AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON OCTOBER 11, 2000
REGISTRATION NO. 333-36990
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-3 REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933
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NETOBJECTS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 94-3233791
State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
301 GALVESTON DRIVE
REDWOOD CITY, CALIFORNIA 94063
(650) 482-3200
(Address, including zip code, and telephone number, including
area code, of Registrant's principal executive offices)
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SAMIR ARORA
NETOBJECTS, INC.
301 GALVESTON DRIVE
REDWOOD CITY, CALIFORNIA 94063
(650) 482-3200
(Name, address, including zip code, and telephone number, including
area code, of agents for service)
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THE COMMISSION IS REQUESTED TO SEND COPIES OF ALL COMMUNICATIONS TO:
ALAN B. KALIN, ESQ.
MCCUTCHEN, DOYLE, BROWN, & ENERSEN, LLP
3150 PORTER DRIVE
PALO ALTO, CALIFORNIA 94304-1212
(650) 849-4400
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If the only securities being registered on this Form are being offered
pursuant to dividend or interest reinvestment plans, please check the following
box. [ ]
If any of the securities being registered on this Form are to be
offered on a delayed or continuous basis pursuant to Rule 415 under the
Securities Act of 1933, other than securities offered only in connection with
dividend of interest reinvestment plans, check the following box. [ ]
If this Form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act, please check the following box
and list the Securities Act registration statement number of the earlier
effective registration statement for the same offering. [ ]
If this Form is a post-effective amendment filed pursuant to Rule
462(c) under the Securities Act, check the following box and list the Securities
Act registration statement number of the earlier effective registration
statement of the same offering. [ ]
If delivery of the prospectus is expected to be made pursuant to Rule
434, please check the following box. [ ]
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<PAGE>
DEREGISTRATION OF SECURITIES
This Post-Effective Amendment No. 1 to Form S-3 Registration Statement
(the "Post-Effective Amendment") is being filed to deregister the remaining
unsold shares of common stock of the total 1,780,815 shares of common stock of
NetObjects, Inc. (the "Registrant") covered by the Amendment No. 1 to Form S-1
Registration Statement on Form S-3, No. 333-36990 originally filed June 6, 2000
(the "Registration Statement"). This is due to the expiration of the obligation
of the Company to maintain the effectiveness of the Registration Statement under
the Plan and Agreement of Reorganization (dated October 4, 1999) among the
Registrant and the selling shareholders identified in the prospectus, which is a
part of the Registration Statement. Accordingly, the Registrant hereby files
this Post-Effective Amendment to the Registration Statement to deregister all
unsold shares originally registered by the Registration Statement. Of the total
1,780,815 shares originally registered by the Registration Statement 414,406
shares remained unsold as of October 10, 2000.
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 this Post-Effective Amendment and has duly caused
this Post-Effective Amendment to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Redwood City, State of California, on
this 11th day of October, 2000.
NETOBJECTS, INC.
By: /s/ Samir Arora
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Samir Arora, Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, as amended,
this Post-Effective Amendment has been signed by the following persons in the
capacities and on the dates indicated.
Name Title Date
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/s/ Samir Arora Chief Executive Officer October 11, 2000
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Samir Arora
/s/ Russell F. Surmanek Chief Financial Officer October 11, 2000
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Russell F. Surmanek
/s/ Robert G. Anderegg* Director October 11, 2000
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Robert G. Anderegg
/s/ Lee A. Dayton* Director October 11, 2000
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Lee A. Dayton
/s/ John Sculley* Director October 11, 2000
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John Sculley
/s/ Michael D. Zisman* Director October 11, 2000
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Michael D. Zisman
/s/ Blake Modersitzki* Director October 11, 2000
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Blake Modersitzki
*By Samir Arora, as attorney-in-fact pursuant to the Power of Attorney filed
with the Registration Statement.
