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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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
AT HOME CORPORATION
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(Exact name of registrant as specified in its charter)
DELAWARE 77-0408542
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(State of incorporation or organization) (I.R.S. Employer
Identification Number)
425 BROADWAY
REDWOOD CITY, CALIFORNIA 94063
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(Address of principal executive offices) (Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
NONE.
Securities to be registered pursuant to Section 12(g) of the Act:
SERIES A COMMON STOCK, $0.01 PAR VALUE
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(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The description of the Series A Common Stock of Registrant set forth
under the caption "Description of Capital Stock" in Registrant's Registration
Statement on Form S-1 (File No. 333-27323) as originally filed with the
Securities and Exchange Commission on May 16, 1997, or as subsequently amended
(the "Registration Statement"), and in the Prospectus included in the
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Registration Statement, is hereby incorporated by reference in response to this
item.
ITEM 2. EXHIBITS.
The following exhibits are filed herewith or incorporated herein by
reference:
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Exhibit
Number Exhibit Title or Description
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3.01 Third Amended and Restated Certificate of
Incorporation of Registrant filed August 14, 1996
(incorporated by reference to Exhibit 3.01 to the
Registration Statement).
3.02 Certificate of Amendment of Third Amended
and Restated Certificate of Incorporation of
Registrant filed April 11, 1997 (incorporated by
reference to Exhibit 3.02 to the Registration
Statement).
3.03 Certificate of Designation of Series C
Convertible Participating Preferred Stock of
Registrant filed April 11, 1997 (incorporated by
reference to Exhibit 3.03 to the Registration
Statement).
3.04 Form of Certificate of Amendment of the
Third Amended and Restated Certificate of
Incorporation of Registrant to be effective upon
the closing of the initial public offering
(incorporated by reference to Exhibit 3.04 to the
Registration Statement).
3.05 Form of Second Amended and Restated Bylaws
of Registrant (incorporated by reference to
Exhibit 3.05 to the Registration Statement).
4.01 Third Amended and Restated Registration
Rights Agreement, dated April 11, 1997, among
Registrant and the parties indicated therein
(incorporated by reference to Exhibit 4.01 to the
Registration Statement).
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4.02 Letter Agreement relating to Tag-Along/Drag-
Along Rights, dated April 11, 1997, among
Registrant and the parties indicated therein
(incorporated by reference to Exhibit 4.02 to the
Registration Statement).
4.03 Canadian Purchase Letter Agreement, dated
April 11, 1997, among Registrant and the parties
indicated therein (incorporated by reference to
Exhibit 4.03 to the Registration Statement).
4.04 Form of Amended and Restated Stockholders'
Agreement, dated August 1, 1996, among Registrant
and the parties indicated therein, as amended to
be effective upon the closing of the initial
public offering (incorporated by reference to
Exhibit 4.04 to the Registration Statement).
4.05 Form of certificate of Registrant's Series A
Common Stock (incorporated by reference to Exhibit
4.05 to the Registration Statement).
99.01 The description of Registrant's capital
stock set forth under the caption "Description of
Capital Stock" on pages 69 through 71 of the
Prospectus included in the Registration Statement.
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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, thereunto duly authorized.
Dated: June 10, 1997 At Home Corporation
By: /s/ Kenneth A. Goldman
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Kenneth A. Goldman
Senior Vice President and
Chief Financial Officer
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INDEX TO EXHIBITS
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<CAPTION>
Exhibit
Number Exhibit Title or Description
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<C> <S>
3.01 Third Amended and Restated Certificate of Incorporation of Registrant
filed August 14, 1996 (incorporated by reference to Exhibit 3.01 to the
Registration Statement).
3.02 Certificate of Amendment of Third Amended and Restated Certificate of
Incorporation of Registrant filed April 11, 1997 (incorporated by
reference to Exhibit 3.02 to the Registration Statement).
3.03 Certificate of Designation of Series C Convertible Participating
Preferred Stock of Registrant filed April 11, 1997 (incorporated by
reference to Exhibit 3.03 to the Registration Statement).
3.04 Form of Certificate of Amendment of the Third Amended and Restated
Certificate of Incorporation of Registrant to be effective upon the
closing of the initial public offering (incorporated by reference to
Exhibit 3.04 to the Registration Statement).
3.05 Form of Second Amended and Restated Bylaws of Registrant (incorporated
by reference to Exhibit 3.05 to the Registration Statement).
4.01 Third Amended and Restated Registration Rights Agreement, dated April
11, 1997, among Registrant and the parties indicated therein
(incorporated by reference to Exhibit 4.01 to the Registration
Statement).
4.02 Letter Agreement relating to Tag-Along/Drag-Along Rights, dated April
11, 1997, among Registrant and the parties indicated therein
(incorporated by reference to Exhibit 4.02 to the Registration
Statement).
4.03 Canadian Purchase Letter Agreement, dated April 11, 1997, among
Registrant and the parties indicated therein (incorporated by reference
to Exhibit 4.03 to the Registration Statement).
4.04 Form of Amended and Restated Stockholders' Agreement, dated August 1,
1996, among Registrant and the parties indicated therein, as amended to
be effective upon the closing of the initial public offering
(incorporated by reference to Exhibit 4.04 to the Registration
Statement).
4.05 Form of certificate of Registrant's Series A Common Stock (incorporated
by reference to Exhibit 4.05 to the Registration Statement).
99.01 The description of Registrant's capital stock set forth under the
caption "Description of Capital Stock" on pages 69 through 71 of the
Prospectus included in the Registration Statement.
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