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 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Chanticleer Holdings, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Delaware | 20-2932652 | |
(State of Incorporation or Organization) | (I.R.S. Employer Identification No.) |
11220 Elm Lane, Suite 203, Charlotte, North Carolina 28277
(Address of Principal Executive Offices)(Zip Code)
If this form relates to the registration | If this form relates to the |
of a securities pursuant to Section | registration of a class of securities |
12(b) of the Exchange Act and is | pursuant to Section 12(g) of the |
effective upon filing pursuant to | Exchange Act and is effective pursuant |
General Instruction A.(c), please check | to General Instruction A.(d), please |
check the following box. /X/ | check the following box. /_/ |
Securities Act registration statement file number to which this form relates: 333-178307
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 |
Units, each consisting of one share of | The NASDAQ Stock Market, LLC |
Common Stock, and one Warrant | |
Common Stock, par value $.0001 per share | The NASDAQ Stock Market, LLC |
Warrants | The NASDAQ Stock Market, LLC |
Securities to be Registered Pursuant to Section 12(g) of the Act: None
Item 1. Description of Registrant’s Securities to be Registered.
The description of securities required by this Item is contained in the Registration Statement of the Registrant on Form S-1, File No. 333-178307, filed with the U.S. Securities and Exchange Commission on December 2, 2011, and subsequently amended on December 8, 2011, February 22, 2012, April 12, 2012, May 21, 2012, May 30, 2012, June 5, 2012, and as further amended from time to time thereafter (the “Registration Statement”) and is incorporated herein by reference to such filing. See "Description of Securities."
Item 2. Exhibits
The following exhibits required to be filed by this item are either filed herewith or, pursuant to Rule 12b-32 of the Act, incorporated herein by reference to the exhibits filed by the registrant with the Registration Statement:
1. | Specimen copy of the Common Stock Certificate (Exhibit 4.1 to the Registration Statement). |
2. | Specimen copy of the Unit Certificate (Exhibit 4.2 to the Registration Statement). |
3. | Specimen copy of the Warrant (Exhibit 4.4 to the Registration Statement, respectively). |
4. | Form of Unit Agency Agreement (Exhibit 4.5 to Registration Statement) |
5. | Form of Warrant Agency Agreement (Exhibit 4.4 to the Registration Statement). |
6. | Articles of Incorporation, as amended (Exhibit 3.1 to the Registration Statement). |
7. | Bylaws, as amended (Exhibit 3.2 to the Registration Statement). |
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
Dated: June 7, 2012
Chanticleer Holdings, Inc. | ||
By: | /s/ Michael Pruitt | |
Michael Pruitt | ||
President and Chief Executive Officer |
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EXHIBIT INDEX
No. | DESCRIPTION |
1. | Specimen copy of the Common Stock Certificate (Exhibit 4.1 to the Registration Statement). |
2. | Specimen copy of the Unit Certificate (Exhibit 4.2 to the Registration Statement). |
3. | Specimen copy of the Warrant (Exhibit 4.4 to the Registration Statement, respectively). |
4. | Form of Unit Agency Agreement (Exhibit 4.5 to the Registration Statement). |
5. | Form of Warrant Agency Agreement (Exhibit 4.4 to the Registration Statement). |
6. | Articles of Incorporation, as amended (Exhibit 3.1 to the Registration Statement). |
7. | Bylaws, as amended (Exhibit 3.2 to the Registration Statement). |
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