0001193125-23-266836.txt : 20231031 0001193125-23-266836.hdr.sgml : 20231031 20231031095155 ACCESSION NUMBER: 0001193125-23-266836 CONFORMED SUBMISSION TYPE: 8-A12B PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20231031 DATE AS OF CHANGE: 20231031 FILER: COMPANY DATA: COMPANY CONFORMED NAME: enGene Holdings Inc. CENTRAL INDEX KEY: 0001980845 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 000000000 STATE OF INCORPORATION: Z4 FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-A12B SEC ACT: 1934 Act SEC FILE NUMBER: 001-41854 FILM NUMBER: 231362536 BUSINESS ADDRESS: STREET 1: 7171 RUE FREDERICK BANTING CITY: SAINT-LAURENT STATE: A8 ZIP: H4S 1Z9 BUSINESS PHONE: (514) 332-4888 MAIL ADDRESS: STREET 1: 7171 RUE FREDERICK BANTING CITY: SAINT-LAURENT STATE: A8 ZIP: H4S 1Z9 8-A12B 1 d539637d8a12b.htm 8-A12B 8-A12B

 

 

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

 

 

ENGENE HOLDINGS INC.

(Exact name of registrant as specified in its charter)

 

 

 

Canada   Not Applicable
(State or other jurisdiction of incorporation or organization)   (I.R.S. Employer Identification No.)

7171 Rue Frederick Banting

Saint-Laurent, QC H4S 1Z9, Canada

(Address of principal executive offices) (Zip Code)

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

Class A common shares   The Nasdaq Stock Market LLC

Warrants, each exercisable for one Class A

common 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), 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) 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:

333-273851

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 hereunder are the Class A common shares (the “Common Shares”) of enGene Holdings Inc., a corporation incorporated under the laws of Canada (the “Company”), and warrants to purchase Common Shares (“Warrants”). The description of the Common Stock and Warrants contained under the heading “Description of New enGene Securities” in the proxy statement/prospectus included in the Company’s registration statement on Form S-4 initially filed with the U.S. Securities and Exchange Commission (the “Commission”) on August 9, 2023, as amended from time to time (File No. 333-273851) (the “Registration Statement”), to which this Form 8-A relates, is incorporated herein by reference. In addition, the above-referenced descriptions included in any proxy statement/prospectus relating to the Registration Statement filed with the Commission pursuant to Rule 424(b) under the Securities Act of 1933, as amended, shall be deemed to be incorporated by reference herein.

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 Company 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, as amended, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized.

 

    ENGENE HOLDINGS INC.
Date: October 31, 2023     By:   /s/ Jason D. Hanson
    Name:   Jason D. Hanson
    Title:   Chief Executive Officer