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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 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
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CARESIDE, INC.
(Exact name of registrant as specified in charter)
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DELAWARE 23-2863507
(State of incorporation or organization) (I.R.S. Employer Identification no.)
6100 BRISTOL PARKWAY
CULVER CITY CALIFORNIA 90230
(Address of Principal Executive Offices) (Zip Code)
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If this form relates to the registration of a If this form relates to the registration of a
class of securities pursuant to Section 12(b) class of securities pursuant to Section 12(g)
of the Exchange Act and is effective of the Exchange Act and is effective
pursuant to General Instruction A.(c), check pursuant to General Instruction A.(d), check
the following box. [X] the following box. [ ]
Securities Act registration statement file number to which this form relates: 333-69207
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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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UNITS, EACH CONSISTING OF ONE SHARE OF
COMMON STOCK AND ONE REDEEMABLE COMMON STOCK
PURCHASE WARRANT AMERICAN STOCK EXCHANGE
COMMON STOCK, $.01 PAR VALUE PER SHARE AMERICAN STOCK EXCHANGE
REDEEMABLE COMMON STOCK PURCHASE WARRANT AMERICAN STOCK EXCHANGE
Securities to be registered pursuant to Section 12(g) of the Act:
NONE
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ITEM 1. DESCRIPTION OF SECURITIES TO BE REGISTERED.
The securities to be registered are the Registrant's Units, Common Stock,
par value $0.01 per share, and Redeemable Common Stock Purchase Warrants. Such
securities are described under the caption "Description of Capital Stock" under
the headings "Units," "Common Stock" and "Unit Warrants," respectively, in the
prospectus filed as part of the Registrant's Registration Statement on Form S-1,
as amended (File No. 333-69207), including any prospectus relating thereto
filed subsequently pursuant to Rule 424 of the Securities Act of 1933. Such
description is hereby deemed to be incorporated by reference into this
registration statement in accordance with the Instruction to Item 1 of this
Form.
ITEM 2. EXHIBITS.
1. Registration Statement on Form S-1, as amended (File No. 333-69207),
originally filed on December 18, 1988 and subsequently amended by Amendment
No. 1 thereto filed on February 1, 1999, Amendment No. 2 thereto filed on
February 11, 1999, Amendment No. 3 thereto filed on February 18, 1999,
Amendment No. 4 thereto filed on March 8, 1999, Amendment No. 5 thereto
filed on March 16, 1999, Amendment No. 6 thereto filed on March 19, 1999,
Amendment No. 7 thereto filed on May 5, 1999 and Amendment No. 8 thereto
filed on May 26, 1999 (Incorporated by reference)
2. Amended and Restated Certificate of Incorporation of Careside, Inc.
(Incorporated by reference to Exhibit 3.1a to Careside, Inc.'s Registration
Statement No. 333-69207 on Form S-1)
3. Form of Certificate of Amendment of Certificate of Incorporation of
Careside, Inc. (to be filed immediately prior to completion of the
offering) (Incorporated by reference to Exhibit 3.1b to Careside, Inc.'s
Registration Statement No. 333-69207 on Form S-1)
4. Form of Amended and Restated Certificate of Incorporation of Careside, Inc.
(to be filed immediately prior to completion of the offering) (Incorporated
by reference to Exhibit 3.1c to Careside, Inc.'s Registration Statement No.
333-69207 on Form S-1)
5. Amended and Restated Bylaws of Careside, Inc. (Incorporated by reference to
Exhibit 3.2a to Careside, Inc.'s Registration Statement No. 333-69207 on
Form S-1)
6. Form of Amended and Restated Bylaws of Careside, Inc. (effective upon
completion of the offering) (Incorporated by reference to Exhibit 3.2b to
Careside, Inc.'s Registration Statement No. 333-69207 on Form S-1)
7. Specimen Stock Certificate (Incorporated by reference to Exhibit 4.1 to
Careside, Inc.'s Registration Statement No. 333-69207 on Form S-1)
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8. Form of Warrant Certificate (Incorporated by reference to Exhibit 4.2a to
Careside, Inc.'s Registration Statement No. 333-69207 on Form S-1)
9. Form of Unit Certificate (Incorporated by reference to Exhibit 4.2b to
Careside, Inc.'s Registration Statement No. 333-69207 on Form S-1)
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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.
CARESIDE, INC.
By: /s/ W. Vickery Stoughton
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W. Vickery Stoughton
Chairman of the Board of Directors
and Chief Executive Officer
Date: May 28, 1999
