20-F/A 1 sidform20f_2017a.htm SIDFORM20F_2017A sidform20f_2017a.htm - Generated by SEC Publisher for SEC Filing

As filed with the Securities and Exchange Commission on May 29, 2018.

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

________________________________________________

FORM 20-F/A

(Amendment No. 1)

 

¨

REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES
EXCHANGE ACT OF 1934

 

OR

x

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2017

 

OR

¨

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934

 

OR

¨

SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

 

Commission File Number 1-14732

________________________________________________

COMPANHIA SIDERÚRGICA NACIONAL
(Exact Name of Registrant as Specified in its Charter)

NATIONAL STEEL COMPANY     
(Translation of Registrant’s name into English)

THE FEDERATIVE REPUBLIC OF BRAZIL
(Jurisdiction of incorporation or organization)

________________________________________________

Marcelo Cunha Ribeiro, Chief Financial and Investor Relations Officer
Phone: +55 11 3049-7454 Fax: +55 11 3049-7212

marcelo.ribeiro@csn.com.br
Av. Brigadeiro Faria Lima, 3400 – 20th floor
04538-132, São Paulo-SP, Brazil

(Address of principal executive offices)

________________________________________________

Securities registered or to be registered pursuant to Section 12(b) of the Act.

 

Title of each class

Name of each exchange on which registered

Common Shares without par value

New York Stock Exchange*

American Depositary Shares (as evidenced by American Depositary Receipts), each representing one share of Common Stock

New York Stock Exchange

____________________

* Not for trading purposes, but only in connection with the registration of American Depositary Shares pursuant to the requirements of the Securities and Exchange Commission.

1

 


 
Securities registered or to be registered pursuant to Section 12(g) of the Act:

None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:

None

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of December 31, 2017:

1,387,524,047 Common Shares without Par Value

   

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

RYes ☐ No

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

☐ Yes R No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

R Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

R Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

Large Accelerated Filer R Accelerated Filer ☐ Non-accelerated Filer ☐ 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 13(a) of the Exchange Act. 

† The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

U.S. GAAP ☐

International Financial Reporting Standards as issued by the International Accounting Standards Board R

Other ☐

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow:

Item 17 ☐ Item 18 ☐

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

☐ Yes R No

 

2

 


 

Explanatory Note

 

 

This Amendment No. 1 to the Annual Report on Form 20-F for the year ended December 31, 2017 of Companhia Siderúrgica Nacional (the “Company”), filed with the Securities and Exchange Commission on May 1, 2018 (the “Annual Report”), is being filed for the following reasons:

 

(i) To file Exhibit 101, which  presents financial information of the Company in eXtensible Business Reporting Language (XBRL). Item 19 of the Annual Report is amended to include the following exhibits:

 

Exhibit Number

 

Description

 

101.INS

XBRL Instance Document.

101.SCH

XBRL Taxonomy Extension Schema.

101.CAL

XBRL Taxonomy Extension Scheme Calculation Linkbase.

101.DEF

XBRL Taxonomy Extension Scheme Definition Linkbase.

101.LAB

XBRL Taxonomy Extension Scheme Label Linkbase.

101.PRE

XBRL Taxonomy Extension Scheme Presentation Linkbase.

 

(ii) To reproduce text on page 39 of the Annual Report previously covered by an image in Item 4B. Business Overview as follows:

 

The following map shows the location of Casa de Pedra, Engenho and Fernandinho mines:

 

 


 

Limestone and Dolomite Mine

 

Our extraction and preparation of limestone and dolomite is done at our Bocaina mining facility located in the city of Arcos, in the state of Minas Gerais. Bocaina is an open pit mine and it can be accessed from the cities of Belo Horizonte, located approximately 230 km away, and Volta Redonda (where the Presidente Vargas Steelworks is situated), located approximately 462 km away, through mostly paved roads.

In 2016, a new crushing plant started, increasing the installed capacity to approximately 15 million tons per year.

This mine has sufficient limestone reserves to adequately supply our steel and cement productions at current levels by an average of 38 years.

Tin Facility

 

We own a tin facility in Itapuã do Oeste, in the state of Rondônia, through our subsidiary ERSA. This facility has an installed annual production capacity of approximately 3,600 tons of tin, which we use substantially as a raw material to produce tin plate, a coated steel product. A small part of our tin production that is not used as raw material is sold to third parties; however, the results from these sales are insignificant to our consolidated results.

Mineral Rights and Ownership

 

The Mining Code and the Brazilian Federal Constitution impose requirements on mining companies relating to, among other things, the manner in which mineral deposits are exploited, the health and safety of workers, the protection and restoration of the environment, the prevention of pollution and the promotion of the health and safety of local communities where the mines are located. The Mining Code also imposes certain notifications and reporting requirements.

We hold concessions to mine iron ore, limestone and dolomite. We purchase manganese in the local market. We own 87.52% of CSN Mineração mines and 100% of Bocaina and Santa Bárbara mines. In addition, each mine is an “open pit” mine. Iron ore extraction, crushing, screening and concentration are done in three different sites: Casa de Pedra mine and Pires beneficiation plant (all CSN Mineração’s property) and Fernandinho mine, a Minérios Nacional’s property.

 

 

This Amendment No. 1 comprises a cover page, this explanatory note, the exhibits referred to in paragraph (i), the signature page and the required certifications of the chief executive officer and chief financial officer of the Company.

 

Except as described above, this Amendment No. 1 does not amend any other information set forth in the Annual Report, and the Company has not updated disclosures included therein to reflect any events that occurred subsequent to April 30, 2018.

 


 

Item 19. Exhibits

 

 

 

Exhibit Number

 

Description

12.1

+

Section 302 Certification of Chief Executive Officer.

12.2

+

Section 302 Certification of Chief Financial Officer.

13.1

+

Section 906 Certification of Chief Executive Officer.

13.2

+

Section 906 Certification of Chief Financial Officer.

 

 

 

101.INS

+

XBRL Instance Document.

101.SCH

+

XBRL Taxonomy Extension Schema.

101.CAL

+

XBRL Taxonomy Extension Scheme Calculation Linkbase.

101.DEF

+

XBRL Taxonomy Extension Scheme Definition Linkbase.

101.LAB

+

XBRL Taxonomy Extension Scheme Label Linkbase.

101.PRE

+

XBRL Taxonomy Extension Scheme Presentation Linkbase.

 

 

 

+ Filed herewith.

 


 

SIGNATURES

The registrant hereby certifies that it meets all the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

 

 

 

 

 May 29, 2018

Companhia Siderúrgica Nacional

 

 

 

 

By:

 

 

/s/ Benjamin Steinbruch

Benjamin Steinbruch

 

 

Title:

Chief Executive Officer

 

 

 

By:

 

/s/ Marcelo Cunha Ribeiro

Marcelo Cunha Ribeiro

 

 

Title:

Chief Financial and Investor Relations Officer