<PAGE>
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 9, 1998.
REGISTRATION NO. 333-42689
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------------------
PRE-EFFECTIVE AMENDMENT NO. 3
TO
FORM S-4
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
------------------------
PRECEPT BUSINESS SERVICES, INC.
(Exact name of registrant as specified in its charter)
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<S> <C> <C>
TEXAS 5112 75-2487353
(State or other jurisdiction (Primary Standard Industrial (I.R.S. Employer
of Classification Code Number) Identification
incorporation or organization) No.)
</TABLE>
1909 WOODALL RODGERS FRWY., SUITE 500
DALLAS, TEXAS 75201
TELEPHONE: (214) 754-6600
(Address, including zip code, and telephone number,
including area code, of registrant's principal executive offices)
DAVID L. NEELY
CHIEF EXECUTIVE OFFICER
PRECEPT BUSINESS SERVICES, INC.
1909 WOODALL RODGERS FRWY., SUITE 500
DALLAS, TEXAS 75201
TELEPHONE (214) 754-6600
(Name, address, including zip code, and telephone number,
including area code, of agent for service for registrant)
------------------------
COPIES TO:
RICHARD F. DAHLSON ROBERT BRANTL
Jackson Walker L.L.P. Bressler, Amery & Ross, P.C.
901 Main Street, Suite 6000 17 State Street
Dallas, Texas 75202 New York, New York 10004
(214) 953-6000 (212) 425-9300
------------------------
APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE OF THE SECURITIES TO THE
PUBLIC:
AS SOON AS PRACTICABLE AFTER THIS REGISTRATION STATEMENT BECOMES EFFECTIVE.
------------------------
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,
check the following box. /X/
If the securities being registered on this form are being offered in
connection with the formation of a holding company and there is compliance with
General Instruction G, check the following box. / /
------------------------
THE REGISTRANT HEREBY AMENDS THIS REGISTRATION STATEMENT ON SUCH DATE OR
DATES AS MAY BE NECESSARY TO DELAY ITS EFFECTIVE DATE UNTIL THE REGISTRANT SHALL
FILE A FURTHER AMENDMENT WHICH SPECIFICALLY STATES THAT THIS REGISTRATION
STATEMENT SHALL THEREAFTER BECOME EFFECTIVE IN ACCORDANCE WITH SECTION 8(A) OF
THE SECURITIES ACT OF 1933 OR UNTIL THE REGISTRATION STATEMENT SHALL BECOME
EFFECTIVE ON SUCH DATE AS THE COMMISSION, ACTING PURSUANT TO SECTION 8(A), MAY
DETERMINE.
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- --------------------------------------------------------------------------------
<PAGE>
EXPLANATORY NOTE
This Pre-Effective Amendment No. 3 to the Registration Statement on Form S-4
(File No. 333-42689) (the "Registration Statement") of Precept Business
Services, Inc. (the "Company") originally filed with the Securities and Exchange
Commission (the "Commission") on December 19, 1997, reflects amendments to the
Signature Page contained in Part 2 of Pre-Effective Amendment No. 2 to the
Registration Statement filed with the Commission on February 9, 1998
("Pre-Effective Amendment No. 2"). Accordingly, the Signature Page of
Pre-Effective Amendment No. 2 is hereby amended to read in its entirety as set
forth on the following page.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the
Registrant has duly caused this Pre-Effective Amendment No. 2 to the
Registrant's registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Dallas, State of Texas,
on the 9th day of February, 1998.
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<S> <C> <C>
PRECEPT BUSINESS SERVICES, INC.
By: /s/ DAVID L. NEELY
-----------------------------------------
David L. Neely,
CHAIRMAN AND CHIEF EXECUTIVE OFFICER
</TABLE>
Pursuant to the requirements of the Securities Act of 1933, as amended, this
registration statement has been signed by the following directors and officers
of Precept Business Services, Inc., in the capacities and on the dates
indicated.
SIGNATURE TITLE DATE
- ------------------------------ -------------------------- -------------------
* Director and Chairman of
- ------------------------------ the Executive Committee February 9, 1998
Darwin Deason of the Board
/s/ DAVID L. NEELY Chairman and Chief
- ------------------------------ Executive Officer and February 9, 1998
David L. Neely Director
* President & Chief
- ------------------------------ Operating Officer and February 9, 1998
Douglas R. Deason Director
* Executive Vice President,
- ------------------------------ Chief Administrative February 9, 1998
Glenn R. Smith Officer and Director
Senior Vice President and
* Chief Financial Officer
- ------------------------------ (Principal Accounting February 9, 1998
Scott B. Walker Officer)
*By: /s/ DAVID L. NEELY
-------------------------
David L. Neely
ATTORNEY-IN-FACT
II-4
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the
Registrant has duly caused this Pre-Effective Amendment No. 3 to the
Registrant's registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Dallas, State of Texas,
on the 9th day of February, 1998.
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<S> <C> <C>
PRECEPT BUSINESS SERVICES, INC.
By: /s/ DAVID L. NEELY
-----------------------------------------
David L. Neely,
CHAIRMAN AND CHIEF EXECUTIVE OFFICER
</TABLE>
Pursuant to the requirements of the Securities Act of 1933, as amended, this
registration statement has been signed by the following directors and officers
of Precept Business Services, Inc., in the capacities and on the dates
indicated.
SIGNATURE TITLE DATE
- ------------------------------ -------------------------- -------------------
* Director and Chairman of
- ------------------------------ the Executive Committee February 9, 1998
Darwin Deason of the Board
/s/ DAVID L. NEELY Chairman and Chief
- ------------------------------ Executive Officer and February 9, 1998
David L. Neely Director
* President & Chief
- ------------------------------ Operating Officer and February 9, 1998
Douglas R. Deason Director
* Executive Vice President,
- ------------------------------ Chief Administrative February 9, 1998
Glenn R. Smith Officer and Director
Senior Vice President and
* Chief Financial Officer
- ------------------------------ (Principal Accounting February 9, 1998
Scott B. Walker Officer)
*By: /s/ DAVID L. NEELY
-------------------------
David L. Neely
ATTORNEY-IN-FACT
II-4