1 - -------------------------------------------------------------------------------- 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 --------------------- THERMACELL TECHNOLOGIES, INC. (Exact name of Registrant as specified in charter) Florida 59-3223708 (State of Incorporation) (I.R.S. Employer Identification No.) 8306 Laurel Fair Circle, Suite 240, Tampa, Florida 33610 (Address of principal executive officers) (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 SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: Common Stock, $.0001 par value per share (Title of Class) Series A Redeemable Common Stock Purchase Warrants (Title of Class) - -------------------------------------------------------------------------------- 2 INFORMATION REQUIRED IN REGISTRATION STATEMENT ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED. The securities to be registered are the Registrant's Common Stock, $.0001 par value per share and Series A Redeemable Common Stock Purchase Warrants. Such securities are described under the caption "Description of Securities" in the Prospectus filed as part of the Registrant's Registration Statement on Form SB-2 (File No. 333-4864-1). Such description is hereby incorporated herein by reference as permitted by Rule 12b-23. ITEM 2. EXHIBITS The following exhibits are filed, or incorporated by reference, as part of this Registration Statement: 1.* Registration Statement on Form SB-2 (File No. 333-4864-1) filed August 23, 1996 (the "Registration Statement"). 2.* Certificate of Incorporation of the Registrant. Filed as Exhibits 3.1, 3.1(a) and 3.11(b) to the Registration Statement. 3.* Bylaws of the Registrant. Filed as Exhibits 3.1 and 3.2 to the Registration Statement. 4.* Specimen certificate of Common Stock to be registered hereunder. Filed as Exhibit 4.1 to the Registration Statement. 5.* Specimen certificate of Series A Warrant to be registered hereunder. Filed as Exhibit 4.2 to the Registration Statement. 6.* Form of Warrant Agreement covering Series A Warrants. Filed as Exhibit 4.3 to the Registration Statement. - ------------------------ *Incorporated by reference as permitted by Rule 12b-32. 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. THERMACELL TECHNOLOGIES, INC. August 27, 1996 By: /s/ John Pidorenko --------------------- --------------------------------------- Date John Pidorenko, Chief Executive Officer