-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GSkc026gg6Fd9/cgDjwz0rSrgmAq7DOT3MU+kE7pES65Fk53KDwJAwLuP0z5Kozt bQ6Eh5aMFhV6A1LvMiHMsQ== 0001012287-98-000008.txt : 19980223 0001012287-98-000008.hdr.sgml : 19980223 ACCESSION NUMBER: 0001012287-98-000008 CONFORMED SUBMISSION TYPE: S-3DPOS PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980220 EFFECTIVENESS DATE: 19980220 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: CANTERBURY INFORMATION TECHNOLOGY INC CENTRAL INDEX KEY: 0000794927 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 232170505 STATE OF INCORPORATION: PA FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: S-3DPOS SEC ACT: SEC FILE NUMBER: 333-37197 FILM NUMBER: 98546095 BUSINESS ADDRESS: STREET 1: 1600 MEDFORD PLZ STREET 2: RTE 70 & HARTFORD RD CITY: MEDFORD STATE: NJ ZIP: 08055 BUSINESS PHONE: 6099530044 MAIL ADDRESS: STREET 1: 1600 MEDFORD PLZ CITY: MEDFORD STATE: NJ ZIP: 08055 FORMER COMPANY: FORMER CONFORMED NAME: CANTERBURY CORPORATE SERVICES INC DATE OF NAME CHANGE: 19940323 FORMER COMPANY: FORMER CONFORMED NAME: CANTERBURY EDUCATIONAL SERVICES INC /PA/ DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: CANTERBURY PRESS INC DATE OF NAME CHANGE: 19870615 S-3DPOS 1 STICKER AMENDMENT TO FORM S-3/A As filed with the Securities and Exchange Commission on February 20, 1998 Rule 424(b)(3) Registration No. 333-37197 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST EFFECTIVE AMENDMENT NO. 1 TO FORM S-3/A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CANTERBURY INFORMATION TECHNOLOGY, INC. (Formerly known as Canterbury Corporate Services, Inc.) (Exact name of Registrant as specified in its charter) Pennsylvania 829 23-2170505 (State of Incorporation) (Primary Standard Industrial (I.R.S. Employer Classification Code No.) Identification Number) 1600 Medford Plaza, Route 70 & Hartford Road Medford, New Jersey 08055 (Address of principal place of business or intended principal place of business) Stanton M. Pikus, President CANTERBURY INFORMATION TECHNOLOGY, INC. 1600 Medford Plaza, Route 70 & Hartford Road Medford, New Jersey 08055 (609) 953-0044 (Name, address, including zip code, and telephone number) including area code, of agent for service) Copy to: William N. Levy, Esq. LEVY & LEVY, P.A. Suite 309, Plaza 1000, Main Street Voorhees, New Jersey 08043 (609) 751-9494 Approximate date of commencement of proposed sale to the public: As soon as practicable after the Registration Statement becomes effective. 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, as amended, check the following box: X CALCULATION OF REGISTRATION FEE Title of Offering Amount Proposed Maximum Proposed Maximum Registration Each Class to be Registered Offering Price per Aggregate Offering Fee of Securities (1) (2) (3) Share (1) Price (1) (2) (3) (4) to be Registered - ------------------------------------------------------------------------------ Common Stock, $.001 par value 3,485,500 $1.125 $3,921,188 $1,352 Total Registration Fee. . . . . . . . . . . . . . . . . . . . . . . . $1,352 (1) Estimated solely for the purpose of calculating the registration fee. Pursuant to Rule 457(c) of the Securities Act of 1933, as amended, the Registrant's fee has been calculated based on a price of $1.125 per share, the price as reported in National Market NASDAQ for the Registrant's common stock on October 27, 1997. (2) Pursuant to Rule 416, this Registration Statement also covers such additional number of shares of Common Stock as may become issuable by reason of anti-dilution provisions. (3) Estimated solely for the purpose of calculating the expected conversion for the 1,000,000 Class D Preferred Stock to Common Stock. In the event that the conversion formula results in the issuance of additional shares, this Registration Statement includes such additional shares and the Company will amend this Registration Statement to register the additional shares, if required. (4) Registrant paid $600 on October 3, 1997 when the Registrant filed the original S-3, and paid the balance of $752 on October 31, 1997. 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. STICKER AMENDMENT The Registrant hereby amends this Registration Statement on Form S-3/A, Registration No. 333-37197 by Sticker Amendment on February 19, 1998 to restate the total amount of common stock registered herein. Due to a decrease in the bid price on NASDAQ of the Registrant's common stock on the conversion date of the Class D Preferred Shares of the Selling Shareholders, the conversion formula resulted in an additional 841,733 shares of common stock being issued to the Selling Shareholders as follows: SELLING SHAREHOLDERS INITIAL UNDERLYING ADDITIONAL UNDERLYING TOTAL NAME COMMON STOCK COMMON STOCK SHARES - ------------------------------------------------------------------------------ American High Growth Equities Retirement Trust 300,000 267,272 567,272 Robert R. & Mary Jean Colkitt 200,000 160,386 360,386 Endeavour Capital Fund S.A. 350,000 311,817 661,817 Arab Commerce Bank 150,000 102,258 252,258 --------------------------------------------------- 1,000,000 841,733 1,841,733 This Registration Statement is hereby amended to include the additional 841,733 shares of common stock issued to the Selling Shareholders pursuant to the conversion of the Class D Preferred Stock. SIGNATURES POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3/A Pursuant to the requirements of the Securities Act of 1933, as amended, the Registrant has duly caused this Post Effective Amendment No. 1 to the Registration Statement Amendment No. 1 to be signed on its behalf by the undersigned, thereunto duly authorized in the Township of Medford and State of New Jersey on February 20, 1998. CANTERBURY INFORMATION TECHNOLOGY, INC. By:/s/ Stanton M. Pikus ---------------------------------- Stanton M. Pikus, President and Chief Executive Officer By:/S/ Kevin J. McAndrew ---------------------------------- Kevin J. McAndrew, Executive Vice President, Treasurer, Chief Financial Officer and Director Pursuant to the requirements of the Securities Act of 1933, as amended, this Post-Effective Amendment No. 1 to the Registration Statement Amendment No. 1 has been signed by the following persons in the capacities and on the dates indicated. /s/Stanton M. Pikus - -------------------- President, Chief Executive February 20, 1998 Stanton M. Pikus Officer, Director /s/Kevin J. McAndrew - -------------------- Executive Vice President, February 20, 1998 Kevin J. McAndrew Treasurer, Chief Financial Officer, Director /s/Alan Manin - -------------------- Director February 20, 1998 Alan Manin /s/Jean Zwerlein Pikus - -------------------- Vice President, Operations; February 20, 1998 Jean Zwerlein Pikus Secretary; Director /s/Stephen M. Vineberg - -------------------- Director February 20, 1998 Stephen M. Vineberg /s/Paul L. Shapiro - -------------------- Director February 20, 1998 Paul L. Shapiro /s/Frank Cappiello - -------------------- Director February 20, 1998 Frank Cappiello -----END PRIVACY-ENHANCED MESSAGE-----