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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-A
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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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UTI WORLDWIDE INC.
(Exact name of Registrant as Specified in Its Charter)
BRITISH VIRGIN ISLANDS INAPPLICABLE
(State of Incorporation (I.R.S. Employer
or Organization) Identification No.)
9 COLUMBUS CENTRE
PELICAN DRIVE
ROAD TOWN
TORTOLA
BRITISH VIRGIN ISLANDS INAPPLICABLE
(Address of Registered Offices) (Zip Code)
If this form relates to the If this form relates to the
registration of a class of securities registration of a class of
pursuant to Section 12(b) of the securities pursuant to Section 12(g)
Exchange Act and is effective pursuant of the Exchange Act and is effective
to General Instruction A.(c), pursuant to General Instruction A.(d),
please check the following box. [ ] please check the following box. [X]
Securities Act registration statement file number
to which this form relates: 333-47616
Securities to be registered pursuant to Section 12(b) of the Act: None
Securities to be registered pursuant to Section 12(g) of the Act:
Ordinary Shares, no par value per share
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(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The Registrant hereby incorporates by reference herein the description
of the Registrant's Ordinary Shares, no par value per share, appearing under the
caption "Description of Capital Stock" in the form of preliminary prospectus
contained in the Registration Statement on Form F-1 (Registration No. 333-47616)
(the "Registration Statement"), as filed with the Securities and Exchange
Commission on October 10, 2000 and as may be amended from time to time and at
the time the Registration Statement is declared effective. Any form of
prospectus that constitutes part of the Registration Statement and is
subsequently filed by the Registrant pursuant to Rule 424(b) under the
Securities Act of 1933, as amended, shall be deemed incorporated by reference
herein.
ITEM 2. EXHIBITS
The Registrant incorporates herein by reference the following:
1. Memorandum of Association of the Registrant,
incorporated by reference to Exhibit 3.1 to the Registration
Statement.
2. Articles of Association of the Registrant,
incorporated by reference to Exhibit 3.2 to the Registration
Statement.
3. Specimen certificate for ordinary shares, incorporated by
reference to Exhibit 4.1 to the Registration Statement.
4. Registration Rights Agreement between PTR Holdings, Inc., UT
Holdings, Inc. and Registrant, incorporated by reference to
Exhibit 10.8 to the Registration Statement.
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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.
UTI WORLDWIDE INC.
Date: October 30, 2000 By: /s/ ROGER I. MACFARLANE
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Roger I. MacFarlane
Chief Executive Officer
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