<PAGE>
As filed with the Securities and Exchange Commission on July 30, 1999
Registration No. 333-76541
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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POST-EFFECTIVE AMENDMENT
NO. 1
TO
FORM S-4
REGISTRATION STATEMENT
Under
the Securities Act of 1933
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National Steel Corporation
(Exact name of Registrant as specified in its charter)
Delaware 3312 25-0687210
(State or other (Primary Standard (I.R.S. Employer
jurisdiction of Industrial Identification No.)
incorporation or Classification Code
organization) Number)
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4100 Edison Lakes Parkway
Mishawaka, Indiana 46545-3440
(219) 273-7000
(Address, including zip code, and telephone number, including area code, of
registrants' principal executive offices)
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Glenn H. Gage
Senior Vice President and Chief Financial Officer
4100 Edison Lakes Parkway
Mishawaka, Indiana 46545-3440
(219) 273-7000
(Name, address, including zip code, and telephone number, including area code,
of agent for service)
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With copies to:
Ronald J. Werhnyak, Esq. Gary P. Cullen, Esq.
Vice President, General Counsel and Skadden, Arps, Slate, Meagher & Flom
Secretary (Illinois)
National Steel Corporation 333 W. Wacker Drive
4100 Edison Lakes Parkway Chicago, Illinois 60606
Mishawaka, Indiana 46545-3440 (312) 407-0700
(219) 273-7000
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Approximate date of commencement of proposed sale of the securities to the
public: As soon as practicable after this Registration Statement becomes
effective.
If the securities being registered on this Form are being offered in
connection with the formation of a holding company and there is compliance
with General Instruction G, check the following box. [_]
If this form is filed to register additional securities for an offering
pursuant to Rule 462(b) 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. [_]
If this form is a post-effective amendment filed pursuant to Rule 462(d)
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. [_]
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The registrant hereby amends this Registration Statement on such date or
dates as may be necessary to delay its effective date until the registrant
shall file a further amendment that specifically states that this Registration
Statement shall thereafter become effective in accordance with Section 8(a) of
the Securities Act of 1933 or until the Registration Statement shall become
effective on such date as the Commission, acting pursuant to said Section
8(a), may determine.
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DEREGISTRATION OF SECURITIES
This Post-Effective Amendment No. 1 amends the Registration Statement on Form
S-4 (Registration No. 333-76541), which was declared effective May 14, 1999, on
which National Steel Corporation (the "Company") registered an aggregate
principal amount of $300,000,000 of (1) its First Mortgage Bonds, 9 7/8% Series
D due 2009 (the "Series D Bonds") and (2) its First Mortgage Bonds, 9 7/8%
Series B due 2009 (the "Series B Bonds"). The Bonds were issued in exchange for
(the "Exchange Offer") an aggregate principal amount of $225,000,000 of its
First Mortgage Bonds, 9 7/8% Series A due 2009 (the "Series A Bonds") and an
aggregate principal amount of $75,000,000 of its First Mortgage Bonds, 9 7/8%
Series C due 2009 (the "Series C Bonds"). The Series A Bonds were exchangeable
for either Series B Bonds or Series D Bonds, however, in no event would greater
than $300,000,000 in Bonds be issued.
In connection with the Exchange Offer, the Company issued $299,805,000 of its
Series D Bonds in exchange for all of its outstanding Series A Bonds and for an
aggregate principal amount of $74,805,000 of its outstanding Series C Bonds.
This Post-Effective Amendment No. 1 is being filed to deregister the $195,000
aggregate principal amount of Series D Bonds which were not issued in the
Exchange Offer because of the non-tender of $195,000 aggregate principal amount
of Series C Bonds. Therefore, $195,000 aggregate principal amount of Series D
Bonds is to be deregistered upon the filing of this Post-Effective Amendment
No. 1.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the
Company has duly caused this Registration Statement on Form S-4 to be signed on
its behalf by the undersigned, thereunto duly authorized, in the City of
Mishawaka, State of Indiana, on July 30, 1999.
National Steel Corporation
/s/ John A. Maczuzak
By: _________________________________
John A. Maczuzak
President and Chief Operating
Officer
Pursuant to the requirements of the Securities Act of 1933, as amended, this
Registration Statement has been signed by the following persons in the
capacities indicated on July 30, 1999.
<TABLE>
<CAPTION>
Signature Title
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<S> <C> <C>
/s/ Yutaka Tanaka* Director, Chairman of the
____________________________________ Board and Chief Executive
Yutaka Tanaka Officer
/s/ Charles A. Bowsher* Director
____________________________________
Charles A. Bowsher
/s/ Edsel D. Dunford* Director
____________________________________
Edsel D. Dunford
/s/ Mitsuoki Hino* Director
____________________________________
Mitsuoki Hino
/s/ Frank J. Lucchino* Director
____________________________________
Frank J. Lucchino
/s/ Bruce K. MacLaury* Director
____________________________________
Bruce K. MacLaury
/s/ Mineo Shimura* Director
____________________________________
Mineo Shimura
/s/ Hisashi Tanaka* Director
____________________________________
Hisashi Tanaka
/s/ Sotaro Wakabayashi* Director
____________________________________
Sotaro Wakabayashi
/s/ Glenn H. Gage Senior Vice President and
____________________________________ Chief Financial Officer
Glenn H. Gage
/s/ Kirk A. Sobecki Corporate Controller
____________________________________
Kirk A. Sobecki
</TABLE>
/s/ Glenn H. Gage
*By: __________________________
Glenn H. Gage
Attorney in Fact
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