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

 

 

 

BAIRD MEDICAL INVESTMENT HOLDINGS LIMITED 

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

Cayman Islands Not Applicable
(Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification No.)

 

Room 202, 2/F, Baide Building, Building 11, No.15 

Rongtong Street, Yuexiu District, Guangzhou, 

Peoples Republic of China 

(Address of Principal Executive Offices, including Zip Code) 

Telephone: +86 020-82185926 

Securities to be registered pursuant to Section 12(b) of the Act:

 

Title of Each Class
to be Registered
  Name of Each Exchange on Which
Each Class is to be Registered
Ordinary Shares, par value US$0.0001 per share   The Nasdaq Stock Market LLC
Warrants, each exercisable for one Ordinary Share at an exercise price of $11.50 per share   The Nasdaq Stock Market LLC

 

 

 

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) or (e), please check the following box. x

 

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) or (e), please check the following box. ¨

 

If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box. ¨

 

Securities Act registration statement or Regulation A offering statement file number to which this form relates: No. 333-274114

 

Securities to be registered pursuant to Section 12(g) of the Act: 

None.

 

 

 

 

 

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

 

The securities to be registered hereby are ordinary shares, par value US$0.0001 per share (the “Ordinary Shares”) and warrants to purchase Ordinary Shares at an exercise price of $11.50 per share (the “Warrants”) of Baird Medical Investment Holdings Limited (the “Registrant”).

 

The description of the Ordinary Shares and Warrants contained in the section entitled “Description of Securities of PubCo” in the proxy statement/prospectus included in the Registration Statement on Form F-4 (File No. 333-274114), as originally filed with the U.S. Securities and Exchange Commission (the “SEC”) on August 21, 2023, as amended from time to time, and declared effective by the SEC on September 5, 2024 (the “Registration Statement”), to which this Form 8-A relates, is incorporated herein by reference. Any form of prospectus or prospectus supplement to the Registration Statement that includes such descriptions and that is subsequently filed is also incorporated herein by reference.

 

Item 2. Exhibits.

 

Pursuant to the Instructions as to Exhibits for Form 8-A, no exhibits are required to be filed herewith or incorporated by reference, because no other securities of the Registrant are registered on The Nasdaq Stock Market LLC and the securities registered hereby are not being registered pursuant to Section 12(g) of the Exchange Act of 1934, as amended.

 

 

 

 

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.

 

  BAIRD MEDICAL INVESTMENT HOLDINGS LIMITED
   
  By: /s/ Haimei Wu
    Haimei Wu
    Chairwoman and Chief Executive Officer  
Date: October 1, 2024