UNITED STATES SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C. 20549
Form 20-F/A
(Amendment No. 1)
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REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF
THE SECURITIES EXCHANGE ACT OF 1934
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OR
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended December 31,
2010
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OR
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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OR
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SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Commission file number
001-32328
MECHEL OAO
(Exact name of Registrant as
specified in its charter)
RUSSIAN FEDERATION
(Jurisdiction of incorporation
or organization)
Krasnoarmeyskaya Street 1,
Moscow 125993, Russian Federation
(Address of principal
executive offices)
Vladislav Zlenko, tel.:
+7-495-221-8888,
e-mail:
vladislav.zlenko@mechel.com
(Name, Telephone,
E-mail
and/or Facsimile number and Address of Company Contact
Person)
Securities registered or to be
registered pursuant to Section 12(b) of the Act:
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Title of Each Class
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Name of Each Exchange on Which Registered
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COMMON AMERICAN DEPOSITARY SHARES, EACH COMMON ADS
REPRESENTING ONE COMMON SHARE
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NEW YORK STOCK EXCHANGE
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COMMON SHARES, PAR VALUE
10 RUSSIAN RUBLES PER SHARE
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NEW YORK STOCK
EXCHANGE(1)
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PREFERRED AMERICAN DEPOSITARY SHARES, EACH PREFERRED ADS
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NEW YORK STOCK EXCHANGE
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REPRESENTING ONE-HALF OF A PREFERRED SHARE
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PREFERRED SHARES, PAR VALUE
10 RUSSIAN RUBLES PER SHARE
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NEW YORK STOCK
EXCHANGE(2)
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Securities registered or to be
registered pursuant to Section 12(g) of the Act:
None
(Title of
Class)
Securities for which there is a
reporting obligation pursuant to Section 15(d) of the
Act:
None
(Title of
Class)
Indicate the number of outstanding shares of each of the
issuer’s classes of capital or common stock as of the close
of the period covered by the annual report.
416,270,745 common shares, of which 115,425,447 shares
are in the form of common ADSs as of March 31, 2011
138,756,915 preferred shares (including
55,502,766 shares held by Skyblock Limited, a wholly-owned
subsidiary of Mechel), of which 25,209,577 shares are in
the form of preferred ADSs as of March 31, 2011
Indicate by check mark if the registrant is a well-known
seasoned issuer, as defined in Rule 405 of the Securities
Act. Yes þ No o
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 o No þ
Note — Checking the box above will not relieve any
registrant required to file reports pursuant to Section 13
or 15(d) of the Securities Exchange Act of 1934 from their
obligations under those Sections.
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. Yes þ No o
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). Yes þ No o
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):
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accelerated filer
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Accelerated filer
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Non-accelerated filer
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Indicate by check mark which basis of accounting the registrant
has used to prepare the financial statements included in this
filing:
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U.S. GAAP
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International Financial Reporting Standards as issued by the
International Accounting Standards Board
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Other
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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
o Item 18
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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 o No þ
(1) Listed,
not for trading or quotation purposes, but only in connection
with the registration of common ADSs pursuant to the
requirements of the Securities and Exchange Commission.
(2) Listed,
not for trading or quotation purposes, but only in connection
with the registration of preferred ADSs pursuant to the
requirements of the Securities and Exchange Commission.