POS AM 1 0001.txt POST EFFECTIVE AMENDMENT NO. 1 TO S-1 (RESALE) As filed with the Securities and Exchange Commission on March 19, 2001 Registration No. 333-48976 ================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 --------------- POST-EFFECTIVE AMENDMENT NO. 1 To FORM S-1 REGISTRATION STATEMENT Under THE SECURITIES ACT OF 1933 --------------- METAWAVE COMMUNICATIONS CORPORATION (Exact name of Registrant as specified in its charter) --------------- Delaware 3663 91-1673152 ------------------------------- ---------------------------- ---------------------- (State or Other Jurisdiction of (Primary Standard Industrial (I.R.S. Employer Incorporation or Organization) Classification Code Number) Identification Number)
10735 Willows Road NE Redmond, WA 98052 (425) 702-5600 (Address, including zip code and telephone number, including area code, of Registrant's principal executive offices) --------------- ROBERT H. HUNSBERGER Chief Executive Officer and Chairman of the Board 10735 Willows Road NE Redmond, WA 98052 (425) 702-5600 (Name, address including zip code and telephone number including area code, of agent for service) Copies to: MARK J. HANDFELT JOHN W. ROBERTSON KIRK D. SCHUMACHER Venture Law Group A Professional Corporation 4750 Carillon Point Kirkland, WA 98033-7355 (425) 739-8700 --------------- Approximate date of commencement of proposed sale to the public: Not applicable. --------------- If any of the securities being registered on this form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. [ ]________ If this form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. [ ]________ If this form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. [ ]________ If delivery of the prospectus is expected to be made pursuant to Rule 434, please check the following box. [ ]________ The Registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the Registration Statement shall become effective on such date as the Commission, acting pursuant to said Section 8(a), may determine. ================================================================================ DEREGISTRATION OF SECURITIES In accordance with the Item 17 Undertakings set forth in Metawave's Registration Statement on Form S-1 (No. 333-48976), declared effective on November 8, 2000, Metawave is filing this Post-Effective Amendment No. 1 to deregister the 5,017,854 unsold shares of its common stock, par value $0.0001 per share. Pursuant to the requirements of the Securities Act of 1933, this Post- Effective Amendment No. 1 to Registration Statement No. 333-48976 has been signed by the following persons in the capacities and on the dates indicated:
Signature Title Date --------- ----- ---- * President, Chief Executive Officer and March 19, 2001 ---------------------------------------- Chairman of the Board (Principal Executive Robert H. Hunsberger Officer) /S/ STUART W. FUHLENDORF Senior Vice President and Chief Financial March 19, 2001 ---------------------------------------- Officer (Principal Financial and Accounting Stuart W. Fuhlendorf Officer) * Director March 19, 2001 ---------------------------------------- Douglas O. Reudink * Director March 19, 2001 ---------------------------------------- Bandel L. Carano * Director March 19, 2001 ---------------------------------------- Bruce C. Edwards * Director March 19, 2001 ---------------------------------------- David R. Hathaway * Director March 19, 2001 ---------------------------------------- Scot B. Jarvis * Director March 19, 2001 ---------------------------------------- Jennifer Gill Roberts * Director March 19, 2001 ---------------------------------------- David A. Twyver *By: /s/ STUART W. FUHLENDORF ---------------------------------------- Stuart W. Fuhlendorf Attorney-in-Fact