SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Sensus Drug Development Corporation
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(Exact Name of Registrant as Specified in its Charter)
Delaware 74-2716835
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(State of Incorporation or Organization) (I.R.S. Employer Identification no.)
98 San Jacinto Boulevard, Suite 430, Austin, TX 78701
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(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. [_]
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), check the following. [X]
Securities Act registration statement number to which this form
relates: 333-60055
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(if applicable)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of Each Class Name of Each Exchange on Which
to be Registered Each Class is to be Registered
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None
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Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.001
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(Title of Class)
1.
Item 1. Description of Registrant's Securities to be Registered.
A description of the Common Stock to be registered hereunder is contained
in the section entitled "Description of Capital Stock," commencing at page 59 of
the Prospectus included in the Registrant's Form S-1 Registration Statement, No
333-60055, filed with the Securities and Exchange Commission (the "Commission")
on July 28, 1998, and Amendment No. 1 to the Registrant's Form S-1 Registration
Statement, filed with the Securities and Exchange Commission on October 1, 1998,
and is incorporated herein by reference. The description of the Section entitled
"Description of Capital Stock" appearing in the Registrant's final prospectus
filed pursuant to Rule 424(b) is incorporated herein by reference.
ITEM 2. EXHIBITS.
EXHIBIT
NUMBER DESCRIPTION
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3.1 Amended and Restated Certificate of Incorporation of the Registrant/1/
3.2 Amended and Restated Certificate of Incorporation of the Registrant to be
in effect immediately following the closing of the Offering./1/
3.3 Amended and Restated Bylaws of the Registrant/1/
3.4 Amended and Restated Bylaws of the Registrant to be in effect immediately
following the closing of the Offering./1/
4.2 Amended and Restated Investor Rights Agreement of the Registrant/1/
4.3 Specimen certificate for Registrant's Common Stock/2/
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/1/ Filed as exhibit to Registrant's Form S-1 Registration Statement, No. 333-
60055, filed with the Securities and Exchange Commission on July 28, 1998, and
incorporated herein by reference.
/2/ Filed as exhibit to Registrant's Amendment No.1 to its Form S-1 Registration
Statement, filed with the Securities and Exchange Commission on October 1, 1998,
and incorporated herein by reference.
2.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the Registrant has caused this registration statement to be signed on
its behalf by the undersigned, thereunto duly authorized.
SENSUS DRUG DEVELOPMENT CORPORATION
(Registrant)
Date: October 6, 1998 By: /s/ John A. Scarlett
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John A. Scarlett, M.D.
President and Chief Executive Officer
3.