Nextera Enterprises Inc - Post-Effective Amendment to an S-8 filing (S-8 POS)
14 Mai 2008 - 4:29PM
Edgar (US Regulatory)
As filed with the Securities and
Exchange Commission on May 14, 2008
Registration
No. 333-63350
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
NEXTERA ENTERPRISES, INC.
(Exact Name of Registrant
as Specified in its Charter)
Delaware
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95-4700410
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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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14320
Arminta Street
Panorama City, California 91402
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(Address
of Principal Executive Offices)
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The
Nextera Enterprises, Inc. International Employee Stock Purchase Plan
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The
Amended and Restated 1998 Equity Participation Plan of Nextera
Enterprises, Inc.
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(Full
Title of the Plan)
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Joseph J.
Millin
President,
Chief Executive Officer and Director
Nextera
Enterprises, Inc.
14320
Arminta Street
Panorama
City, California 91402
(Name and Address of
Agent for Service)
(819)
902-5537
(Telephone Number,
Including Area Code, of Agent for Service)
With a Copy to:
Howard L.
Armstrong, Esq.
Ann C.
Buckingham, Esq.
Latham & Watkins
LLP
600 West Broadway,
Suite 1800
San Diego, California
92101
(619) 236-1234
Indicate by check mark
whether the registrant is a large accelerated filer, an accelerated filer, a
non-accelerated filer, or a smaller reporting company. See definitions of
large accelerated filer, accelerated filer, and smaller reporting company
in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer
o
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Accelerated filer
o
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Non-accelerated filer
o
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Smaller reporting
company
x
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(Do not check if a
smaller reporting company)
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DEREGISTRATION OF SECURITIES
This
Post-Effective Amendment No. 1 is being filed in order to deregister all
securities remaining unsold under the Registration Statement on Form S-8
(File No. 333-63350), which was filed with the Securities and Exchange
Commission on June 19, 2001 (the Registration Statement) by Nextera
Enterprises, Inc. (the Company), with respect to an aggregate of 7,500,000
shares of the Companys common stock reserved for issuance under the following
plans:
·
The
Nextera Enterprises, Inc. International Employee Stock Purchase Plan; and
·
The
Amended and Restated 1998 Equity Participation Plan of Nextera Enterprises, Inc.
The Company hereby
removes and withdraws from registration all securities registered pursuant to
this Registration Statement which remain unissued.
As of January 1,
2008, the Company had fewer than 300 shareholders of record. As a
result, shortly after the filing of this Post-Effective Amendment No. 1 to
Registration Statement on Form S-8, the Company intends to file a Form 15
to deregister its common stock under Sections 12(g) and 15(d) of the
Securities Exchange Act of 1934.
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SIGNATURES
Pursuant to the
requirements of the Securities Act of 1933, as amended, 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 No. 1 to Registration Statement on Form S-8
to be signed on its behalf by the undersigned, thereunto duly authorized, in
the City of Panorama City, State of California, on May 14, 2008.
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NEXTERA
ENTERPRISES, INC.
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By:
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/s/ JOSEPH J. MILLIN
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Name:
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Joseph J. Millin
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Title:
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President and Director
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Pursuant to the requirements of the Securities Act of 1933, as amended,
this Post-Effective Amendment No. 1 to Registration Statement on Form S-8
has been signed below by the following persons in the capacities and on the
dates indicated.
Signature
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Title
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Date
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/s/ JOSEPH J. MILLIN
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May 14, 2008
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Joseph J. Millin
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President and Director
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(Principal Executive Officer)
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/s/ ANTONIO RODRIQUEZ
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May 14, 2008
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Antonio Rodriquez
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Chief Financial Officer
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(Principal Financial Officer
and Principal)
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Accounting Officer)
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/s/ RICHARD V. SANDLER
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May 14, 2008
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Richard V. Sandler
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Chairman of the Board of
Directors
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/s/ SCOTT J. WEISS
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May 14, 2008
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Scott J. Weiss
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Director
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/s/ RALPH FINERMAN
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May 14, 2008
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Ralph Finerman
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Director
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/s/ ALAN B. LEVINE
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May 14, 2008
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Alan B. Levine
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Director
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/s/ STANLEY E. MARON
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May 14, 2008
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Stanley E. Maron
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Director
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3
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