SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
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FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
PurchasePro.com, Inc.
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(Exact name of registrant as specified in its charter)
Nevada 88-0385401
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(State of incorporation or organization) (I.R.S. Employer Identification No.)
3291 N. Buffalo Drive, Las Vegas, Nevada 89129
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(Address of principal executive offices) (Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
Name of each exchange on which each
Title of each class to be so registered class is to be registered
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None None
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: 333-80165
Securities to be registered pursuant to Section 12(g) of the Act:
COMMON STOCK, $0.01 PAR VALUE PER SHARE
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(Title of class)
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Item 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
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In response to this item, incorporated by reference is the description of
the Common Stock, $0.01 par value per share (the "Common Stock"), of
PurchasePro.com, Inc. (the "Registrant") contained under the caption
"Description of Capital Stock" in the Prospectus (Subject to Completion) dated
June 8, 1999 that forms a part of the Registrant's Registration Statement on
Form S-1 (the "Registration Statement") (File No. 333-80165).
Item 2. EXHIBITS.
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The following exhibits are filed as a part of this Registration
Statement:
Exhibit
Number Description of Document
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3(i).1 Amended and Restated Articles of Incorporation.
3(ii).1 Bylaws of the Registrant, as amended.
3(i).2 Form of Amended and Restated Articles of Incorporation to
be filed prior to completion of this offering.
3(ii).2 Form of Amended and Restated Bylaws to be filed prior to
completion of this offering.
4.1 Form of Common Stock Certificate.
10.6 First Amended and Restated Stockholders Agreement dated as
of April 30, 1999 between the Registrant and the holders of
Series A Preferred Stock and Series B Preferred Stock.
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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.
Dated: June 21, 1999
PURCHASEPRO.COM, INC.
By /s/ Charles E. Johnson, Jr.
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Charles E. Johnson, Jr.
Chairman and Chief Executive Officer
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INDEX TO EXHIBITS
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Exhibit
Number Exhibit
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3(i).1 Amended and Restated Articles of Incorporation.
3(ii).1 Bylaws of the Registrant, as amended.
3(i).2 Form of Amended and Restated Articles of Incorporation to
be filed prior to completion of this offering.
3(ii).2 Form of Amended and Restated Bylaws to be filed prior to
completion of this offering.
4.1 Form of Common Stock Certificate.
10.6 First Amended and Restated Stockholders Agreement dated as
of April 30, 1999 between the Registrant and the holders of
Series A Preferred Stock and Series B Preferred Stock.
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