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)

 

 

 

 

 

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):

 

 

 

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 Company’s 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.

 

 

	NEXTERA ENTERPRISES, INC.
	By:	/s/ JOSEPH J. MILLIN
		Name:	Joseph J. Millin
		Title:	President and Director

 

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		Title		Date
/s/ JOSEPH J. MILLIN				May 14, 2008
Joseph J. Millin		President and Director
		(Principal Executive Officer)
/s/ ANTONIO RODRIQUEZ				May 14, 2008
Antonio Rodriquez		Chief Financial Officer
		(Principal Financial Officer and Principal)
		Accounting Officer)
/s/ RICHARD V. SANDLER				May 14, 2008
Richard V. Sandler		Chairman of the Board of Directors
/s/ SCOTT J. WEISS				May 14, 2008
Scott J. Weiss		Director
/s/ RALPH FINERMAN				May 14, 2008
Ralph Finerman		Director
/s/ ALAN B. LEVINE				May 14, 2008
Alan B. Levine		Director
/s/ STANLEY E. MARON				May 14, 2008
Stanley E. Maron		Director

 

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