SUBJECT TO COMPLETION, DATED JUNE 22, 1999
[LOGO OF eCOLLEGE.COM APPEARS HERE]
eCollege.com is offering shares of its common stock. This is our initial
public offering. We intend to apply to have our common stock listed on the
Nasdaq National Market under the symbol "ECLG." We estimate that the initial
public offering price will be between $ and $ .
Investing in our common stock involves a high degree of risk. See "Risk
Factors" beginning on page 8.
Per Share Total
Public Offering Price $ $
Discounts and Commissions to Underwriters $ $
Proceeds to eCollege.com $ $
Neither the Securities and Exch
ange Commission nor any state securities
commission has approved or disapproved of these securities or determined if
this prospectus is truthful or complete. Any representation to the contrary is
a criminal offense.
We have granted the underwriters a 30-day option to purchase up to an
additional shares of common stock to cover over-allotments.
Banc of America Securities LLC
Thomas Weisel Partners LLC
William Blair & Company
The date of this prospectus is , 1999.
[picture of woman working on a laptop computer in a train station]
[Picture of representative course home page from student perspective depicting
interactive syllabus for a microeconomics course. Text appearing above picture
reads: "eCollege.com is about possibilities. Not merely the possibilities that
arise in the wake of classrooms without walls, but those which occur when
educators communicate with students through a whole new medium. At
eCollege.com, our sole purpose is to provide educators and students with
unparalleled options for learning to not only extend the classroom, but to
elevate its potential." Graphic also includes caption "Teaching in a Whole New
Way. Beyond the chalk and the board -- students," together with the Company's
[Picture of course home page from the faculty perspective depicting interactive
syllabus from course entitled "Teaching with eCollege.com." Text below the
picture reads: "Think of the interactive syllabus, located on the Course
Homepage on the left, as your guide to the unlimited technological potential of
eCollege System 3.0SM. Providing immediate access to the wide array of
multimedia and communication tools that make up our course delivery system, the
Interactive Syllabus ensures that every component of your virtual classroom is
just a "click" away." Graphic also includes caption "Teaching in a Whole New
Way. Beyond the chalk and the board -- faculty," together with the company's
You should rely only on the information contained in this prospectus. We
have not authorized anyone to provide you with information different from that
contained in this prospectus. We are offering to sell, and seeking offers to
buy, shares of common stock only in jurisdictions where offers and sales are
permitted. The information contained in this prospectus is accurate only as of
the date of this prospectus, regardless of the time of delivery of this
prospectus or of any sale of our common stock.