The 1999 option price is $20.188 and the 1998 option price is $17.10.
News Release:
July 15, 1999 20:10
APPNET SYSTEMS INC files for employee plan.
Excerpted from S-8 filed on 07/15 by APPNET SYSTEMS INC:
APPNET SYSTEMS INC files for employee plan.
CALCULATION OF REGISTRATION FEE
TABLE
CAPTION
PROPOSED PROPOSED
MAXIMUM MAXIMUM AMOUNT OF
TITLE OF EACH CLASS AMOUNT TO BE OFFERING PRICE AGGREGATE REGISTRATION
OF SECURITIES TO BE REGISTERED REGISTERED PER OFFERING FEE(3)(4)
(1) SHARE(2) PRICE(2)
S C C C C
1999 Stock Incentive Plan, common 2,000,000 $20.188 $40,376,000 $11,225
stock, $0.0005 par value
1998 Stock Option and Incentive Plan, 1,578,947 $17.10 $26,999,994 $7,506
common stock, $0.0005 par value
Century Computing, Incorporated 704,127 $1.4099 $992,749 $276
Incentive Stock Plan, common stock,
$0.0005 par value
Internet Outfitters, Inc. 1996 22,300 $3.762 $83,893 $23
Incentive Stock Option Plan, common
stock, $0.0005 par value
Common stock, $0.0005 par value 49,122 $8.55 $419,993 $117
Common stock, $0.0005 par value 659,643 $0.3007 $198,355 $55
Total 5,014,139 $69,070,984 $19,202(4)
TABLE
(1) The number of shares of AppNet Systems, Inc. ("AppNet") common
stock, par value $0.0005 per share ("Common Stock"), stated
above consists of the aggregate number of shares that (a) may
be sold upon the exercise of options which have been granted
and/or may hereafter be granted under the AppNet 1999 Stock
Incentive Plan (the "1999 Plan"), the AppNet 1998 Stock Option
and Incentive Plan, as amended and restated (the "1998 Plan"),
the Century Computing, Incorporated Incentive Stock Option
Plan, as amended (the "Century Plan") and the Internet
Outfitters, Inc. 1996 Incentive Stock Option Plan, as amended
(the "Internet Outfitters Plan"), (b) were issued upon the
exercise of options which were granted under the the 1998 Plan
and the Century Plan, (c) were issued under certain Senior
Management Agreements by and between AppNet and each of Ronald
B. Alexander, Anne Filippone, Robert G. Harvey, Robert D.
McCalley, Jack Pearlstein and Toby Tobaccowala and (d) were
issued under certain employee stock purchase agreements by and
between AppNet and each of Barbara Barnes, Julie Colton,
Robert George, Thomas Meloche, Robert Simms and Andrew Stern,
plus such indeterminate number of shares as may be issued
under the 1998 Plan, the 1999 Plan, the Century Plan and the
Internet Outfitters Plan to prevent dilution resulting from
stock splits, stock dividends or similar transactions in
accordance with Rule 416 under the Securities Act of 1933.
(2) Estimated solely for the purpose of calculating the
registration fee pursuant to Rule 457(h) under the Securities
Act of 1933 as follows: (a) in the case of shares of our
Common Stock which may be purchased upon exercise of
outstanding options, the fee is calculated on the basis of the
price at which the options may be exercised; and (b) in the
case of shares of our Common Stock for which options have not
yet been granted and the option price of which is therefore
unknown, the fee is calculated on the basis of the average of
the high and low prices per share of Common Stock as reported
on The Nasdaq Stock Market's National Market July 12, 1999.
(3) The Registration Fee is calculated by multiplying the product
of the exercise price per share and the number of shares
subject to options at such exercise price, by .000278.
(4) This Registration Fee was previously paid in connection with
the initial filing of the Registration Statement on Form S-1
of AppNet Systems, Inc. (File No. 333-75205) filed with the
Securities and Exchange Commission on March 29, 1999. The
Registration Statement on Form S-1 that was declared
effective by the Securities and Exchange Commission on June
17, 1999 registered a smaller number of shares of Common
Stock than was initially registered on March 29, 1999.
Accordingly, AppNet has a credit in the amount of $21,140,
a portion of which should be applied to cover the Registration
Fee in connection with this registration statement.
EXPLANATORY NOTE
This registration statement registers shares of common stock,
par value $0.0005 per share ("Common Stock"), of AppNet Systems, Inc. ("AppNet")
that (a) may be sold upon the exercise of options which have been granted and/or
may hereafter be granted under AppNet's 1999 Stock Incentive Plan (the "1999
Plan"), AppNet's 1998 Stock Option and Incentive Plan, as amended and restated
(the "1998 Plan"), the Century Computing, Incorporated Incentive Stock Option
Plan, as amended (the "Century Pla ) and the Internet Outfitters, Inc. 1996
Incentive Stock Option Plan, as amended (the "Internet Outfitters Plan,"
together with the 1999 Plan, the 1998 Plan and the Century Plan, the "Stock
Option Plans"), (b) were issued upon the exercise of options granted under the
1998 Plan and the Century Plan, (c) were issued under certain Senior Management
Agreements by and between AppNet and each of Ronald B. Alexander, Anne
Filippone, Robert G. Harvey, Robert D. McCalley, Jack Pearlstein and Toby
Tobaccowala (the "Senior Management Agreements") and (d) were issued under
certain employee stock purchase agreements by and between AppNet and each of
Barbara Barnes, Julie Colton, Robert George, Thomas Meloche, Robert Simms and
Andrew Stern (the "Stock Purchase Agreements," together with the Stock Option
Plans and the Senior Management Agreements, the "Employee Benefit Plans").
This registration statement contains two parts. The first part
contains a prospectus prepared in accordance with Part I of Form S-3 (in
(End of Item Excerpt)
------------------------------------------------------------------------
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