PRECEPT BUSINESS SERVICES INC
S-4/A, 1998-02-09
PAPER & PAPER PRODUCTS
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<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)
 
<TABLE>
<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.
 
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<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.
    
 
<TABLE>
<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.
    
 
   
<TABLE>
<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


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