Verticalnet Inc - Post-Effective Amendment to an S-8 filing (S-8 POS)

 

Registration No. 333-72143
Registration No. 333-89305
Registration No. 333-34222
Registration No. 333-46016
Registration No. 333-76326
Registration No. 333-112705

 

 

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-72143
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-89305
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-34222
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-46016
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-76326
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-112705

Under The Securities Act of 1933

 

VERTICALNET, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

Pennsylvania (State or Other Jurisdiction of Incorporation or Organization)		23-2815834 (I.R.S. Employer Identification No.)

400 Chester Field Parkway Malvern, Pennsylvania (Address of Principal Executive Offices)		19355 (Zip Code)

 

Amended and Restated 1996 Equity Compensation Plan and the Employee Stock Purchase Plan

VerticalNet, Inc. 1999 Equity Compensation Plan and the Isadra, Inc. 1997 Stock Option Plan, as amended

VerticalNet, Inc. Equity Compensation Plan for Employees (1999) , as amended, the Tradeum, Inc. 1999 Stock Option Plan for Officers, Directors and Key Service Providers, and the Tradeum, Inc. 1999 Stock Option Plan

VerticalNet, Inc. Employee Stock Purchase Plan, as amended, VerticalNet, Inc. 2000 Equity Compensation Plan and VerticalNet, Inc. Equity Compensation Plan for Employees (1999)

VerticalNet, Inc. Equity Compensation Plan for Employees (1999), as amended, and the Atlas Commerce Inc. 1999 Long Term Incentive Plan

Tigris Corp. 1998 Stock Option Program

 

Christopher G. Kuhn
Vice-President & General Counsel
VerticalNet, Inc.
400 Chester Field Parkway,
Malvern, Pennsylvania 19355
(Name and Address of Agent for Service)

[phone]
(Telephone Number, Including Area Code, of Agent For Service)

Copy to:
Daniel P. Raglan, Esq.
Greenberg Traurig, LLP
200 Park Avenue,
New York, New York 10166
[phone]

 

 

 

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TERMINATION OF REGISTRATION

     These Post-Effective Amendments (the “Amendments”), filed by VerticalNet, Inc. (the “Company”), deregister all shares of the Company’s Common Stock, $0.01 par value per share, that had been registered for issuance under the following Registration Statements on Form S-8 (the “Registration Statements”):

	•		File No. 333-72143, which was filed with the Securities and Exchange Commission (the “SEC”) and became effective on February 11, 1999;
	•		File No. 333-89305, which was filed with the SEC and became effective on October 19, 1999;
	•		File No. 333-34222, which was filed with the SEC and became effective on April 6, 2000;
	•		File No. 333-46016, which was filed with the SEC and became effective on September 18, 2000;
	•		File No. 333-76326, which was filed with the SEC and became effective on January 4, 2002; and
	•		File No. 333-112705, which was filed with the SEC and became effective on February 11, 2004.

     On January 25, 2008, pursuant to the Agreement and Plan of Merger, dated as of October 25, 2007, among the Company, Bravo Solution S.p.A., a corporation organized under the laws of the Republic of Italy (“Parent”) and Bravo Solution U.S.A., Inc., a Delaware corporation (“Merger Sub”), Merger Sub merged with and into the Company (the “Merger”), with the Company being the surviving entity and becoming controlled by Parent. As a result, the Company has terminated all offerings of its securities pursuant to the Registration Statements. In accordance with undertakings made by the Company in the Registration Statements, the Company hereby removes from registration all securities under the Registration Statements which remained unsold as of the effective time of the Merger.

 

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SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused these Post-Effective Amendments to be signed on its behalf by the undersigned, thereunto duly authorized, in Malvern, Pennsylvania, on January 25, 2008.

	VERTICALNET, INC.
	By:	/s/ Christopher G. Kuhn
		Christopher G. Kuhn,
		Vice President and General Counsel

     Pursuant to the requirements of the Securities Act of 1933, these Post-Effective Amendments No. 1 to the Registration Statements have been signed by the following persons in the capacities and on the dates indicated:

Signature		Title		Date
/s/ Nathanael V. Lentz   Nathanael V. Lentz		President, Chief Executive Officer (Principal Executive Officer)		January 25, 2007
/s/ Jonathan T. Cohen   Jonathan T. Cohen		Vice President and Chief Accounting Officer (Principal Financial Officer and Principal Accounting Officer)		January 25, 2007
/s/ Christopher G. Kuhn   Christopher G. Kuhn		Vice President and General Counsel		January 25, 2007
/s/ Antonino Pisana   Antonino Pisana		Director		January 25, 2007
/s/ Nader Sabbaghian   Nader Sabbaghian		Director		January 25, 2007
/s/Federico Vitaletti   Federico Vitaletti		Director		January 25, 2007