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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)
Under
The Securities Exchange Act of 1934
LIQUITEK ENTERPRISES, INC.
(Exact name of registrant as specified in its charter)
NEVADA 91-1499978
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
1350 DRAPER PARKWAY, DRAPER, UTAH 84020
(801) 553-8785
(Address and telephone number of Registrant's
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
None None
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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), check the following box [ ].
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 [X].
Securities Act registration statement file number to which this form relates:
2-99110-NY
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.001
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Item 1. Description of our Securities to be Registered
We are registering our Common Stock, par value $.001. We are authorized to
issue 100,000,000 shares of this stock, of which as of June 30, 2000, there were
37,808,071 shares outstanding. Holders of our Common Stock are entitled to one
vote for each share held of record on all matters to be voted on by shareholders
and, upon the giving of notice as required by law, are entitled to cumulate
their votes in the election of directors. The holders of our Common Stock are
also entitled to receive such dividends, if any, as may be declared from time to
time by our Board of Directors in its discretion from funds legally available
for distribution. Upon our liquidation or dissolution, the holders of our Common
Stock are entitled to receive pro rata all assets remaining available for
distribution to shareholders. The Common Stock has no pre-emptive or other
subscription rights and is not subject to any future calls or assessments. There
are no conversion rights or redemption or sinking fund provisions applicable to
our shares of Common Stock. All of the outstanding shares of Common Stock are
fully-paid and non-assessable.
We currently do not have any classes of securities other than the Common
Stock described herein.
Item 2. Exhibits
Documents which define the rights of the holders of our Common Stock are
attached hereto as Exhibits or are incorporated by reference.
The following Exhibits are included with this Form 8-A and we consider them
to be integral parts hereof:
3(i) Articles of Incorporation for A.X.R. Development Corporation, Inc.
(our original name), filed in Nevada in 1985. These articles describe the Common
Stock shares which we are authorized to issue.
3(ii) Bylaws, as amended, which discuss rights associated with our Common
Stock.
We also incorporate other documents by reference. These include:
1. Registration statement for A.X.R. Development Corporation, Inc. on
Form S-18, and amendments thereto, filed with the Securities and Exchange
Commission in 1985, file number 2-99110-NY.
2. Form 8-K, filed on June 12, 2000, with the SEC. This Form 8-K contains
the text of our acquisition agreements with two companies that are now our
subsidiaries. These agreements describe mandatory lock-up provisions affecting a
significant portion of our Common Stock.
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.
LIQUITEK ENTERPRISES, INC.
By /s/ John W. Nagel
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John W. Nagel, Chief Financial Officer
Date 9-19-00
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