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As filed with the Securities and Exchange Commission
on June 22, 2000
Registration No. 333-16941
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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
Bowater Incorporated
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(Exact name of registrant as specified in its charter)
Delaware
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(State of Incorporation)
62-0721803
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(I.R.S. Employer Identification No.)
55 East Camperdown Way
P.O. Box 1028
Greenville, South Carolina 29602
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(Address of Principal Executive Offices)
GREAT NORTHERN PAPER, INC.
SAVINGS AND CAPITAL GROWTH PLAN FOR SALARIED EMPLOYEES
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(Full title of the plan)
WENDY C. SHIBA, ESQ.
Vice President, Secretary and Assistant General Counsel
Bowater Incorporated
55 East Camperdown Way
P.O. Box 1028
Greenville, South Carolina 29602
(864) 271-7733
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(Name and address and telephone number of agent for service)
This Post-Effective Amendment to the Registration Statement shall become
effective upon the date of the filing pursuant to Rule 464 promulgated under the
Securities Act of 1933, as amended.
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Deregistration of Shares
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Bowater Incorporated (the "Company") has registered 600,000 shares of the
Company's Common Stock, $1.00 par value ("Common Stock") on Form S-8
(Registration No. 333-00587) relating to the Great Northern Paper, Inc. Savings
and Capital Growth Plan for Salaried Employees, amended and restated effective
as of January 1, 1997 (the "Plan"). Pursuant to Form S-8 (General Instruction E)
(Registration No. 333-16941), the Company increased the number of shares
relating to the Plan by registering an additional 700,000 shares. Therefore, an
aggregate number of 1,300,000 shares were registered under the Plan. The Company
served as the Plan sponsor and offered a Company stock fund for the investment
by Plan participants in the Company's Common Stock.
On August 17, 1999, the Company sold all of the stock of Great Northern
Paper, Inc. ("GNP"), its wholly-owned subsidiary, to Inexcon Maine, Inc.
Pursuant to the Second Amendment to the Plan, adopted on August 9, 1999 and
effective as of August 17, 1999: (1) GNP replaced the Company as the Plan
sponsor, and (2) the Company terminated its offering of Common Stock to
participants by ceasing to permit investment into the Company's stock fund. As
of August 17, 1999, GNP succeeded the Company as having full responsibility for
the administration of the Plan.
The Company hereby removes from registration by means of this
Post-Effective Amendment No. 1 any and all registered Common Stock and
Participation Interests which remain unsold at the termination of the offering.
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SIGNATURES
The Registrant.
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Pursuant to the requirements of 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-8 and has duly caused this Amendment to be
signed on its behalf by the undersigned, thereunto duly authorized, in the City
of Greenville, State of South Carolina, on May 31, 2000.
BOWATER INCORPORATED
(The Registrant)
By /s/ Arnold M. Nemirow
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Arnold M. Nemirow,
Chairman, President, and
Chief Executive Officer
The Plan.
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Pursuant to the requirements of the Securities Act of 1933, the Plan has
duly caused this Amendment to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Greenville, State of South Carolina,
on May 31, 2000.
GREAT NORTHERN PAPER, INC. SAVINGS AND
CAPITAL GROWTH PLAN FOR SALARIED
EMPLOYEES
By /s/ AARON B. WHITLOCK
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Aaron B. Whitlock,
Plan Administrator
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Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed below by the following persons in the
capacities indicated on May 31, 2000.
Signature Title
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/s/ ARNOLD M. NEMIROW Director, Chairman, President and
--------------------------- Chief Executive Officer (principal
Arnold M. Nemirow executive officer)
/s/ DAVID G. MAFFUCCI Senior Vice President, Chief
--------------------------- Financial Officer (principal financial
David G. Maffucci officer)
/s/ MICHAEL F. NOCITO Vice President and Controller
--------------------------- (principal accounting officer)
Michael F. Nocito
* Director
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Francis J. Aguilar
* Director
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Hugh D. Aycock
* Director
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Richard Barth
* Director
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Kenneth M. Curtis
* Director
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James L. Pate
* Director
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John A. Rolls
* Wendy C. Shiba, by signing her name hereto, does sign this document on
behalf of the persons indicated above pursuant to powers of attorney duly
executed by such persons which were filed by the Registrant and the Plan on Form
S-8 (General Instruction E) (Registration No. 333-16941), and are hereby
incorporated by reference.
By: /s/ WENDY C. SHIBA
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Wendy C. Shiba,
Attorney-in-Fact
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EXHIBIT INDEX
The Registrant and the Plan hereby incorporate by reference the exhibits of
the previous Registration Statement filed by the Registrant and the Plan on Form
S-8 (Registration No. 333-00587) and Form S-8 (General Instruction E)
(Registration No. 333-16941). The following additional or substituted exhibit is
filed as part of this Post-Effective Amendment.
Exhibit Number Description
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4.14 Copy of the Great Northern Paper, Inc. Savings and
Capital Growth Plan for Salaried Employees,
amended and restated effective as of January 1,
1997, Amendment No. 1 to the Plan and the Second
Amendment to the Plan.