-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PgYldcf5IsIQkVXBosdCWHn/sumEFmcdFuoJa2KIBZv4re1zEn2XD87v8ZUDZMpf soYRV2hMthHFwOl6528yng== 0001023175-11-000077.txt : 20110228 0001023175-11-000077.hdr.sgml : 20110228 20110228150206 ACCESSION NUMBER: 0001023175-11-000077 CONFORMED SUBMISSION TYPE: 8-A12G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20110228 DATE AS OF CHANGE: 20110228 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENERGY EDGE TECHNOLOGIES CORP. CENTRAL INDEX KEY: 0001495230 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ENGINEERING SERVICES [8711] IRS NUMBER: 522439239 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12G SEC ACT: 1934 Act SEC FILE NUMBER: 000-54285 FILM NUMBER: 11645365 BUSINESS ADDRESS: STREET 1: 1200 ROUTE 22 EAST STREET 2: SUITE 2000 CITY: BRIDGEWATER STATE: NJ ZIP: 08807 BUSINESS PHONE: 8887295722 EXT.100 MAIL ADDRESS: STREET 1: 1200 ROUTE 22 EAST STREET 2: SUITE 2000 CITY: BRIDGEWATER STATE: NJ ZIP: 08807 8-A12G 1 f02182011form8a.htm FORM 8A



As filed with the Securities and Exchange Commission on February 28, 2011


 

 

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 (g) OF THE
SECURITIES EXCHANGE ACT OF 1934

 

Energy Edge Technologies Corporation

(Exact name of registrant as specified in its charter)

 

New Jersey

 

 52-2439239

(State of incorporation or organization)

 

(I.R.S. Employer Identification number)

 

 

 

1200 Route 22 East, Suite 2000

Bridgewater, New Jersey

 

08807

(Address of principal executive offices)

 

(Zip Code)

 

Securities to be registered pursuant to Section 12(b) of the Exchange Act:  None


Name of each exchange on which each class is to be registered: NA  

 

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: 333-167853

 

Securities to be registered pursuant to Section 12(g) of the Act:  Common Stock, $0.00001 par value

         



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Item 1.         Description of Registrant’s Securities to be Registered

 

The description under the heading “Description of Securities” relating to the Registrant’s Common Stock, par value $ 0.00001 per share, in the prospectus included in the Registrant’s Registration Statement on Form S-1 (File No. 333-167853, initially filed on June 29, 2010, with an effective notice filed on February 14, 2011), as amended, filed under the Securities Act of 1933, as amended, with the Securities and Exchange Commission is incorporated herein by reference.  Any form of prospectus subsequently filed by the Registrant with the Commission pursuant to Rule 424(b) under the Securities Act that constitutes part of the Registration Statement shall be deemed to be incorporated herein by reference.


Item 2.         Exhibits


1.

1.1 Specimen Certificate for $.00001 par value common stock of the Registrant.

  

  

2.

Articles of Incorporation of Registrant, as amended, filed as Exhibit 3.1 to the Registration Statement on Form S-1 under the Securities Act of 1933, No. 333-167853, declared effective on February 14, 2011, and incorporated herein by reference.

  

  

3.

Bylaws of Registrant, as amended, filed as Exhibit 3.2 to the Registration Statement on Form S-1 under the Securities Act of 1933, No. 333-167853, declared effective on February 14, 2011, and incorporated herein by reference.

 


 

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, in Bridgewater, New Jersey, on the 28th day of February, 2011.


Energy Edge Technologies Corporation


By:

/s/ Robert Holdsworth

 

Name:

Title:

Robert Holdsworth

President & Chief Executive Officer

 


 




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EX-1.1 2 exhibit1.htm SPECIMEN STOCK CERTIFICATE Exhibit 1

Exhibit 1.1


Energy Edge Technologies Corporation


INCORPORATED UNDER THE LAWS OF THE STATE OF NEW JERSEY

AUTHORIZED: 100,000,000 COMMON SHARES, $.00001 PAR VALUE


SEE REVERSE FOR

CERTAIN DEFINITIONS


NUMBER:  _____________

CUSIP: __________


This Certifies That:


Is The Owner Of:


FULLY PAID AND NON-ASSESSABLE SHARES, $.00001 PAR VALUE, OF


Energy Edge Technologies Corporation


transferable on the books of the Corporation by the holder hereof in person or by duly authorized attorney upon surrender of this Certificate properly endorsed. This Certificate is not valid unless countersigned by the Transfer Agent and registered by the Registrar.


In Witness Whereof, the Corporation has caused this Certificate to be signed in facsimile by its duly authorized officers and the facsimile seal of the Corporation to be duly affixed hereto.


DATED:  __________________


By:

/s/ Robert Holdsworth

Name:

Title:

Robert Holdsworth

President & Chief Executive Officer





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Energy Edge Technology Corporation

OTC Corporate Transfer Service

Transfer Fee: As Required

 

The following abbreviations, when used in the inscription on the face of this certificate, shall be construed as though they were written out in full according to applicable laws or regulations:

 

TEN COM as tenants in common

 

TEN ENT as tenants by the entireties

 

JT TEN  as joint tenants with right of survivorship and not as tenants in common

 

UNIF GIFT MIN ACT - Custodian for (Cust.) (Minor) under Uniform Gifts to Minors Act of (State)

 

Additional abbreviations may also be used though not in the above list.


For value received, ____________________________________ hereby sells, assigns and transfers unto ____________________________________________________________________ (please insert the social security or other identifying number of assignee, the name of assignee, and the address of the assignee) Shares of the Common Stock represented by the within Certificate(s) and do hereby irrevocably constitute and appoint _________________________________________ Attorney to transfer the said stock on the books of the within-named Corporation, with full power of substitution in the premises.


Dated ________________


SIGNATURE GUARANTEED:

X __________________________________________________

  

 

 

X __________________________________________________


 

THE SIGNATURE TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME AS WRITTEN UPON THE FACE OF THIS CERTIFICATE IN EVERY PARTICULAR, WITHOUT ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATSOEVER. THE SIGNATURE(S) MUST BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION (Banks, Stockbrokers, Savings and Loan Associations and Credit Unions) WITH MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM


  




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