As filed with the Securities and Exchange Commission on February 18, 2003
Registration Statement No. 333-35857
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF
1933
| CANADA (State or other jurisdiction of incorporation or organization) |
52nd Floor, 40 King Street West Toronto, Ontario M5H 3Y2 (416) 365-5198 (Address, including zip code, and telephone number, including area code, of registrant's principal executive offices) |
None (I.R.S. Employer Identification Number) |
RICHARD A. DYE
General Manager, Fort
Knox Mine
Kinross Gold Corporation
802 East Winchester,
Suite 100
Murray, Utah 84107
(801) 290-1101
(Name,
address, including zip code, and telephone number, including area code, of agent for
service in the United States)
| Copies to: | ||
| CAMERON A. MINGAY, ESQ. | PHILIP L. COLBRAN, ESQ. | |
| Cassels Brock & Blackwell LLP | Chadbourne & Parke LLP | |
| Scotia Plaza, Suite 2100 | 30 Rockefeller Plaza | |
| 40 King Street West | New York, New York | |
| Toronto, Ontario | 10112 U.S.A. | |
| Canada M5H 3C2 | (212) 408-5100 | |
| (416) 869-5300 |
Approximate date of commencement of proposed sale to the public: This post-effective amendment withdraws from registration any debt securities, guarantees, common shares and warrants of Echo Bay Mines Ltd. and any guaranteed debt securities and guaranteed preferred stock of Echo Bay Resources Inc. that remain unsold hereunder and terminates the registration statement.
If the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box. [ ]
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, other than securities offered only in connection with dividend or interest reinvestment plans, 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 of 1933, please 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 of 1933, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. [ ] __________
If delivery of the prospectus is expected to be made pursuant to Rule 434, please check the following box. [ ]
The registrant hereby requests that this post-effective amendment to the registration statement become effective as soon as practicable pursuant to Section 8(c) of the Securities Act of 1933, as amended.
WITHDRAWAL OF SECURITIES FROM REGISTRATION AND TERMINATION OF RELATED REGISTRATION STATEMENT
On September 17, 1997, Echo Bay Mines Ltd., a Canadian corporation (“Echo Bay”), filed a Registration Statement on Form S-3 (No. 333-35857), as amended (the “Registration Statement”), for purposes of registering (a)(i) debt securities of Echo Bay (“Debt Securities”), consisting of debentures, notes, bonds and/or other unsecured evidences of indebtedness in one or more series, (ii) full, unconditional and irrevocable guarantees by Echo Bay (“Guarantees”) of Debt Securities and shares of guaranteed preferred stock (“Preferred Stock”) issued by Echo Bay Resources Inc. (“EBR”), a wholly-owned subsidiary of Echo Bay, (iii) shares of Echo Bay’s common stock, without par value (“Common Shares”) and (iv) warrants to purchase Debt Securities, Preferred Stock or Common Shares and (b) guaranteed Debt Securities of EBR, consisting of debentures, notes or other unsecured evidences of indebtedness in one or more series and guaranteed Preferred Stock of EBR in one or more series, each guaranteed by Echo Bay (all of the securities described in the foregoing clauses (a) and (b) collectively referred to as the “Securities”), to be offered at an aggregate initial offering price not to exceed U.S. $200,000,000.
Pursuant to the undertakings of Echo Bay set forth in Part II of the Registration Statement, this Post-Effective Amendment No. 1 to the Registration Statement is being filed to withdraw from registration under the Securities Act of 1933, as amended, all of the Securities that remain unsold under the Registration Statement and to terminate the Registration Statement.
Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Toronto, Province of Ontario, Country of Canada, on February 18, 2003.
| ECHO BAY MINES LTD. By: /s/ Robert Buchan (Robert Buchan, Chief Executive Officer) |
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed on the 18th day of February, 2003 by the following persons in the capacities indicated:
| Signature /s/ Robert Buchan Robert Buchan /s/ Brian W. Penny Brian W. Penny /s/ Christopher Hill Christopher Hill /s/ Scott A. Caldwell Scott A. Caldwell |
Title Chief Executive Officer (principal executive officer) Vice President, Chief Financial Officer and Director (principal financial officer and principal accounting officer) Director Director |
Pursuant to the requirements of Section 6(a) of the Securities Act of 1933, the undersigned has signed this Post-Effective Amendment No. 1 to the Registration Statement, solely in the capacity of the duly authorized representative of Echo Bay Mines Ltd. in the United States, on this 18th day of February, 2003.
| ECHO BAY MINES LTD. (Authorized U.S. Representative) By: /s/ Richard A. Dye Name: Richard A. Dye Title: General Manager, Fort Knox Mine |