- Amended Securities Registration (section 12(g)) (8-A12G/A)
December 15 2009 - 6:01AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A/A
(Amendment No. 1)
FOR REGISTRATION
OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
CALIFORNIA MICRO
DEVICES CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
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94-2672609
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(State of incorporation
or organization)
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(I.R.S. Employer Identification No.)
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490 N. McCarthy Blvd., #100
Milpitas, California 95035-5112
(Address of principal executive offices) (Zip Code)
Securities to be registered
pursuant to Section 12(b) of the Exchange Act:
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Title of Each Class
to be so Registered
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Name of Each Exchange on Which
Each Class is to be Registered
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None
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None
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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), 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
box.
x
Securities Act registration statement file number to which this form
relates: N/A
Securities to be registered pursuant to Section 12(g) of the Exchange Act: Series A Participating Preferred Stock Purchase
Rights
Item 1.
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Description of Registrants Securities to be Registered.
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California Micro Devices Corporation (the Company) hereby amends, by supplementing with the information set forth below, its Form 8-A initially filed with the Securities and Exchange
Commission on September 26, 2001:
On December 11, 2009, the Company entered into an Amendment to Rights Agreement
(the Amendment), to amend that certain Rights Agreement dated as of September 24, 2001 with Mellon Investor Services LLC as Rights Agent (the Rights Agreement), with the purpose and effect of terminating the
Rights Agreement. Pursuant to the Amendment, the Series A Participating Preferred Stock Purchase Rights which accompanied the Companys common stock expired of the close of business on December 11, 2009 and the Rights
Agreement terminated on such date.
The foregoing description of the Amendment does not purport to be complete and is
qualified in its entirety by reference to the Amendment which is filed as Exhibit 4.2 hereto and is incorporated herein by reference.
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Exhibit
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Description
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4.1
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Rights Agreement, dated as of September 24, 2001, by and between California Micro Devices Corporation and Mellon Investor Services LLC, as Rights Agent (previously filed as
Exhibit 4.1 to the Companys Form 8-A filed on September 26, 2001 and incorporated herein by reference).
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4.2
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Amendment to Rights Agreement, dated as of December 11, 2009, by and between California Micro Devices Corporation and Mellon Investor Services LLC, as Rights Agent (filed as
Exhibit 4.1 to the Companys Current Report on Form 8-K of even date herewith and incorporated herein by reference).
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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, thereto duly authorized.
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CALIFORNIA MICRO DEVICES CORPORATION
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Date: December 14, 2009
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By:
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S
/ R
OBERT
V.
D
ICKINSON
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Name:
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Robert V. Dickinson
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Title:
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President and CEO
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EXHIBIT INDEX
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Exhibit
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Description
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4.1
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Rights Agreement, dated as of September 24, 2001, by and between California Micro Devices Corporation and Mellon Investor Services LLC, as Rights Agent (previously filed as
Exhibit 4.1 to the Companys Form 8-A filed on September 26, 2001 and incorporated herein by reference).
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4.2
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Amendment to Rights Agreement, dated as of December 11, 2009, by and between California Micro Devices Corporation and Mellon Investor Services LLC, as Rights Agent (filed as
Exhibit 4.1 to the Companys Current Report on Form 8-K of even date herewith and incorporated herein by reference).
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4
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