8-A12B 1 tm2134768d10_8a12b.htm FORM 8-A12B

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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

 

Viscogliosi Brothers Acquisition Corp.

(Exact Name of Registrant as Specified in its Charter)

 

  Delaware                            85-404420  
  (State of Incorporation   (I.R.S. Employer  
  or Organization)   Identification No.)  

 

505 Park Avenue, 14th Floor

New York, NY 10022
(Address of Principal Executive Offices)

 

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
     
Common Stock, $0.0001 par value per share   The NASDAQ Stock Market LLC
     
Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50   The NASDAQ Stock Market LLC
     
Units each consisting of one share of Common Stock and one-half of one redeemable warrant   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), 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), 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 file number to which this form relates: 333-261561.

 

Securities to be registered pursuant to Section 12(g) of the Act: None.

 

 

 

 

 

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

 

A description of the common stock, warrants and units to be registered hereunder is contained in the section entitled “Description of Securities” in the Prospectus included in Viscogliosi Brothers Acquisition Corp.’s (the “Registrant”) Registration Statement on Form S-1 (Registration No. 333-261561) initially filed with the Securities and Exchange Commission on December 9, 2021, as amended from time to time (the “Registration Statement”). This information is incorporated herein by reference. Any form of prospectus or prospectus supplement to the Registration Statement that includes such descriptions and that are filed subsequently to the Registration Statement are hereby also incorporated by reference herein.

 

Item 2. Exhibits.

 

Under the Instructions as to Exhibits with respect to Form 8-A, no exhibits are required to be filed 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 Securities 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.

 

Date: January 6, 2022 VISCOGLIOSI BROTHERS ACQUISITION CORP.
   
  By: /s/ John. J. Viscogliosi                     
  Name: John. J. Viscogliosi                     
  Title: Chief Executive Officer