As filed with the Securities and Exchange Commission on August 11, 2017
Registration No. 333-214280
333-207807
333-186955
333-186954
333-177979
333-177978
333-177976
333-160236
333-151260
333-128418
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 20549
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-214280
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-207807
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-186955
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-186954
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-177979
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-177978
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-177976
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-160236
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-151260
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-128418
UNDER
THE
SECURITIES ACT OF 1933
NeuStar, Inc.
(Exact
name of Registrant as specified in its charter)
|
|
|
Delaware
|
|
52-2141938
|
(State or other jurisdiction of
incorporation or organization)
|
|
(I.R.S. Employer
Identification No.)
|
21575 Ridgetop Circle
Sterling, Virginia 20166
(Address of principal executive offices, including zip code)
Amended and Restated NeuStar, Inc. 2009 Stock Incentive Plan
Amended and Restated NeuStar, Inc. 2009 Stock Incentive Plan
Amended and Restated NeuStar, Inc. 2009 Stock Incentive Plan
NeuStar, Inc. Employee Stock Purchase Plan
TARGUS Information Corporation Amended and Restated 2004 Stock Incentive Plan
NeuStar, Inc. 2009 Stock Incentive Plan
AMACAI Information Corporation 2004 Stock Incentive Plan
NeuStar, Inc. 2009 Stock Incentive Plan
NeuStar, Inc. Deferred Compensation Plan
NeuStar, Inc. 1999 Equity Incentive Plan
NeuStar, Inc. 2005 Stock Incentive Plan
(Full title of the plan)
Kevin A.
Hughes
Acting General Counsel
NeuStar, Inc.
21575
Ridgetop Circle
Sterling, Virginia 20166
(571) 434-5400
(Name,
address and telephone number, including area code, of agent for service)
Copy to:
Stephen Oetgen
Golden Gate Capital
One
Embarcadero Center, 39th Floor
San Francisco, California 94111
(415) 983-2700
Indicate by check mark whether
the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company or an emerging growth company. See the definitions of large accelerated filer, accelerated filer,
smaller reporting company, and emerging growth company in Rule 12b-2 of the Exchange Act.
|
|
|
|
|
|
|
Large accelerated filer
|
|
☒
|
|
Accelerated filer
|
|
☐
|
|
|
|
|
Non-accelerated filer
|
|
☐ (Do not check if a smaller reporting company)
|
|
Smaller reporting company
|
|
☐
|
|
|
|
|
|
|
|
|
Emerging growth company
|
|
☐
|
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐
DEREGISTRATION OF SECURITIES
This Post-Effective Amendment relates to the following Registration Statements on Form S-8 (collectively, the Registration
Statements) of NeuStar, Inc. (the Company or the Registrant):
|
|
|
Registration Statement on Form S-8 (No. 333-214280), filed with the Securities and Exchange Commission (the SEC) on October 27, 2016, registering 3,000,000 shares of Class A common stock, par value
$0.001 per share (Class A Common Stock), pursuant to the Amended and Restated NeuStar, Inc. 2009 Stock Incentive Plan.
|
|
|
|
Registration Statement on Form S-8 (No. 333-207807), filed with the SEC on November 4, 2015, registering 3,000,000 shares of Class A Common Stock pursuant to the Amended and Restated NeuStar, Inc. 2009 Stock
Incentive Plan.
|
|
|
|
Registration Statement on Form S-8 (No. 333-186955), filed with the SEC on February 28, 2013, registering 3,000,000 shares of Class A Common Stock pursuant to the Amended and Restated NeuStar, Inc. 2009 Stock
Incentive Plan.
|
|
|
|
Registration Statement on Form S-8 (No. 333-186954), filed with the SEC on February 28, 2013, registering 600,000 shares of Class A Common Stock pursuant to the NeuStar, Inc. Employee Stock Purchase Plan.
|
|
|
|
Registration Statement on Form S-8 (No. 333-177979), filed with the SEC on November 14, 2011, registering 355,825 shares of Class A Common Stock pursuant to the TARGUS Information Corporation Amended and
Restated 2004 Stock Incentive Plan.
|
|
|
|
Registration Statement on Form S-8 (No. 333-177978), filed with the SEC on November 14, 2011, registering 961,646 shares of Class A Common Stock pursuant to the NeuStar, Inc. 2009 Stock Incentive Plan.
|
|
|
|
Registration Statement on Form S-8 (No. 333-177976), filed with the SEC on November 14, 2011, registering 20,854 shares of Class A Common Stock pursuant to the AMACAI Information Corporation 2004 Stock
Incentive Plan.
|
|
|
|
Registration Statement on Form S-8 (No. 333-160236), filed with the SEC on June 25, 2009, registering 19,328,768 shares of Class A Common Stock pursuant to the NeuStar, Inc. 2009 Stock Incentive Plan.
|
|
|
|
Registration Statement on Form S-8 (No. 333-151260), filed with the SEC on May 29, 2008, registering $10,000,000 of the Registrants deferred compensation obligations pursuant to the NeuStar, Inc. Deferred
Compensation Plan.
|
|
|
|
Registration Statement on Form S-8 (No. 333-128418), filed with the SEC on September 19, 2005, registering a total of 20,579,473 shares of Class A Common Stock pursuant to the NeuStar, Inc. 1999 Equity
Incentive Plan and the NeuStar, Inc. 2005 Stock Incentive Plan.
|
On December 14, 2016, the Company entered into an
Agreement and Plan of Merger (the Merger Agreement) with Aerial Topco, L.P., a Delaware limited partnership (Parent), and Aerial Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent (Merger
Sub). Pursuant to the Merger Agreement, on August 8, 2017, Merger Sub merged with and into the Company, and the Company continued as the surviving corporation and as a wholly owned subsidiary of Parent (the Merger).
As a result of the Merger, the Company has terminated all offerings of its securities pursuant to its existing registration statements,
including the Registration Statements. Accordingly, the Company is filing these Post-Effective Amendments to the Registration Statements pursuant to Rule 478 under the Securities Act of 1933, as amended, to hereby terminate the effectiveness of the
Registration Statements, and in accordance with the undertakings made by the Company in the Registration Statements to remove from registration, by means of this Post-Effective Amendment, any of the securities that had been registered but remain
unsold at the termination of the offering, the Company hereby removes from registration all such securities, if any. Each Registration Statement is hereby amended, as appropriate, to reflect the deregistration of all such securities.
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 these Post-Effective Amendments to the Registration Statements described above to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of
Sterling, Commonwealth of Virginia, on August 11, 2017.
|
|
|
NEUSTAR, INC.
|
|
|
By:
|
|
/s/ Paul S. Lalljie
|
|
|
Paul S. Lalljie
|
|
|
Chief Financial Officer (Principal Financial and Accounting Officer and Duly Authorized Officer)
|
No other person is required to sign this Post-Effective Amendment in reliance upon Rule 478 under the
Securities Act of 1933, as amended.
Nomad Royalty (NYSE:NSR)
Gráfico Histórico do Ativo
De Nov 2024 até Dez 2024
Nomad Royalty (NYSE:NSR)
Gráfico Histórico do Ativo
De Dez 2023 até Dez 2024