferable on the books of the Corporation by the holder hereof in person or by duly authorized Attorney upon surrender of this
Certificate properly endorsed. This Certificate is not valid unless countersigned and registered by the Transfer Agent and
Registrar
IN WITNESS WHEREOF, the said Corporation has caused this Certificate to be signed by its duly authorized officers and its Corporate
Seal to be hereunto affixed.
Dated:
/s/ HORIZON MEDICAL PRODUCTS, INC. /s/
CORPORATE
SEAL
1990 Chairman and Chief Executive Officer
Secretary GEORGIA
Countersigned and Registered:
SUNTRUST BANK, ATLANTA
Transfer Agent
By and Registrar
Authorized Signature
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HORIZON MEDICAL PRODUCTS, INC.
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 ------------------- ---------------
JT TEN - as joint tenants with right of (Cust) (Minor)
survivorship and not as tenants Under Uniform Gifts to Minors
in common
Act
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(State)
Additional abbreviations may also be used though not in the above list.
For value received, hereby sell, assign and transfer unto
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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
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of the Common Stock represented by the within Certificate, and do hereby irrevocably constitute and appoint
, Attorney,
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to transfer the said stock on the books of the within named Corporation, with full power or substitution in the premises.
Dated
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NOTICE: THE SIGNATURE TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME AS
WRITTEN UPON THE FACE OF THE CERTIFICATE IN EVERY PARTICULAR, WITHOUT
ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATEVER.
SIGNATURE(S) GUARANTEED:
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THE SIGNATURE(S) SHOULD BE GUARANTEED BY AN ELIGIBLE GUARANTOR
INSTITUTION (BANKS, STOCKBROKERS, SAVINGS AND LOAN ASSOCIATION AND
CREDIT UNIONS WITH MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE
MEDALLION PROGRAM). PURSUANT TO S.E.C. RULE 17Ad-15.
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