<PAGE> 1
As filed with the Securities and Exchange Commission on August 31, 1998
Registration No. 333-29339
================================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-3
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
i2 TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
<TABLE>
<S> <C> <C>
DELAWARE 7372 75-2294945
(State or other jurisdiction of (Primary Standard Industrial (I.R.S. Employer
incorporation or organization) Classification Code Number) Identification Number)
</TABLE>
909 E. LAS COLINAS BLVD., 16TH FLOOR
IRVING, TEXAS 75039
(214) 860-6000
(Address, including zip code, and telephone number,
including area code, of the registrant's principal executive offices)
----------
DAVID F. CARY
VICE PRESIDENT AND CHIEF FINANCIAL OFFICER
i2 TECHNOLOGIES, INC.
909 E. LAS COLINAS BLVD., 16TH FLOOR
IRVING, TEXAS 75039
(214) 860-6000
TELECOPY: (214) 860-6062
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
COPY TO:
RONALD G. SKLOSS
BROBECK, PHLEGER & HARRISON LLP
301 CONGRESS AVENUE, SUITE 1200
AUSTIN, TEXAS 78701
(512) 477-5495
TELECOPY: (512) 477-5813
================================================================================
<PAGE> 2
i2 TECHNOLOGIES, INC.
This registration statement, as amended to the date of its effectiveness (July
29, 1997), registered the sale from time to time of up to 2,970,554 shares (as
adjusted to reflect a two-for-one split effected on June 2, 1998) of the Common
Stock of the registrant by the stockholders name therein. Of this amount, the
selling stockholders sold an aggregate of 280,998 shares. The offering has now
been terminated. Accordingly, the registrant hereby deregisters 2,689,556 shares
of the Common Stock originally covered by the registration statement.
<PAGE> 3
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended,
the registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-3 and has duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Irving, State of Texas, on this 31 day of
August, 1998.
i2 TECHNOLOGIES, INC.
By: /s/ David F. Cary
-------------------------
David F. Cary
Vice President and Chief
Financial Officer
Pursuant to the requirements of the Securities Act of 1933, as amended,
this Registration Statement has been signed by the following persons in the
capacities and on the dates indicated:
<TABLE>
<CAPTION>
NAME TITLE DATE
---- ----- ----
<S> <C> <C>
/s/ Sanjiv S. Sidhu* Chairman of the Board August 31, 1998
- --------------------------------- and Chief Executive
Sanjiv S. Sidhu Officer (Principal
executive officer)
/s/ Kanna N. Sharma* Vice Chairman of the August 31, 1998
- --------------------------------- Board, Executive Vice
Kanna N. Sharma President and Secretar
/s/ David F. Cary Vice President and August 31, 1998
- --------------------------------- Chief Financial Office
David F. Cary (Principal financial
and accounting officer
/s/ Harvey B. Cash* Director August 31, 1998
- ---------------------------------
Harvey B. Cash
/s/ Thomas J. Meredith* Director August 31, 1998
- ---------------------------------
Thomas J. Meredith
/s/ Sandeep R. Tungare* Director August 31, 1998
- ---------------------------------
Sandeep R. Tungare
* By:/s/ David F. Cary
----------------------------
David F. Cary
Attorney-in-Fact
</TABLE>