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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
WATSON PHARMACEUTICALS, INC.
Nevada 95-3872914
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(State of incorporation or organization) (I.R.S. Employer Identification No.)
311 Bonnie Circle, Corona California 91720
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(Address of principal executive offices) (Zip Code)
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, $0.0033 Par Value New York Stock Exchange
If this Form relates to the registration of a class of debt securities and is
effective upon filing pursuant to General Instruction A.(c)(1), please check the
following box. [ ]
If this Form relates to the registration of a class of debt securities and is to
become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1933 pursuant to General
Instruction A.(c)(2), please check the following box. [ ]
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
The holders of Watson Common Stock are entitled to one vote for each
share held of record on all matters on which stockholders are entitled or
permitted to vote. Such holders may not cumulate votes in the election of
directors. The holders of Watson Common Stock are entitled to receive such
dividends as may lawfully be declared by the Watson Board of Directors out of
funds legally available therefor and to share pro rata in any other distribution
to the holders of Watson Common Stock. The holders of Watson Common Stock are
entitled to share ratably in Watson's assets remaining after payment of
liabilities in the event of any liquidation, dissolution or winding up of the
affairs of Watson. The holders of Watson Common Stock have no preemptive rights.
There are no conversion rights, redemption or sinking fund provisions or fixed
dividend rights with respect to the Watson Common Stock.
The Watson Board of Directors has the authority to issue Preferred
Stock in one or more series and to fix the rights, preferences, privileges and
restrictions thereof, including dividend rights, dividend rates, conversion
rights, voting rights, terms of redemption, redemption prices, liquidation
preferences and the number of shares constituting any series or the designation
of such series, without further vote or action by the Watson stockholders. The
issuance of Preferred Stock may have the effect of delaying, deferring or
preventing a change in control of Watson without further action by the
stockholders and may adversely affect the voting and other rights of the holders
of Watson Common Stock. At present, there are no shares of Preferred Stock
issued or outstanding.
ITEM 2. EXHIBITS
1. All exhibits required by Instruction II to Item 2 will be supplied
to the New York Stock Exchange.
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.
Date: August 22, 1997 WATSON PHARMACEUTICALS, INC.
By:
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Allen Chao, Ph.D.
Chairman and Chief Executive Officer
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August 22, 1997
VIA EDGAR
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Filing Officer
Securities and Exchange Commission
450 Fifth Street, N.W.
Judiciary Plaza
Washington, D.C. 20549
RE: FORM 8-A REGISTRATION OF COMMON STOCK, $0.0033 PAR VALUE
PURSUANT TO SECTION 12(b)
Ladies and Gentlemen:
Attached please find a Form 8-A registration for Watson
Pharmaceuticals, Inc. Common Stock. This registration is being made as part of
Watson's move from listing its Common Stock on NASDAQ to listing on the New York
Stock Exchange.
In addition, please consider this a request for acceleration. It is my
understanding that the registration will not be effective until the Commission
has been notified by the New York Stock Exchange that Watson Pharmaceuticals,
Inc. securities have been approved by the Exchange for listing and registration.
We presently expect that to occur on or about September 18, 1997.
Please feel free to contact me at (909) 270-1400 with any questions.
Thank you.
Sincerely,
WATSON PHARMACEUTICALS, INC.
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Allen Chao, Ph.D.
Chairman and Chief
Executive Officer
cc: New York Stock Exchange
(one manually signed copy
via Federal Express)