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J2 Global, Inc. – IPO: ‘S-1/A’ on 7/14/99 – EX-5.1

On:  Wednesday, 7/14/99   ·   Accession #:  944209-99-1145   ·   File #:  333-76477

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 7/14/99  J2 Global, Inc.                   S-1/A                  2:30K                                    RR Donelley Financial/FA

Initial Public Offering (IPO):  Pre-Effective Amendment to Registration Statement (General Form)   —   Form S-1
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-1/A       Amendment #5 to Form S-1                              11     57K 
 2: EX-5.1      Opinion of Sullivan & Cromwell                         2      7K 


EX-5.1   —   Opinion of Sullivan & Cromwell

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EXHIBIT 5.1 [LETTERHEAD OF SULLIVAN & CROMWELL] July 14, 1999 JFAX.COM, Inc., 10960 Wilshire Boulevard Suite 500, Los Angeles, California 90024. Dear Sirs: In connection with the registration under the Securities Act of 1933 (the "Act") of 9,775,000 shares (the "Securities") of Common Stock, par value $0.01 per share, of JFAX.COM, Inc., a Delaware corporation (the "Company"), we, as your counsel, have examined such corporate records, certificates and other documents, and such questions of law, as we have considered necessary or appropriate for the purposes of this opinion. Upon the basis of such examination, we advise you that, in our opinion, when the registration statement relating to the Securities (the "Registration Statement") has become effective under the Act, the terms of the sale of the Securities have been duly established in conformity with the Company's certificate of incorporation, and the Securities have been duly issued and
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JFAX.COM, Inc. -2- sold as contemplated by the Registration Statement, the Securities will be validly issued, fully paid and nonassessable. The foregoing opinion is limited to the Federal laws of the United States and the General Corporation Law of the State of Delaware and the case law relating thereto, and we are expressing no opinion as to the effect of the laws of any other jurisdiction. We have relied as to certain matters on information obtained from public officials, officers of the Company and other sources believed by us to be responsible. We hereby consent to the filing of this opinion as an exhibit to the Registration Statement and to the reference to us under the heading "Validity of Securities" in the Prospectus. In giving such consent, we do not thereby admit that we are in the category of persons whose consent is required under Section 7 of the Act. Very truly yours, /s/ Sullivan & Cromwell

Dates Referenced Herein

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This ‘S-1/A’ Filing    Date First  Last      Other Filings
Filed on:7/14/991None on these Dates
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Filing Submission 0000944209-99-001145   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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