As filed with the Securities and Exchange Commission on May 26, 2023.
Registration No. 333-260534
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 3
to
FORM F-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
ALGOMA STEEL GROUP INC.
(Exact Name of Registrant as Specified in Its Charter)
British Columbia | 3312 | Not Applicable | ||
(State or Other Jurisdiction of Incorporation or Organization) | (Primary Standard Industrial Classification Code Number) | (I.R.S. Employer Identification Number) |
105 West Street
Sault Ste. Marie, Ontario
P6A 7B4, Canada
(705) 945-2351
(Address, including zip code, and telephone number, including area code, of Registrant’s principal executive offices)
Algoma Steel USA Inc.
1209 Orange Street
Wilmington, Delaware 19801
(302) 658-7581
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies to:
John Naccarato Algoma Steel Group Inc. | Adam M. Givertz Ian M. Hazlett Paul, Weiss, Rifkind, 1285 Avenue of the Americas New York, New York 10019-6064 Tel: (212) 373-3000 | Robert Chadwick Michael Partridge Goodmans LLP 333 Bay Street, Suite 3400 Toronto, Ontario M5H 2S7, Canada Tel: (416) 863-2400 |
Approximate date of commencement of proposed sale to the public: From time to time after this Registration Statement becomes effective.
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 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(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. ☐
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. ☒
This post-effective registration statement amends registration statement number 333-260534.
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933. Emerging growth company ☐
If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, 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. ☐
ADDITION OF EXHIBITS
This Post-Effective Amendment No. 3 to the Registration Statement on Form F-1 (File No. 333-260534) (the “Registration Statement”) is being filed to include Exhibit 10.10 as indicated in Item 8(a) filed herewith.
PART II
INFORMATION NOT REQUIRED IN PROSPECTUS
Item 8. Exhibits and Financial Statements Schedules
(a) Exhibits.
II-1
* | Filed herewith. |
** | Previously filed. |
# | Certain portions of this exhibit (indicated by “[Redacted]”) have been redacted pursuant to Regulation S-K, Item 601(a)(6). |
† | Indicates a management contract or compensatory plan. |
II-2
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Post-Effective Amendment No. 3 to the registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in Sault Ste. Marie, Ontario on the 26th day of May, 2023.
ALGOMA STEEL GROUP INC. | ||
By: | /s/ Rajat Marwah | |
Name: Rajat Marwah | ||
Title: Chief Financial Officer |
II-3
Pursuant to the requirements of the Securities Act of 1933, as amended, this Post-Effective Amendment No. 3 to the registration statement has been signed below by the following persons in the capacities and on the dates indicated.
NAME | POSITION | DATE | ||
/s/ Michael Garcia Michael Garcia | Chief Executive Officer and Director (Principal Executive Officer) | May 26, 2023 | ||
/s/ Rajat Marwah Rajat Marwah | Chief Financial Officer (Principal Financial and Accounting Officer) | May 26, 2023 | ||
* Andy Harshaw | Director | May 26, 2023 | ||
* Andrew E. Schultz | Director | May 26, 2023 | ||
Ave G. Lethbridge | Director | May 26, 2023 | ||
* David D. Sgro | Director | May 26, 2023 | ||
* Eric S. Rosenfeld | Director | May 26, 2023 | ||
* Gale Rubenstein | Director | May 26, 2023 | ||
* James Gouin | Director | May 26, 2023 | ||
* Mary Anne Bueschkens | Director | May 26, 2023 | ||
* Michael McQuade | Director | May 26, 2023 | ||
Sanjay Nakra | Director | May 26, 2023 |
*By: | /s/ Rajat Marwah | |
Name: | Rajat Marwah | |
Title: | Attorney-in-Fact |
II-4
AUTHORIZED REPRESENTATIVE
Pursuant to the requirements of the Securities Act of 1933, as amended, the undersigned, the duly authorized representative in the United States of Algoma Steel Group Inc. has signed this Post-Effective Amendment No. 3 to the registration statement on May 26, 2023.
ALGOMA STEEL USA INC. | ||
By: | /s/ Rajat Marwah | |
Name: Rajat Marwah | ||
Title: President, Chief Financial Officer and Secretary |