SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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
HD PARTNERS ACQUISITION CORPORATION
(Exact name of registrant as specified in its charter)
Delaware | 20-3893077 |
(State of incorporation or organization) | (I.R.S. employer |
| identification no.) |
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2601 Ocean Park Blvd., Ste. 301 |
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Santa Monica, CA | 90405 |
(Address of principal executive offices) | (zip code) |
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), please check the following box. x
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), please check the following box. o
Securities Act registration statement file number to which this form relates: 333-130531
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class to be so registered |
| Name of exchange on which each class is to be registered |
Units, each consisting of one share of Common Stock and one Warrant |
| American Stock Exchange |
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Common Stock, par value $0.001 per share |
| American Stock Exchange |
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Warrants, exercisable for Common Stock at an exercise price of $5.50 per share |
| American Stock Exchange |
Securities to be registered pursuant to Section 12(g) of the Act: None
Item 1. Description of Registrant’s Securities to be Registered
The securities to be registered hereby are the units, common stock and warrants of HD Partners Acquisition Corporation (the “Company”). The description of the units, common stock and warrants appearing under the caption, “Description of Securities,” in the Prospectus included in Amendment No. 7 to the Company’s Registration Statement on Form S-1 (Registration No. 333-130531), filed with the Securities and Exchange Commission on May 23, 2006, as amended from time to time (the “Registration Statement”) is incorporated by reference herein. Any form of prospectus or prospectus supplement to the Registration Statement that includes such descriptions and that is subsequently filed is hereby also incorporated by reference herein.
Item 2. Exhibits
The following exhibits have been filed as exhibits to the Registration Statement and are incorporated herein by reference:
Exhibit |
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Number |
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| Description |
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3.1 |
| Amended and Restated Certificate of Incorporation* | ||
3.2 |
| By-laws* | ||
4.1 |
| Specimen Unit Certificate* | ||
4.2 |
| Specimen Common Stock Certificate* | ||
4.3 |
| Specimen Warrant Certificate* | ||
4.5 |
| Form of Warrant Agreement between American Stock Transfer & Trust Company and the Registrant* | ||
* Incorporated by reference to the corresponding exhibit of the same number filed with 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.
| HD PARTNERS ACQUISITION CORPORATION | |||
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Dated: May 23, 2006 | By: |
| /s/ Bruce Lederman |
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| Bruce Lederman | ||
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| Executive Vice President and Secretary | ||
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