- Securities Registration (section 12(g)) (8-A12G)
December 22 2008 - 3:16PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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
ProUroCare Medical Inc.
(Exact name of registrant as specified in its charter)
Nevada
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20-1212923
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(State or other
jurisdiction of
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(I.R.S. Employment
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incorporation or
organization)
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Identification No.)
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5500 Wayzata Blvd.,
Suite 310, Golden Valley, MN
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55416
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(Address of principal
executive offices)
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(Zip Code)
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Securities
to be registered pursuant to Section 12(b) of the Act:
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.
o
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 (if
applicable):
333-153605
Securities
to be registered pursuant to Section 12(g) of the Act:
Units and Warrants
INFORMATION REQUIRED IN REGISTRATION
STATEMENT
Item 1.
Description of
Registrants Securities to be Registered.
The description of the
units, each unit consisting of one share of common stock, $0.00001 par value (a
Share) and one redeemable common stock warrant (a Warrant, together with a
Share, a Unit), of ProUroCare Medical Inc. (the Registrant) to be
registered hereunder is contained under the caption Description of Securities
in the prospectus constituting a part of the Registration Statement on Form S-1
(File No. 333-153605) filed by the Registrant with the Securities and
Exchange Commission (the Commission), as amended (the Registration Statement),
which description is incorporated herein by reference. The description of the
Units and Warrants contained in any prospectus included in the Registration
Statement filed pursuant to Rule 424(b) under the Securities Act of
1933, as amended, will be deemed to be incorporated by reference in this
registration statement upon the filing of such prospectus with the Commission.
Item 2.
Exhibits.
Exhibit No.
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Description
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2.1
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Agreement of Merger and
Reorganization by and among Global Internet Communications, Inc., GIC
Acquisition Co., and ProUroCare Inc. dated April 5, 2004 (incorporated
by reference to Exhibit 2.1 to our Current Report on Form 8-K filed
April 20, 2004).
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2.2
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Articles of Merger
relating to the merger of GIC Acquisition Co., then a wholly owned subsidiary
of the registrant with and into ProUroCare Inc., as filed with the Minnesota
Secretary of State on April 5, 2004 (incorporated by reference to
Exhibit 2.2 to our Current Report on Form 8-K filed April 20,
2004).
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3.1
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Amended and Restated
Bylaws of ProUroCare Medical Inc. (incorporated by reference to
Exhibit 3.2 to Annual Report on Form 10-KSB filed March 31,
2005).
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4.1
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Form of Warrant
Agreement between ProUroCare Medical Inc. and Interwest Transfer
(incorporated by reference to Exhibit 4.27 to Registration Statement on
Form S-1 (SEC File No. 333-153605))
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4.2
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Specimen Warrant
(incorporated by reference
to Exhibit 4.28 to Registration Statement on Form S-1 (SEC File
No. 333-153605))
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4.3
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Form of Unit
Certificate
(incorporated
by reference to Exhibit 4.29 to Registration Statement on Form S-1
(SEC File No. 333-153605))
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4.4
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Form of Unit
Agreement between ProUroCare Medical Inc. and Interwest Transfer
(incorporated by reference to Exhibit 4.30 to Registration Statement on
Form S-1 (SEC File No. 333-153605))
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2
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.
Dated: December 22, 2008
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PROUROCARE
MEDICAL INC.
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By:
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/s/
Richard C. Carlson
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Richard C.
Carlson
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Chief
Executive Officer
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3
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