-----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, H7U5K9ZD2hU95QAoVtrr40FiphCAXPKAaKc6697eq8wEqAiRwe+ObCUk1WcR8+/2 E7iWHdCAEtKini9dirsNrg== 0000950123-00-002299.txt : 20000316 0000950123-00-002299.hdr.sgml : 20000316 ACCESSION NUMBER: 0000950123-00-002299 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20000315 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000315 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALCAN ALUMINIUM LTD /NEW CENTRAL INDEX KEY: 0000004285 STANDARD INDUSTRIAL CLASSIFICATION: PRIMARY PRODUCTION OF ALUMINUM [3334] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-03677 FILM NUMBER: 570237 BUSINESS ADDRESS: STREET 1: 1188 SHERBROOKE ST WEST CITY: MONTREAL QUEBEC CANA STATE: A8 BUSINESS PHONE: 5148488000 8-K 1 ALCAN ALUMINIUM LIMITED 1 ================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 15, 2000 Alcan Aluminium Limited ------------------------------------------------------ (Exact name of Registrant as specified in its charter) Canada ---------------------------------------------- (State or other jurisdiction of incorporation) 1-3677 Inapplicable ---------------------- ------------------------------------ Commission File Number (I.R.S. Employer Identification No.) 1188 Sherbrooke Street West, Montreal, Quebec, Canada H3A 3G2 --------------------------------------------------------------- (Address of principal executive offices, including postal code) (514) 848-8000 ---------------------------------------------------- (Registrant's telephone number, including area code) ================================================================================ 2 ITEM 5. Other Events The information set forth in the press release issued by Alcan Aluminium Limited, attached hereto as Exhibit 99.1, is incorporated herein by reference. ITEM 7. Financial Statements, Pro Forma Financial Statements and Exhibits (c) Exhibits 99.1 Press release of Alcan Aluminium Limited, dated March 14, 2000 99.2 Cautionary Statement for purposes of the "Safe Harbor" provisions of the Private Securities Litigation Reform Act of 1995. 2 3 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ALCAN ALUMINIUM LIMITED By: /s/ Serge Fecteau ----------------------- Serge Fecteau Assistant Secretary Date: March 15, 2000 3 4 EXHIBIT INDEX
Exhibit Number Description - ----------- ----------- (99.1) Press release of Alcan Aluminium Limited dated March 14, 2000. (99.2) Cautionary statement for purposes of the "Safe Harbor" provisions of the Private Securities Litigation Reform Act of 1995.
4 EX-99.1 2 PRESS RELEASE 1 EXHIBIT NO. 99.1: PRESS RELEASE OF ALCAN ALUMINIUM LIMITED, DATED MARCH 14, 2000 A.P.A. MERGER PARTNERS REMAIN COMMITTED TO THREE-WAY MERGER: ALCAN AND PECHINEY TO REVIEW EUROPEAN COMMISSION APPLICATION AS ALCAN-ALGROUP PROPOSAL PREPARES FOR COMMISSION VOTE -------------------------- MONTREAL, CANADA; PARIS, FRANCE; AND ZURICH, SWITZERLAND - MARCH 14, 2000 - - Following discussions with the European Commission's Merger Task Force (MTF), Alcan (NYSE, TSE: AL), Pechiney (NYSE, Paris: PY) and algroup (SWX: ALUN), today announced that they will take the opportunity to review the Alcan - Pechiney application while proceeding with the Alcan - algroup application as presented. The European Commission is expected to rule on the Alcan - algroup application on or before March 22, 2000. The Parties have today advised the Commission of their intention to withdraw the Alcan - Pechiney application from the European Commission process and to terminate the three-way combination agreement as it relates to Pechiney. The companies' objective is to secure the necessary time to review the Commission's concerns in greater detail and investigate alternatives that would satisfy the Commission as well as the companies, and to enable the companies to submit a new application. The focus of the three companies remains on completing the three-way merger as it presents significant value to their shareholders, employees and customers. While neither the launch nor the completion of the algroup exchange offer is conditional upon the Pechiney exchange offer, Alcan's current intention is that the launch of both will be coordinated so that they will coincide to the extent practicable and in accordance with the required regulatory approvals. Submitting a new application is possible under European Commission regulations and has been done in other cases in order to address concerns raised by the Commission. FOR FURTHER INFORMATION, PLEASE CONTACT: ALCAN MEDIA RELATIONS (NORTH AMERICA): Marc Osborne 1-514-848-1342 CORPORATE AFFAIRS (EUROPE): Marcel Daniels 32-2-234-7780 INVESTOR RELATIONS: Alan Brown 1-514-848-8368 PECHINEY MEDIA RELATIONS: Fabienne De Brebisson 33-1-5628-2418 INVESTOR RELATIONS: Francois-Jose Bordonado 33-1-5628-2507 ALGROUP CORPORATE COMMUNICATIONS: Christine Menz 41-1-386-2495 INVESTOR RELATIONS: Michel Gerber 41-1-386-2314 5 EX-99.2 3 CAUTIONARY STATEMENT 1 EXHIBIT NO. 99.2: CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 Written or oral statements made by Alcan or its representatives, including statements set forth in Alcan's press release issued on March 14, 2000, which describe the Company's or management's objectives, projections, estimates, expectations or predictions of the future may be "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995, which can be identified by the use of forward-looking terminology such as "believes," "expects," "may," "will," "should," "estimates," "anticipates" or the negative thereof or other variations thereon. The Company cautions that, by their nature, forward-looking statements involve risk and uncertainty and that the Company's actual results could differ materially from those expressed or implied in such forward-looking statements or could affect the extent to which a particular projection is realized. Important factors which could cause the Company's actual performance to differ materially from projections or expectations included in forward-looking statements include global aluminum supply and demand conditions, aluminum ingot prices and changes in other raw materials costs and availability, cyclical demand and pricing within the principal markets for the Company's products, changes in government regulations, particularly those affecting environmental, health or safety compliance, economic developments and other factors within the countries in which the Company operates or sells its products and other factors relating to the Company's ongoing operations including, but not limited to, litigation, labour negotiations and fiscal regimes. Copies of the Company's filings may be obtained by contacting the Company or the United States Securities and Exchange Commission. 7 -----END PRIVACY-ENHANCED MESSAGE-----