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
Distributed Energy Systems Corp.
(Exact name of registrant as specified in its charter)
| Delaware (State of incorporation or organization) |
20-0177690 (I.R.S. Employer Identification no.) | |
| 10 Technology Drive Wallingford, Connecticut (Address of principal executive offices) |
06492 (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), please check the following box. x
Securities Act registration statement file number to which this form relates: 333-108515 (If applicable)
Securities to be registered pursuant to Section 12(b) of the Act:
| Title of Each Class to be so Registered |
Name of Each Exchange on Which Each Class is to be Registered |
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $0.01 par value per share
(Title of Class)
| Item 1: | Description of Registrant’s Securities to be Registered. |
The description under the heading “Description of Distributed Energy Capital Stock” relating to the Registrant’s Common Stock, $.01 par value per share, in the Prospectus included in the Registrant’s Registration Statement on Form S-4 filed with the Securities and Exchange Commission (the “Registration Statement on Form S-4”) (File No. 333-108515) is incorporated herein by reference.
| Item 2: | Exhibits. |
The following exhibits are incorporated herein by reference as indicated below:
| 1. | Amended and Restated Certificate of Incorporation of the Registrant, incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form S-4. |
| 2. | Amended and Restated By-laws of the Registrant, incorporated by reference to Exhibit 3.2 to the Company’s Registration Statement on Form S-4. |
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.
| DISTRIBUTED ENERGY SYSTEMS CORP. | ||
| By: | /s/ Walter W. Schroeder | |
| Name: | Walter W. Schroeder | |
| Title: | President | |
Date: November 3, 2003