Delaware
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02-0433294
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(State or Other Jurisdiction of Incorporation or Organization)
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(I.R.S. Employer Identification No.)
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325 Corporate Drive, Portsmouth, New Hampshire
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03801
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(Address of Principal Executive Offices)
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(Zip Code)
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Large Accelerated Filer
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Accelerated Filer x
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Non-Accelerated Filer
(Do not check if a smaller reporting company)
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Smaller Reporting Company
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Title of Each Class of Securities to be Registered
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Amount to be Registered(1)
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Proposed Maximum Offering Price Per Share
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Proposed Maximum Aggregate Offering Price
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Amount of Registration Fee
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Common Stock $.001 par value per share
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2,500,000(2) shares
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$19.85(3)
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$49,625,000(3)
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$5,761.46(3)
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(1)
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In accordance with Rule 416 under the Securities Act of 1933, as amended, this registration statement shall be deemed to cover any additional securities that may from time to time be offered or issued to prevent dilution resulting from stock splits, stock dividends or similar transactions.
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(2)
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Consists of an additional 2,500,000 shares issuable under the Amended and Restated 2000 Employee Stock Purchase Plan pursuant to the terms of such plan.
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(3)
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Estimated solely for the purpose of calculating the registration fee pursuant to Rules 457(c) and 457(h) of the Securities Act of 1933, as amended, and based upon the average of the high and low prices of the common stock as reported on The NASDAQ Global Market on January 25, 2011.
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BOTTOMLINE TECHNOLOGIES (DE), INC. | |||
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By:
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/s/ Kevin M. Donovan | |
Kevin M. Donovan | |||
Chief Financial Officer and Treasurer | |||
Signature
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Title
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Date
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/s/ Robert A. Eberle
Robert A. Eberle
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President, Chief Executive Officer and Director (Principal Executive Officer)
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January 31, 2011
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/s/ Kevin M. Donovan
Kevin M. Donovan
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Chief Financial Officer and Treasurer (Principal Financial and Accounting Officer)
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January 31, 2011
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/s/ Joseph L. Mullen
Joseph L. Mullen
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Chairman of the Board
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January 31, 2011
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/s/ Joseph L. Barry Jr.
Joseph L. Barry Jr.
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Director
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January 31, 2011
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/s/ Michael J. Curran
Michael J. Curran
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Director
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January 31, 2011
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/s/ Jeffrey C. Leathe
Jeffrey C. Leathe
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Director
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January 31, 2011
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/s/ James L. Loomis
James L. Loomis
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Director
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January 31, 2011
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/s/ Daniel M. McGurl
Daniel M. McGurl
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Director
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January 31, 2011
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/s/ Garen K. Staglin
Garen K. Staglin
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Director
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January 31, 2011
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/s/ James W. Zilinski
James W. Zilinski
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Director
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January 31, 2011
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Number
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Description
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4.1(1)
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Amended and Restated Certificate of Incorporation of the Registrant
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4.2(2)
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Amended and Restated By-Laws of the Registrant, as amended
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5.1
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Opinion of Wilmer Cutler Pickering Hale and Dorr LLP, counsel to the Registrant
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23.1
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Consent of Wilmer Cutler Pickering Hale and Dorr LLP
(included in Exhibit 5.1)
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23.2
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Consent of Ernst & Young LLP, independent registered public accounting firm
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24.1
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Power of attorney (included on the signature pages of this registration statement)
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99.1(3)
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Amended and Restated 2000 Employee Stock Purchase Plan
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