1
UNITED STATES
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) OF THE
SECURITIES EXCHANGE ACT OF 1934
NEW ERA OF NETWORKS, INC.
(Exact name of Registrant as specified in its charter)
Delaware 84-1234845
(State of incorporation or organization) (I.R.S. Employer Identification No.)
7400 East Orchard Road, Suite 230 Englewood, CO 80111
(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
------------------- ------------------------------
None None
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, .0001 par value
(Title of class)
2
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered
Incorporated by reference to the section entitled
"Description of Capital Stock - Common Stock" contained in
Registrant's Registration Statement on Form S-1, filed with
the Securities and Exchange Commission on January 22, 1997.
Item 2. Exhibits
The following exhibits are filed as a part of this
registration statement:
1.1 (1) Specimen certificate for Registrant's Common Stock.
2.1 (2) Form of Amended and Restated Certificate of
Incorporation of Registrant.
2.2 (3) Amended and Restated Bylaws of Registrant.
- ---------------
(1) Incorporated by reference to Exhibit 4.1 to the S-1 Registration Statement.
(2) Incorporated by reference to Exhibit 3.2 to the S-1 Registration Statement.
(3) Incorporated by reference to Exhibit 3.3 to the S-1 Registration Statement.
2
3
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.
NEW ERA OF NETWORKS, INC.
Dated: June 4, 1997 By: /s/ Leonard M. Goldstein
---------------------------------
Leonard M. Goldstein
Senior Vice President,
General Counsel and Secretary
3
4
New Era of Networks, Inc.
Form 8-A Registration Statement
Index to Exhibits
Exhibit
Number Description
------ -----------
1.1 (1) Specimen certificate for Registrant's Common Stock
2.1 (2) Form of Amended and Restated Certificate of
Incorporation of Registrant
2.2 (3) Amended and Restated Bylaws of Registrant
- ------------------
(1) Incorporated by reference to Exhibit 4.1 to the S-1 Registration Statement.
(2) Incorporated by reference to Exhibit 3.2 to the S-1 Registration Statement.
(3) Incorporated by reference to Exhibit 3.3 to the S-1 Registration Statement.
4