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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
OCULAR SCIENCES, INC.
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(Exact name of registrant as specified in its charter)
Delaware 94-2985696
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(State of incorporation or organization) (I.R.S. Employer
Identification Number)
475 Eccles Avenue
South San Francisco, California 94080
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(Address of principal executive offices) (Zip Code)
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:
Common Stock, $0.001 par value
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(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
The description of the Common Stock of Registrant set forth under the
caption "Description of Capital Stock" in Registrant's Registration Statement
on Form S-1 (File No. 333-27421) as originally filed with the Securities and
Exchange Commission on May 19, 1997, or as subsequently amended (the
"Registration Statement"), and in the Prospectus included in the Registration
Statement, is hereby incorporated by reference in response to this item.
ITEM 2. EXHIBITS
The following exhibits are filed herewith or incorporated herein by
reference:
Exhibit
Number Exhibit Title or Description
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3.01 Registrant's Certificate of Incorporation (incorporated
by reference to Exhibit 3.01 to the Registration
Statement).
3.02 Registrant's Certificate of Designation of Preferred
Stock (incorporated by reference to Exhibit 3.02 to
the Registration Statement).
3.03 Form of Registrant's Restated Certificate of
Incorporation to be effective upon the closing of the
offering made under the S-1 Registration Statement
(incorporated by reference to Exhibit 3.03 to the
Registration Statement).
3.04 Registrant's Bylaws (incorporated by reference to
Exhibit 3.04 to the Registration Statement).
4.01 Registration Rights Agreement dated as of October 30,
1992 (incorporated by reference to Exhibit 4.01 to the
Registration Statement).
4.02 Amendment to Registration Rights Agreement and
Shareholders' Agreement dated as of February 27, 1997
(incorporated by reference to Exhibit 4.02 to the
Registration Statement).
99.01 The description of Registrant's capital stock set forth
under the caption "Description of Capital Stock" on
pages 60 and 61 of the Prospectus included in 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, thereunto duly authorized.
OCULAR SCIENCES, INC.
Dated: May 29, 1997 By: /s/ Gregory E. Lichtwardt
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Gregory E. Lichtwardt
Vice President, Finance,
Chief Financial Officer and Treasurer
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INDEX TO EXHIBITS
Exhibit
Number Exhibit Title or Description
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3.01 Registrant's Certificate of Incorporation (incorporated
by reference to Exhibit 3.01 to the Registration
Statement).
3.02 Registrant's Certificate of Designation of Preferred
Stock (incorporated by reference to Exhibit 3.02 to
the Registration Statement).
3.03 Form of Registrant's Restated Certificate of
Incorporation to be effective upon the closing of the
offering made under the S-1 Registration Statement
(incorporated by reference to Exhibit 3.03 to the
Registration Statement).
3.04 Registrant's Bylaws (incorporated by reference to
Exhibit 3.04 to the Registration Statement).
4.01 Registration Rights Agreement dated as of October 30,
1992 (incorporated by reference to Exhibit 4.01 to the
Registration Statement).
4.02 Amendment to Registration Rights Agreement and
Shareholders' Agreement dated as of February 27, 1997
(incorporated by reference to Exhibit 4.02 to the
Registration Statement).
99.01 The description of Registrant's capital stock set forth
under the caption "Description of Capital Stock" on
pages 60 and 61 of the Prospectus included in the
Registration Statement.
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