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 (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
NaviSite, Inc.
(Exact name of registrant as specified in its charter)
Delaware 52-2137343
(State of incorporation (I.R.S. Employer
or organization) Identification No.)
100 Brickstone Square, Andover, Massachusetts 01810
(Address of principal executive offices) (Zip Code)
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
N/A N/A
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 ]
Securities Act registration statement file number to which this form
relates: 333-83501
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, par value $0.01 per share
(Title of class)
INFORMATION REQUIRED IN REGISTRATION STATEMENT
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE
REGISTERED
Capital Stock
The information required by Item 202 of Regulation S-K is provided
under the heading "Description of Capital Stock" in the Registrant's
Registration Statement on Form S-1 (File No. 333-83501), initially
filed with the Securities and Exchange Commission on July 22, 1999,
and as amended from time to time (as so amended, the "Registration
Statement"). Such portion of the Registration Statement is hereby
incorporated by reference and made a part hereof.
ITEM 2. EXHIBITS
1. Certificate of Incorporation, as amended (included as Exhibit
3.1 to the Registration Statement and incorporated by reference
herein).
2. Form of Amended and Restated Certificate of Incorporation
(included as Exhibit 3.2 to the Registration Statement and
incorporated by
reference herein).
3. By-Laws, as amended (included as Exhibit 3.3 to the
Registration Statement and incorporated by reference herein).
4. Form of Amended and Restated By-Laws (included as Exhibit 3.4
to the Registration Statement and incorporated by reference
herein).
5. Specimen Certificate representing the Common Stock, par value
$0.01 per share (included as Exhibit 4.1 to the Registration
Statement and incorporated by reference herein).
6. Series C Convertible Preferred Stock Purchase Agreement dated
as of June 3, 1999 by and between NaviSite, Inc. and Dell USA
L.P. (included as Exhibit 4.2 to the Registration Statement and
incorporated by reference herein).
7. Series D Convertible Preferred Stock Purchase Agreement dated
as of June 3, 1999 by and between NaviSite, Inc. and Microsoft
Corporation (included as Exhibit 4.3 to the Registration
Statement and incorporated by reference herein).
8. Form of Investor Rights Agreement by and among NaviSite, Inc.
and CMGI, Inc. (included as Exhibit 10.12 to the Registration
Statement and incorporated by reference herein).
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.
NAVISITE, INC.
By /s/ Joel B. Rosen
___________________________
Name: Joel B. Rosen
Title: Chief Executive Officer
Dated: October 8, 1999
EXHIBIT
NUMBER EXHIBIT
1. Certificate of Incorporation, as amended (included as
Exhibit 3.1 to the Registration Statement and
incorporated by reference herein).
2. Form of Amended and Restated Certificate of Incorporation (included
as Exhibit 3.2 to the Registration Statement and incorporated by
reference herein).
3. By-Laws, as amended (included as Exhibit 3.3 to the Registration
Statement and incorporated by reference herein).
4. Form of Amended and Restated By-Laws (included as Exhibit 3.4 to the
Registration Statement and incorporated by reference herein).
5. Specimen Certificate representing the Common Stock, par value $0.01
per share (included as Exhibit 4.1 to the Registration Statement and
incorporated by reference herein).
6. Series C Convertible Preferred Stock Purchase Agreement dated as of
June 3, 1999 by and between NaviSite, Inc. and Dell USA L.P.
(included as Exhibit 4.2 to the Registration Statement and
incorporated by reference herein).
7. Series D Convertible Preferred Stock Purchase Agreement dated as of
June 3, 1999 by and between NaviSite, Inc. and Microsoft Corporation
(included as Exhibit 4.3 to the Registration Statement and
incorporated by reference herein).
8. Form of Investor Rights Agreement by and among NaviSite, Inc. and
CMGI, Inc. (included as Exhibit 10.12 to the Registration Statement
and incorporated by reference herein).