<PAGE> 1
As filed with the Securities and Exchange Commission on June 4, 1998
Registration No. 333-22913
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------------------
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
----------------------
ASPEC TECHNOLOGY, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
----------------------
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<S> <C> <C>
DELAWARE 7372 77-0298386
(STATE OR OTHER JURISDICTION OF (PRIMARY STANDARD INDUSTRIAL (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) CLASSIFICATION CODE NUMBER) IDENTIFICATION NUMBER)
830 EAST ARQUES AVENUE
SUNNYVALE, CALIFORNIA 94086
(408) 774-2199
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(ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE, OF
REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES)
----------------------
CONRAD J. DELL'OCA
PRESIDENT AND CHIEF EXECUTIVE OFFICER
ASPEC TECHNOLOGY, INC.
830 EAST ARQUES AVENUE
SUNNYVALE, CALIFORNIA 94086
(408) 774-2199
(NAME, ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE,
OF AGENT FOR SERVICE)
----------------------
Copies to:
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<S> <C>
JEFFREY D. SAPER, ESQ. JORGE A. DEL CALVO, ESQ.
J. ROBERT SUFFOLETTA, ESQ. KATHARINE A. MARTIN, ESQ.
WILSON SONSINI GOODRICH & ROSATI PILLSBURY MADISON & SUTRO LLP
PROFESSIONAL CORPORATION 2550 HANOVER STREET
650 PAGE MILL ROAD PALO ALTO, CALIFORNIA 94304
PALO ALTO, CA 94304 (650) 233-4500
(650) 493-9300
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The Registration Fee was previously calculated and paid in connection
with the filing of the Registration Statement on March 6, 1997 and Pre-Effective
Amendment No. 2 to the Registration Statement on March 17, 1998.
----------------------
No exhibits are filed with this Post-Effective Amendment.
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The Registrant registered an aggregate of 6,900,000 shares of its Common
Stock (the "Registered Shares") pursuant to a Registration Statement on Form S-1
(File No. 333-22913) filed with the Securities and Exchange Commission on March
6, 1997, as amended. The Registered Shares included 6,000,000 shares sold by the
Registrant in its initial public offering (the "Offering") and 900,000 shares to
be sold by the Registrant pursuant to the over-allotment option granted to the
underwriters. The Offering occurred on May 1, 1998, at which time an aggregate
of 6,000,000 shares (the "Sold Shares") were sold by the Registrant. The 30-day
period during which the underwriters had the right to exercise the
over-allotment option of 900,000 Registered Shares has expired. Accordingly, the
Registrant hereby withdraws from registration under this Registration Statement
on Form S-1 the 900,000 shares of its Common Stock (the "Remaining Shares")
representing the excess of the Registered Shares over the Sold Shares.
This Post-Effective Amendment is being filed for the sole purpose of
deregistering the Remaining Shares. no changes are being made to the Prospectus
or to Part II of the Registration Statement.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
Registrant has duly caused this Amendment to the Registration Statement to be
signed on its behalf by the undersigned, thereunto duly authorized, in the City
of Sunnyvale, State of California, on June 4, 1998.
Aspec Technology, Inc.
By: /s/ CONRAD J. DELL'OCA
-------------------------------------
Conrad J. Dell'Oca
President and Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1933, on
June 4, 1998 this Amendment to the Registration Statement has been signed by the
following persons in the capacities indicated:
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<CAPTION>
SIGNATURE Title
<S> <C>
/s/ CONRAD J. DELL'OCA
- ---------------------- Chairman of the Board, President and Chief
Conrad J. Dell'Oca Executive Officer (Principal Executive Officer)
/s/ MITCHELL D. BOHN
- ---------------------- Chief Operating Officer and Chief Financial
Mitchell D. Bohn Officer
(Principal Financial and Accounting Officer)
/s/ JAI P. SHIN*
- ---------------------- Director
Jai P. Shin
/s/ Y.S. FU*
- ---------------------- Director
Y.S. Fu
/s/ CHENG MING LEE*
- ---------------------- Director
Cheng Ming Lee
/s/ WALTER G. KORTSCHAK*
- ------------------------ Director
Walter G. Kortschak
/s/ JEFFREY D. SAPER*
- ---------------------- Director
Jeffrey D. Saper
*By: /s/ CONRAD J. DELL'OCA
----------------------
Conrad J. Dell'Oca
Attorney-in-fact
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