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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
NET VALUE HOLDINGS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 65-0867684
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(State of incorporation or organization) (I.R.S. Employer Identification No.)
1085 Mission Street
San Francisco, California 94102
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(Address of principal executive offices)
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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Common Stock, American Stock Exchange, Inc.
par value $.001 per share
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:
333-38716 (if applicable)
Securities to be registered pursuant to Section 12(g) of the Act: None
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
The information required by Item 202 of Regulation S-K is provided in
the Registrant's Registration Statement on Form S-1; Registration No. 333-38716,
filed with the Securities and Exchange Commission on June 29, 2000 and is
incorporated by reference herein.
ITEM 2. EXHIBITS
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Exhibit No. Description Method of Filing
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3.1 Amended and Restated Certificate of Incorporation Incorporated by reference to
Registrant's Registration Statement on
Form S-1 (Reg. No. 333-88629) filed
October 6, 1999.
3.2 Bylaws Incorporated by reference to
Registrant's Registration Statement on
Form S-1 (Reg. No. 333-88629) filed
October 6, 1999.
4.1 Specimen Certificate of New Value Holdings, Inc.'s Incorporated by reference to
Common Stock Registrant's Amendment No. 1 to
Registrant's Registration Statement on
Form S-1 (Reg. No. 333-88629) filed
December 17, 1999.
4.6 Certificate of Designations, Preferences and Rights Incorporated by reference to
of the Series C Convertible Preferred Stock Registrant's Current Report on Form 8-K
dated March 3, 2000.
4.7 Form of Net Value Holdings, Inc. Common Stock Incorporated by reference to
Purchase Warrant issued in connection with the Series Registrant's Current Report on Form 8-K
C Convertible Preferred Stock dated March 3, 2000.
4.8 Form of Compensation Warrant to be issued in Incorporated by reference to
connection with the Series C Convertible Preferred Registrant's Current Report on Form 8-K
Stock dated March 3, 2000.
10.48 Net Value Holdings, Inc. Amended and Restated 2000 Incorporated by reference to
Stock Incentive Plan Registrant's Proxy Statement on Form DEF 14A,
Exhibit D, filed August 4, 2000.
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Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, as amended, the registrant has duly caused this registration
statement to be signed on its behalf by the undersigned, thereto duly
authorized.
NET VALUE HOLDINGS, INC.
Date: September 6, 2000 By: /s/ Andrew P. Panzo
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Andrew P. Panzo,
Chief Executive Officer
