Post-Effective Amendment No. 3 to
Critical Path, Inc.
California | 91-1788300 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification Number) |
350 The Embarcadero
Mark Ferrer
Copies To:
Michael J. Zukerman Senior Vice President, General Counsel and Secretary Critical Path, Inc. 350 The Embarcadero San Francisco, CA 94105-1204 (415) 541-2500 | Gregg F. Vignos Pillsbury Winthrop LLP P.O. Box 7880 San Francisco, CA 94120-7880 (415) 983-1000 | Scott D. Miller Sullivan & Cromwell LLP 1870 Embarcadero Road Palo Alto, CA 94303 (650) 461-5600 |
EXPLANATORY NOTE
Critical Path, Inc. hereby amends its Registration Statement on Form S-3 (No. 333-111559) (the “Registration Statement”) relating to the registration of 14,000,000 shares of Series E Preferred Stock and 17,220,000 shares of Common Stock issuable upon conversion of the Series E Preferred Stock in connection with the Rights Offering, by filing this Post Effective Amendment No. 3 (this “Amendment”). The Registration Statement was declared effective on May 5, 2004. This Amendment is being filed to deregister the shares of Series E Preferred Stock which remain unsold under the Registration Statement (the “Unsold Series E Preferred Stock”) and shares of Common Stock issuable upon conversion of the Unsold Series E Preferred Stock. Accordingly, Critical Path, Inc. hereby deregisters 11,357,092 shares of Series E Preferred Stock and 13,969,223 shares of Common Stock issuable upon conversion of the Series E Preferred Stock.
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 3 to Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of San Francisco, State of California, on August 19, 2004.
CRITICAL PATH, INC. |
By: | /s/ MARK FERRER |
______________________________________ Mark Ferrer | |
Chief Executive Officer | |
(principal executive officer) |
Pursuant to the requirements of the Securities Act of 1933, this Post Effective Amendment No. 3 to Registration Statement has been signed by the following persons in the capacities indicated on the dates indicated.
Date | Signature | Title | ||
August 19, 2004 | * William E. McGlashan, Jr. | Chairman of the Board of Directors | ||
August 19, 2004 | /s/ MARK FERRER Mark Ferrer | Director and Chief Executive Officer (principal executive officer) | ||
August 19, 2004 | /s/ JAMES A. CLARK James A. Clark | Executive Vice President and Chief Financial Officer (principal accounting officer) | ||
August 19, 2004 | * Peter L. S. Currie | Director | ||
August 19, 2004 | * Ross Dove | Director | ||
August 19, 2004 | * Frost R. R. Prioleau | Director | ||
August , 2004 | Michael J. Shannahan | Director | ||
August 19, 2004 | * Steven R. Springsteel | Director | ||
August , 2004 | Tom Tinsley | Director | ||
*By: /s/ MICHAEL J. ZUKERMAN Michael J. Zukerman As Attorney-In-Fact |