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
WILSHIRE OIL COMPANY OF TEXAS
(Exact name of registrant as specified in its charter)
Delaware 84-0513668
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(State of incorporation or organization) (I.R.S. employee identification no.)
921 Bergen Avenue
Jersey City, New Jersey 07306
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(Address of principal executive offices) (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 to be registered
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Common Stock, $1.00 par value American Stock Exchange
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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. [ x ]
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. [ ]
Securities Act registration statement file number to which this form
relates: N/A
Securities to be registered pursuant to Section 12(g) of the Act:
None
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The holders of Common Stock are entitled to one vote for each share on
all matters voted upon by stockholders, including the election of
directors.
The Board of Directors of the Company is divided into three classes,
each class being as nearly equal in number of directors as possible.
Approximately one-third of the entire Board of Directors of the
Company is elected each year and the directors serve for terms of up
to three years, and, in all cases, until their respective successors
are duly elected and qualified.
Subject to the rights of any then outstanding shares of Preferred
Stock, the holders of the Common Stock are entitled to such dividends
as may be declared at the discretion of the Board of Directors out of
funds legally available therefor. Holders of Common Stock are entitled
to share ratably in the net assets of the Company upon liquidation
after payment or provision for all liabilities and any preferential
liquidation rights of any Preferred Stock then outstanding. The
holders of Common Stock have no pre-emptive rights to purchase shares
of stock of the Company. Shares of Common Stock are not subject to any
redemption provisions and are not convertible into any other
securities of the Company. All outstanding shares of Common Stock are,
and the shares of Common Stock to be issued pursuant to the Offering
will be upon payment therefor, fully paid and nonassessable.
ITEM 2. EXHIBITS
1. Restated Certificate of Incorporation of the Registrant, as
amended.*
2. Amended By-Laws, as of June 11, 1998, of the Registrant.**
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* Incorporated by reference to Exhibit 3.1 of Item 14 of the Registrant's
Annual Report on Form 10-K for the year ended on December 31, 1992.
** Incorporated by reference to Exhibit 3 of the Registrant's Quarterly Report
on Form 10-Q for the quarter ended on June 30, 1998.
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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.
Date: July 18, 2000 WILSHIRE OIL COMPANY OF TEXAS
By: /s/ S. WILZIG IZAK
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S. Wilzig Izak
Chief Executive Officer
