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FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
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QUIKSILVER, INC.
(Exact Name of Registrant as Specified in Charter)
33-0199426
Delaware ----------
(State or Other Jurisdiction of Incorporation) (IRS Employer
Identification No.)
1740 Monrovia Avenue, Costa Mesa, CA 92627
(Address of Principal Executive Offices) (Zip Code)
If this form relates to the If this form relates to the
registration of a class of registration of a class of
securities pursuant to Section securities pursuant to Section
12(b) of the Exchange Act 12(g) of the Exchange Act
and is effective pursuant to and is effective pursuant to
General Instruction A.(c), General Instruction A.(d),
please check the following please check the following
box. [X] box. [_]
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, $.01 Par Value New York Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act:
None
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(Title of Class)
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Item 1. Description of Registrant's Securities to be Registered
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Common Stock, $.01 Par Value
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The Company is authorized to issue 30,000,000 shares of Common Stock,
$.01 par value per share; and 5,000,000 shares of Preferred Stock, $.01 par
value per share. At April 30, 1998, there were 14,056,804 shares of Common
Stock and no shares of Preferred Stock issued and outstanding.
Holders of Common Stock are entitled to one vote for each share held
of record for the election of directors and on all other matters to be voted
upon by the stockholders. Except as otherwise provided by law, the holders of
shares of Common Stock vote as one class. Holders of Common Stock are entitled
to receive dividends as may be declared from time to time by the Board of
Directors, in its discretion, out of funds legally available for the payment of
dividends, but only after payment of dividends required to be paid, if any, on
outstanding shares of Preferred Stock having preference over the Common Stock as
to dividends. Subject to the preferences applicable to any shares of Preferred
Stock outstanding at the time, upon liquidation, dissolution or winding up of
the Company, holders of Common Stock are entitled to share ratably in the assets
of the Company legally available for distribution to its stockholders. The
holders of Common Stock have no preemptive, subscription, conversion or
redemption rights and are not subject to further calls or assessments, or rights
of redemption, by the Company. All outstanding shares of Common Stock are
validly issued, fully paid and nonassessable.
The Company's Board of Directors may, without further vote or action
by the stockholders, issue one or more series of Preferred Stock (up to an
aggregate of 5,000,000 shares), fix the dividend rate, conversion rights, rights
and terms of redemption (including sinking fund provisions), redemption prices,
liquidation preferences and other terms of any wholly unissued series of
Preferred Stock and determine the designation of and (subject to the aggregate
limit of 5,000,000 shares) the number of shares constituting the unissued
series. Preferred Stock has been used by some corporations as an "anti-
takeover" device. The issuance of Preferred Stock might have an adverse effect
upon the rights of holders of Common Stock. No Preferred Stock of the Company
is currently outstanding nor has the Company's Board of Directors fixed the
terms of any series of Preferred Stock to be issued in the future.
Item 2. Exhibits
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1. All exhibits required by Instruction II to Item 2 will be
supplied to the New York Stock Exchange.
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SIGNATURES
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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, thereunto duly authorized.
Dated: June 12, 1998 (Registrant)
By: /s/ STEVEN L. BRINK
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Steven L. Brink, Chief Financial Officer,
Secretary and Treasurer
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