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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
GREENMOUNTAIN.COM COMPANY
(Exact Name of Registrant as Specified in Its Charter)
Delaware 03-0360441
(State of Incorporation or Organization) (I.R.S. Employer
Identification no.)
55 Green Mountain Drive
South Burlington, Vermont 05403
(Address of Principal Executive Offices) (Zip Code)
If this form relates to the If this form relates to the
registration of a class of registration of a class of
securities pursuant to Section securities pursuant to Section
12(b) of the Exchange Act and is 12(g) of the Exchange Act and is
effective pursuant to General effective pursuant to General
Instruction A.(c), please check Instruction A.(d), please check
the following box. [_] the following box. [X]
Securities Act registration statement file number to which this form relates:
333-75171
Securities to be registered pursuant to Section 12(b) of the Act:
Title of Each Class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
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None None
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, par value $0.01 per share
(Title of Class)
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Item 1. Description of Registrant's Securities to be Registered.
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The description of the Common Stock of the Registrant registered
hereby is incorporated by reference to the description of the Registrant's
capital stock set forth under the heading "Description of Capital Stock" in the
Registrant's Form S-1 Registration Statement No. 333-75171, as filed with the
Securities and Exchange Commission on March 29, 1999, and thereafter amended and
supplemented, including amendments or supplements thereto set forth in any form
of prospectus filed pursuant to Rule 424(b) under the Securities Act of 1933, as
amended, which prospectus shall be deemed to be incorporated by reference into
this Registration Statement.
Item 2. Exhibits.
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1.1 Certificate of Incorporation of the Company, as amended
(incorporated by reference to Exhibit 3.1 to the Registration
Statement).
1.2 Form of Amended and Restated Certificate of Incorporation of the
Company (incorporated by reference to Exhibit 3.2 to the
Registration Statement).
1.3 Bylaws of the Company (incorporated by reference to Exhibit 3.3
to the Registration Statement).
1.4 Form of Amended and Restated Bylaws of the Company (incorporated
by reference to Exhibit 3.4 to the Registration Statement).
2.1 Specimen Certificate of the Company's Common Stock (incorporated
by reference to Exhibit 4.1 to the Registration Statement).
2.2 Form of Registration Rights Agreement by and among the Registrant
and the stockholders indicated therein (incorporated by reference
to Exhibit 4.2 to the Registration Statement)
2.3 Warrant to Purchase Interest in Green Mountain Energy Resources
L.L.C. issued to Shallowbrook Securities, Ltd., dated as of
August 6, 1997 (incorporated by reference to Exhibit 4.3 to the
Registration Statement)
2.4 Warrant to Purchase Interest in Green Mountain Energy Resources
L.L.C. issued to Capital Investment Group, Inc., dated as of
August 6, 1997 (incorporated by reference to Exhibit 4.4 to 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, thereto duly authorized.
GREENMOUNTAIN.COM COMPANY
Date: June 4, 1999 By: /s/ M. David White
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M. David White
Chief Executive Officer
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INDEX TO EXHIBITS
Exhibit
Number Exhibit
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1.1 Certificate of Incorporation of the Company, as amended (incorporated
by reference to Exhibit 3.1 to the Registration Statement).
1.2 Form of Amended and Restated Certificate of Incorporation of the
Company (incorporated by reference to Exhibit 3.2 to the Registration
Statement).
1.3 Bylaws of the Company (incorporated by reference to Exhibit 3.3 to the
Registration Statement).
1.4 Form of Amended and Restated Bylaws of the Company (incorporated by
reference to Exhibit 3.4 to the Registration Statement).
2.1 Specimen Certificate of the Company's Common Stock (incorporated by
reference to Exhibit 4.1 to the Registration Statement).
2.2 Form of Registration Rights Agreement by and among the Registrant and
the stockholders indicated therein (incorporated by reference to
Exhibit 4.2 to the Registration Statement)
2.3 Warrant to Purchase Interest in Green Mountain Energy Resources L.L.C.
issued to Shallowbrook Securities, Ltd., dated as of August 6, 1997
(incorporated by reference to Exhibit 4.3 to the Registration
Statement)
2.4 Warrant to Purchase Interest in Green Mountain Energy Resources L.L.C.
issued to Capital Investment Group, Inc., dated as of August 6, 1997
(incorporated by reference to Exhibit 4.4 to the Registration
Statement)
