USX CORP. said Monday (Dec. 10) that its wholly owned UNITED STATES STEEL LLC (X) (Ba3/BB) subsidiary had decreased the minimum condition to its previously announced exchange offers for certain outstanding equity securities of USX and its wholly-owned subsidiaries. The new minimum condition requires that at least $25 million aggregate principal amount of U.S. Steel LLC's 10% Senior Quarterly Income Debt Securities due 2031 (SQUIDS) are issued in the exchange offers. In the original minimum condition, the dollar amount was $150 million. Additionally, U.S. Steel LLC extended the offer to 5 p.m. ET on Dec. 14 from the previous deadline of Dec. 7. AS PREVIOUSLY ANNOUNCED, U.S. Steel, the Pittsburgh-based integrated steel giant and soon-to-be spun-off steelmaking unit of USX, said on Oct. 10 that it would offer the new SQUIDS in exchange for a portion of its $50 par USX Corp. 6½% cumulative convertible preferred stock, a portion of its USX Capital Trust I 6¾% convertible quarterly income preferred securities (QUIPS); and a portion of its USX Capital LLC $25 par Series A 8¾% monthly income preferred shares (MIPS). The total face amount outstanding of the three securities being tendered for under the exchange offer is approximately $568 million, and if more than $365 million face amount is tendered, there will be a proration. Pending the separation of USX into the independent U.S. Steel and Marathon Oil units, the SQUIDS will be unconditionally guaranteed by USX. Upon the separation, the USX guarantee will no longer be applicable and U.S. Steel will be the sole obligor of the SQUIDS. U.S. Steel offered no timetable for the expected exchange offer. On Oct. 12, U.S. Steel said that it had filed a registration statement with the SEC for the issuance of up to $365 million of SQUIDS. The company further said at that time that the dealer manager for the exchange offers will be Goldman, Sachs & Co. U.S. Steel said Nov. 5 that it had raised the interest rate on the SQUIDS. U.S. Steel said in a Securities and Exchange Commission filing that the SQUIDS would carry a 10% coupon, up from the 9¼% previously announced. U.S. Steel also said that it would require that at least $150 million principal amount of the SQUIDS be issued in the exchange offer, and gave a breakdown of the amount of the existing securities which it would accept in the exchange - up to $77 million of the $121 million of existing USX Corp. 6½% cumulative convertible preferred stock; up to $127 million of the $197 million of existing USX Capital Trust I 6¾% QUIPS; and up to $161 million of the $250 million of existing USX Capital LLC $25 par 8¾% MIPS. For securities not tendered under the exchange offer, U.S. Steel said the 6½% preferreds would be redeemed at the redemption price of $50.65, plus accrued interest through the separation date. The QUIPS will be redeemed at the $50.65 redemption price through their redemption date; and the MIPS will be called on Dec. 31 at $25 plus accrued but unpaid dividends. Previously, U.S. Steel and USX had said the untendered MIPS would remain outstanding as obligations of USX. The company further said on Nov. 28 that USX Capital Trust I would redeem any and all of the then still-outstanding 6¾% QUIPS would be redeemed on Jan 2 - subject to and conditioned upon the effectiveness of the proposed separation by USX of its energy and steel businesses - or on the first day immediately following the day that the separation becomes effective, whichever comes later. It said the redemption is required pursuant to the terms of the QUIPS as a result of, and is conditioned upon, the effectiveness of the separation. If the redemption date is Jan. 2, USX Capital Trust will credit holders' accounts at the Depository Trust Company (DTC) an amount in cash equal to $50.01875 per QUIPS held on the Redemption Date, reflecting the redemption price of $50 per share, plus a cash payment for accrued but unpaid distributions through the redemption date. If the redemption date were to occur after Jan. 2, USX Capital Trust will further credit holders' accounts for any additional accrued but unpaid distributions. Distributions on the QUIPS will cease to accrue on or after the redemption date, and all rights of holders of QUIPS will cease, except the right to receive the redemption price, together with accrued but unpaid distributions through the redemption date. The QUIPS were issued in book entry form only through DTC and the redemption price will be paid through DTC, which in accordance with its procedures will make payment to its member securities brokers and dealers, banks, trust companies, and clearing corporations.

SCHOLASTIC CORP. (SCHL)(Baa2/BBB) said Nov. 29 that it will redeem all of its outstanding 5% convertible subordinated notes due 2005 (Baa3/BBB-) on Jan. 11. Approximately $109.992 million of the notes remain outstanding from the $110 million which were originally issued in August, 1995. The New York-based publisher and distributor of children's books said the notes will be redeemed at a redemption price of par, plus interest accrued up to the redemption date. At that time, interest on the notes will cease to accrue. The company said that alternatively, the notes are convertible into common shares at any time on or before the close of business on Jan. 11, at a conversion rate of 26.0214 shares for each $1,000 principal amount of the notes converted (the amount is adjusted for the 2-for-1 stock split in the form of a stock dividend on Scholastic common stock, which was effected on Jan,. 16, 2001). Cash will be paid in lieu of fractional shares. If all of the noteholders elect to convert their notes into shares of common stock, Scholastic would issue 2,862,140 new shares of common stock. The company is offering to each converting holder the ability to obtain their shares of common stock in book-entry form by delivery to their broker (who is a participant in Depository Trust Company). If any converting holder would like to receive book-entry shares of common stock, he or she must complete the appropriate section of the conversion notice. In accordance with Article 12 of the Indenture, the company is also making available common stock in registered certificated form as required by the notes' indenture. BT Services Tennessee, Inc., Corporate Trust & Agency Services, Security Payment Unit (800 735-7777) in Nashville, Tenn., is handling the redemption and conversion transactions.

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