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As filed with the Securities and Exchange Commission on April 27, 2000
Registration No. 333-87553
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Post-Effective Amendment No. 1 to
FORM S-8
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
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CRITICAL PATH, INC.
(Exact name of registrant as specified in charter)
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320 First Street
California San Francisco, California 94105
(State of incorporation) (Address of principal executive offices)
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1996 Amplitude Stock Option Plan
1998 Stock Option Plan
1998 dotOne Stock Option Plan
1999 Employee Stock Purchase Plan
1999 Nonstatutory Stock Option Plan
(Full title of the plans)
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Douglas T. Hickey
President and Chief Executive Officer
Critical Path, Inc.
320 1st Street
San Francisco, California 94105
(415) 808-8800
(Name, address and telephone number, including area code, of agent for service)
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Copy to:
Alan K. Austin, Esq.
Wilson Sonsini Goodrich & Rosati
Professional Corporation
650 Page Mill Road
Palo Alto, CA 94304
(650) 493-9300
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CRITICAL PATH, INC.
REGISTRATION STATEMENT ON FORM S-8
Explanatory Note
This Amendment No. 1 to the Registration Statement on Form S-8 of Critical
Path, Inc. (File No. 333-87553) (the "Registration Statement") is being filed,
in accordance with the requirements of the Securities Act of 1933, as amended,
to substitute the correct form of Exhibit 10.5, the Critical Path, Inc. 1999
Nonstatutory Stock Option Plan for an incorrect version of the same plan that
was unintentionally filed with the Registration Statement.
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Exhibit
Number Description
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5.1** Opinion of Wilson Sonsini Goodrich & Rosati.
10.1** 1996 Amplitude Stock Option Plan
10.2* 1998 Stock Option Plan
10.3** 1998 dotOne Stock Option Plan
10.4* 1999 Employee Stock Option Plan
10.5 1999 Nonstatutory Stock Option Plan
23.1** Consent of PricewaterhouseCoopers, LLP, Independent Accountants
23.2** Consent of Ernst & Young LLP, Independent Auditors
23.3 Consent of Wilson Sonsini Goodrich & Rosati (contained in
Exhibit 5.1).
24.1 Power of Attorney (see signature page).
* Incorporated by reference to the Registrant's Registration Statement on Form
S-1, as amended (No. 333-71499), which was declared effective on March 26,
1999.
** Previously filed.
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SIGNATURES
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-8 and has duly caused this Amendment No. 1 to
the registration statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of San Francisco, State of California,
on April 27, 2000.
CRITICAL PATH, INC.
By: /s/ Douglas T. Hickey
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Douglas T. Hickey
President and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated.
Signature Title Date
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/s/ Douglas T. Hickey President and Chief Executive Officer and April 27, 2000
- ---------------------------- Director (Principal Executive Officer)
Douglas T. Hickey
* Executive Vice President and Chief April 27, 2000
- ---------------------------- Financial Officer (Principal Financial and
David Thatcher Accounting Officer)
* Chairman of the Board April 27, 2000
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David C. Hayden
Director April 27, 2000
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Christos M. Cotsakos
Director April 27, 2000
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Lisa Gansky
* Director April 27, 2000
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Kevin R. Harvey
Director April 27, 2000
- ----------------------------
James A. Smith
* Director April 27, 2000
- ----------------------------
George Zachary
*By: /s/ Douglas T. Hickey
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Douglas T. Hickey
Attorney-in-Fact
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INDEX TO EXHIBITS
Exhibit
Number Description
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5.1** Opinion of Wilson Sonsini Goodrich & Rosati.
10.1** 1996 Amplitude Stock Option Plan
10.2* 1998 Stock Option Plan
10.3** 1998 dotOne Stock Option Plan
10.4* 1999 Employee Stock Option Plan
10.5 1999 Nonstatutory Stock Option Plan
23.1** Consent of PricewaterhouseCoopers, LLP, Independent Accountants
23.2** Consent of Ernst & Young LLP, Independent Auditors
23.3 Consent of Wilson Sonsini Goodrich & Rosati (contained in
Exhibit 5.1).
24.1 Power of Attorney (see signature page).
* Incorporated by reference to the Registrant's Registration Statement on Form
S-1, as amended (No. 333-71499), which was declared effective on March 26,
1999.
** Previously filed.