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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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
INTERLIANT, INC.
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(Exact name of registrant as specified in its Charter)
Delaware 13-397-8980
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(State of incorporation (I.R.S. Employer
or organization) Identification No.)
215 First Street
Cambridge, Massachusetts 02142
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(Address of principal (Zip Code)
executive offices)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class to be so Name of each exchange on which
registered each class is to be registered
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None Not Applicable
If this form relates to the registration of a class of securities pursuant to
Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), check the following box. [ ]
If this form relates to the registration of a class of securities pursuant to
Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), check the following box. [X]
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Securities Act registration statement file number to which this form relates:
333-74403 (if applicable).
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, $.01 par value per share
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(Title of Class)
Item 1. Description of Registrant's Securities to be Registered.
A complete description of the Common Stock, $.01 par value per share,
of Interliant, Inc. (the "Registrant") which is to be registered
hereunder is contained under the caption "Description of Capital
Stock" in the Registration Statement on Form S-1 (File No. 333-74403)
filed by the Registrant with the Securities and Exchange Commission on
March 15, 1999, as amended from time to time (the "Registration
Statement"). Such description is hereby incorporated by reference.
Item 2. Exhibits.
The following exhibits are filed herewith (or incorporated by
reference as indicated below):
Exhibit
Number Description
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1. Form of Amended and Restated Certificate of Incorporation of
the Registrant (incorporated by reference to Exhibit 3.1 of the
Registration Statement)
2. Form of Amended and Restated By-Laws of the Registrant
(incorporated by reference to Exhibit 3.2 of the Registration
Statement)
3. Specimen Certificate for common stock of the Registrant
(incorporated by reference to Exhibit 4.1 of the Registration
Statement)
4. Investors Agreement, dated as of January 28, 1999, by and among
Sage Networks, Inc. SOFTBANK Technology Ventures IV, L.P. and
SOFTBANK Technology, Advisors Funds, L.P. (incorporated by
reference to Exhibit 4.2 of the Registration Statement)
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EXHIBIT
NUMBER DESCRIPTION
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5. Securities Purchase Agreement between Sage Networks, Inc. SOFTBANK
Technology Ventures IV, L.P. and SOFTBANK Technology Advisors Funds,
L.P. dated January 28, 1999 (incorporated by reference to Exhibit 4.3
of the Registration Statement)
6. Registration Rights Agreement, dated as of December 8, 1996 by and
between Sage Networks, Inc. and Web Hosting Organization LLC
(incorporated by reference to Exhibit 4.4 of the Registration
Statement)
7. Shareholders Agreement by and among Sage Networks, Inc. and each of the
Stockholders of Sage Networks, Inc., dated as of March 10, 1999
(incorporated by reference to Exhibit 4.5 of the Registration
Statement)
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SIGNATURE
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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, thereto duly authorized.
INTERLIANT, INC.
By: /s/ Leonard J. Fassler
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Name: Leonard J. Fassler
Title: Co-Chairman
Date: May 18, 1999
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