posasr
As filed with the Securities and Exchange Commission on August 20, 2010
Registration No. 333-136819
 
 
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Post-Effective Amendment No. 1
to
FORM S-3
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
QUANTA SERVICES, INC.
(Exact name of Registrant as specified in its charter)
     
Delaware   74-2851603
(State or other jurisdiction of incorporation or organization)   (I.R.S. Employer Identification No.)
1360 Post Oak Boulevard, Suite 2100
Houston, Texas 77056
(713) 629-7600

(Address, including zip code, and telephone number,
including area code, of Registrant’s principal executive offices)
Tana L. Pool, Esq.
1360 Post Oak Boulevard, Suite 2100
Houston, Texas 77056
(713) 629-7600

(Name, address, including zip code, and telephone number,
including area code, of agent for service)
With Copies To:
Christine B. LaFollette, Esq.
Akin Gump Strauss Hauer & Feld, LLP
1111 Louisiana Street, 44
th Floor
Houston, Texas 77002
(713) 220-5896
Approximate date of commencement of the proposed sale of securities to the public: Not applicable. Termination of registration statement and deregistration of related securities.
     If the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box. o
     If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box. o
     If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o
     If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o
     If this Form is a registration statement pursuant to General Instruction I.D. or a post-effective amendment thereto that shall be effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, check the following box. þ
     If this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction I.D. filed to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act, check the following box. o
     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 the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
             
Large accelerated filer þ   Accelerated filer o   Non-accelerated filer o   Smaller reporting company o
        (Do not check if a smaller reporting company)    
 
 

 


 

DEREGISTRATION OF SECURITIES
     On August 22, 2006, Quanta Services, Inc. (the “Company”) filed a registration statement on Form S-3, Registration Number 333-136819 (the “Registration Statement”), with the Securities and Exchange Commission to register the resale by the selling securityholders named in the Registration Statement of $143,750,000 of the Company’s 3.75% Convertible Subordinated Notes due 2026 and 8,658,480 shares of Company common stock issuable upon conversion of such notes (such notes and common stock collectively, the “Securities”).
     The Company is filing this Post-Effective Amendment No. 1 to the Registration Statement to deregister all of the Securities registered for resale by the selling securityholders named in the Registration Statement that remain unsold as of the date of this Post-Effective Amendment. The resale of these Securities is being deregistered because the Company’s obligation to keep the Registration Statement effective pursuant to the terms of its registration rights agreement with the selling securityholders has expired. The Company hereby terminates the effectiveness of the Registration Statement and deregisters all of the Securities registered for resale under the Registration Statement.

 


 

SIGNATURES
     Pursuant to the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 1 to Form S-3 to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Houston, State of Texas, on August 20, 2010.
         
     
  By:   /s/ JOHN R. COLSON    
    Name:   John R. Colson   
    Title:   Chief Executive Officer   

 


 

         
     Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to Form S-3 has been signed by the following persons in the capacities indicated on August 20, 2010.
     
Signature   Title
 
   
/s/ JOHN R. COLSON
 
  Chief Executive Officer, Director 
John R. Colson
  (Principal Executive Officer)
 
   
/s/ JAMES H. HADDOX
 
  Chief Financial Officer 
James H. Haddox
  (Principal Financial Officer)
 
   
/s/ DERRICK A. JENSEN
 
  Vice President and Chief Accounting Officer 
Derrick A. Jensen
   
 
   
*
 
  Director 
James R. Ball
   
 
   
*
 
  Director 
J. Michal Conaway
   
 
   
*
 
  Director 
Ralph R. DiSibio
   
 
   
*
 
  Director 
Vincent D. Foster
   
 
   
*
 
  Director 
Bernard Fried
   
 
   
*
 
  Director 
Louis C. Golm
   
 
   
*
  Director
Worthing F. Jackman
   
   
*
 
  Director 
Bruce Ranck
   
 
   
*
 
  Director 
John R. Wilson
   
 
   
*
 
  Director 
Pat Wood, III
   
 
   
*By:
   
/s/ JAMES H. HADDOX
 
James H. Haddox
   
Attorney-In-Fact