-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QkBKYkwHryUMndS+t6GsOEb2sEAM4z0XMt6MQw3/M5lSuXNaviQ33VIN31jYDKtn kQuPcXyiJrwgw8Lpk8yW1g== 0001104659-06-024891.txt : 20060413 0001104659-06-024891.hdr.sgml : 20060413 20060413113905 ACCESSION NUMBER: 0001104659-06-024891 CONFORMED SUBMISSION TYPE: S-8 POS PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060413 DATE AS OF CHANGE: 20060413 EFFECTIVENESS DATE: 20060413 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ROANOKE ELECTRIC STEEL CORP CENTRAL INDEX KEY: 0000084278 STANDARD INDUSTRIAL CLASSIFICATION: STEEL WORKS, BLAST FURNACES ROLLING MILLS (COKE OVENS) [3312] IRS NUMBER: 540585263 STATE OF INCORPORATION: VA FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: S-8 POS SEC ACT: 1933 Act SEC FILE NUMBER: 333-49525 FILM NUMBER: 06757644 BUSINESS ADDRESS: STREET 1: 102 WESTSIDE BLVD N W STREET 2: P O BOX 13948 CITY: ROANOKE STATE: VA ZIP: 24038-3948 BUSINESS PHONE: 5403421831 MAIL ADDRESS: STREET 1: P.O. BOX 13948 CITY: ROANOKE STATE: VA ZIP: 24038-3948 S-8 POS 1 a06-8955_1s8pos.htm POST-EFFECTIVE AMENDMENT TO A S-8 REGISTRATION STATEMENT

 

As filed with the Securities and Exchange Commission on April 13, 2006

 

Registration No. 333-49525

 

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

 

 

ROANOKE ELECTRIC STEEL CORPORATION

(Exact name of Registrant as specified in its Articles of Incorporation)

 

 

Indiana

 

3312

 

54-0585263

(State or other jurisdiction of incorporation)

 

(Primary standard industrial
classification code number)

 

(IRS Employer Identification No.)

 

6714 Pointe Inverness Way, Suite 200

Fort Wayne, IN  46804

(260) 459-3553

(Address, including zip code and telephone number, including

area code of Registrant’s principal executive offices)

 

EMPLOYEES’ STOCK OPTION PLAN

 

Gary E. Heasley

Vice President and Secretary

6714 Pointe Inverness Way, Suite 200

Fort Wayne, IN  46804

(260) 459-3553

(Name, address, including zip code, and telephone

number, including area code, of agent for service)

 

Copy to:

Robert S. Walters, Esq.

Barrett & McNagny LLP

215 East Berry Street

Fort Wayne, Indiana 46802

(260) 423-9551

 

 


 

DEREGISTRATION OF SECURITIES

 

Roanoke Electric Steel Corporation (the “Registrant”) is filing this Post-Effective Amendment No. 1 to Registration Statement on Form S-8, with respect to the Roanoke Electric Steel Corporation Employees’ Stock Option Plan (the “Plan”), to deregister certain remaining securities, specifically shares of Registrant’s no par value common stock, previously registered pursuant to Registrant’s Registration Statement on Form S-8 filed with the Securities and Exchange Commission (the “SEC”) as Registration No. 333-49525

 

In connection with the merger between Roanoke Electric Steel Corporation, RS Acquisition Corporation and Steel Dynamics, Inc., dated October 17, 2005 and the consummation of that merger on April 11, 2006, Roanoke Electric Steel Corporation has been merged with and into RS Acquisition Corporation as a wholly-owned subsidiary of Steel Dynamics, Inc. RS Acquisition Corporation thereupon changed its name to Roanoke Electric Steel Corporation and is now an Indiana corporation. All outstanding stock options issued pursuant to the Roanoke Electric Steel Corporation Employees’ Stock Option Plan have been assumed by and converted into options to purchase Steel Dynamics, Inc. common stock in accordance with the terms, conditions and adjustments required under the applicable merger agreement, and no further options will be granted pursuant to the Roanoke Electric Steel Corporation Employees’ Stock Option Plan.

 

Accordingly, all remaining stock options originally authorized under the Roanoke Electric Steel Corporation Employees’ Stock Option Plan are hereby withdrawn from registration, no remaining Roanoke Electric Steel Corporation Employees’ Stock Option Plan options remain outstanding, and all remaining previously authorized shares and the Plan itself are hereby deregistered.

 

SIGNATURES

 

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 this Post-Effective Amendment No. 1 to the Registration Statement on Form S-8, and it has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Fort Wayne, Indiana, on the 13th day of April, 2006.

 

 

 

ROANOKE ELECTRIC STEEL CORPORATION

 

 

 

 

 

 

 

By:

 /s/

Gary E. Heasley

 

 

 

Gary E. Heasley

 

 

 

Vice President and Secretary

 

 

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following person in the capacity and on the date indicated:

 

 

Date:

April 13, 2006

/s/  Keith E. Busse

 

 

Keith E. Busse

 

 

(Principal Executive Officer and Sole Director)

 

2

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