SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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
ACCESS INTEGRATED TECHNOLOGIES, INC.
(Exact Name of Registrant as Specified in its Charter)
DELAWARE 22-3720962
(State of Incorporation or Organization) (I.R.S. Employer Identification No.)
55 MADISON AVENUE, SUITE 300 07960
MORRISTOWN, NEW JERSEY
(Address of Principal Executive Offices) (Zip Code)
If this form relates If this form relates
to the registration of to the registration
a class of securities of a class of
pursuant to Section securities pursuant
12(b) of the Exchange to Section 12(g) of
Act and is effective the Exchange Act and
pursuant to General is effective
Instruction A. (c), pursuant to General
please check the Instruction A. (d),
following box. |_| please check the
following box. |X|
Securities Act registration statement file number to which this form relates:
333-107711
Securities to be registered pursuant to Section 12(b) of the Act: NONE
Title of Each Class Name of Each Exchange on Which
TO BE SO REGISTERED EACH CLASS IS TO BE REGISTERED
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NOT APPLICABLE NOT APPLICABLE
Securities to be registered pursuant to Section 12(g) of the Act:
CLASS A COMMON STOCK, PAR VALUE $0.001
(Title of Class)
INFORMATION REQUIRED IN REGISTRATION STATEMENT
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
This registration statement relates to the Class A Common Stock, par value
$0.001 per share (the "Class A Common Stock"), of Access Integrated
Technologies, Inc., a Delaware corporation (the "Company"). The information
required in response to this Item with respect to the Class A Common Stock is
set forth under the caption "Description of securities" (excluding the
subsection captioned "Warrants") in the Company's Registration Statement on Form
SB-2, Registration No. 333-107711, filed with the Securities and Exchange
Commission (the "Commission") on August 6, 2003, as amended (the "Registration
Statement"), and as subsequently amended and included in the prospectus dated
August 11, 2005, pursuant to Rule 424(b) under the Securities Act of 1933, as
amended. Such information is hereby incorporated herein by reference in its
entirety. The Company's authorized capital stock consists of the following: (i)
eighty million (80,000,000) shares of common stock, of which forty million
(40,000,000) shares shall be Class A Common Stock, par value $0.001 per share
and fifteen million (15,000,000) shares shall be Class B Common Stock, par value
$0.001 per share and (ii) fifteen million (15,000,000) shares of preferred
stock, par value $0.001 per share. The information set forth under the caption
"Description of securities" in the Registration Statement have been filed with
the Commission as part of the Registration Statement and are incorporated by
reference.
ITEM 2. EXHIBITS.
1. Fourth Amended and Restated Certificate of Incorporation of the
Registrant.(1)
2. Bylaws of the Registrant, incorporated by reference to Exhibit 3.2 of
the SB-2 Registration Statement. (2)
3. Specimen certificates representing Class A Common Stock of the
Registrant, incorporated by reference to Exhibit 4.2 of the SB-2
Registration Statement. (3)
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(1) Previously filed with the Securities and Exchange Commission on February 17,
2004 as an exhibit to the Company's Form 10-QSB for the quarter ended December
31, 2003 (File No. 001-31810).
(2) Previously filed with the Securities and Exchange Commission on August 6,
2003 as an exhibit to the Company's Registration Statement on Form SB-2 (File
No. 333-107711).
(3) Previously filed with the Securities and Exchange Commission on November 4,
2003 as an exhibit to the Company's Amendment No. 3 to the Registration
Statement on Form SB-2 (File No. 333-107711).
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.
ACCESS INTEGRATED TECHNOLOGIES, INC.
Dated: April 12, 2006 By: /s/ Brian D. Pflug
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Brian D. Pflug
Senior Vice President, Accounting and Finance