S-8 POS 1 a05-17116_5s8pos.htm S-8 POS

As filed with the Securities and Exchange Commission on October 4, 2005

 

Registration Statement No. 333-38828

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549

 


 

POST-EFFECTIVE AMENDMENT NO. 1 TO

 

FORM S-8

 

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

 


 

E.PIPHANY, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

77-0443392

(State or other jurisdiction of incorporation or organization)

 

(I.R.S. Employer Identification No.)

 

475 Concar Drive

San Mateo, California 94402

(Address of Principal Executive Offices)

 

Octane Software, Inc. 1997 Stock Option Plan

Octane Software, Inc. Nonstatutory Stock Option Plan

Octane Software, Inc. 2000 Pennsylvania Plan

(Amended and Restated Sneakerlabs, Inc. 1998 Stock Incentive Plan)

(Full Title of the Plans)

 

Kirk Isaacson
President and Secretary

E.piphany, Inc.

c/o SSA Global Technologies, Inc.

500 W. Madison, Suite 2200

Chicago, IL  60661

(Name and Address of Agent for Service)

 

(312) 258-6000

(Telephone Number, Including Area Code, of Agent for Service)


 

Copy to:

Robert Loper, Esq.
Schulte Roth & Zabel LLP
919 Third Avenue
New York, New York 10022
(212) 756-2000

 


 

 



 

DEREGISTRATION OF SECURITIES

 

On September 29, 2005, pursuant to the terms of the Agreement and Plan of Merger (the “Merger Agreement”), dated as of August 3, 2005, by and among SSA Global Technologies, Inc., a Delaware corporation (“Parent”), SSA-E Merger Subsidiary Inc., a Delaware corporation and wholly-owned subsidiary of Parent (“Merger Sub”), SSA-E Acquisition Subsidiary Inc., a Delaware corporation and wholly-owned subsidiary of Parent, and E.piphany, Inc., a Delaware corporation (the “Company”), Merger Sub was merged with and into the Company (the “Merger”), with the Company surviving the Merger as a wholly-owned subsidiary of Parent.

 

Through the filing of this Post-Effective Amendment No. 1 to the Registration Statement on Form S-8, filed with the Securities and Exchange Commission on June 8, 2000 (Registration No. 333-38828) (the “Registration Statement”), the Company hereby deregisters any and all securities that were previously registered pursuant to the Registration Statement that have not been sold or otherwise issued as of the date hereof.

 

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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 Post-Effective Amendment to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Chicago, State of Illinois, on this 4th day of October, 2005.

 

 

 

E.PIPHANY, INC.

 

 

 

 

 

By:

/s/ Kirk Isaacson

 

 

 

Name: Kirk Isaacson

 

 

Title: President and Secretary

 

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment to the Registration Statement has been signed below by the following persons in the capacities indicated, on this 4th day of October, 2005.

 

 

Name, Signature and Title

 

 

 

/s/ Kirk Isaacson

 

Kirk Isaacson

 

President, Secretary and Sole Director

 

(principal executive officer)

 

 

 

 

 

/s/ Stephen Earhart

 

Stephen Earhart

 

Treasurer and Comptroller

 

(principal financial and accounting officer)

 

 

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