-----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, Lxudd//oDlu7vWxBRW20EpgRQ0+z/3vK8E4F1B45+CIcJsajU4Ed4fLfHWBvJPH1 QK2E+xlOhYqZcjITyrKhcg== 0000083604-98-000010.txt : 19980430 0000083604-98-000010.hdr.sgml : 19980430 ACCESSION NUMBER: 0000083604-98-000010 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19980423 ITEM INFORMATION: FILED AS OF DATE: 19980428 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: REYNOLDS METALS CO CENTRAL INDEX KEY: 0000083604 STANDARD INDUSTRIAL CLASSIFICATION: PRIMARY PRODUCTION OF ALUMINUM [3334] IRS NUMBER: 540355135 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-01430 FILM NUMBER: 98602768 BUSINESS ADDRESS: STREET 1: 6601 W BROAD ST STREET 2: PO BOX 27003 CITY: RICHMOND STATE: VA ZIP: 23261 BUSINESS PHONE: 8042812000 8-K 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): April 23, 1998 REYNOLDS METALS COMPANY (Exact name of registrant as specified in its charter) Delaware 1-1430 54-0355135 (State of Incorporation) (Commission (IRS Employer File Number) Identification Number) 6601 West Broad Street P.O. Box 27003 Richmond, Virginia 23261-7003 ----------------------------- (Address of Principal Executive Offices, including zip code) (804) 281-2000 (Registrant's Telephone Number, including area code) Item 5. Other Events. The Registrant announced on April 23, 1998 that it has reached a definitive agreement on the sale of substantially all of the assets of its global can business to Ball Corporation ("Ball"). The agreement has been approved by the boards of directors of both companies, but remains subject to regulatory approvals, third party consents, and completion of transaction financing by Ball. The Registrant anticipates proceeds from the transaction of approximately $820 million, with the final amount to be determined by working capital levels at closing. Up to $100 million of the total proceeds may be paid in Ball common stock. As previously announced, the Registrant expects to apply the proceeds from this transaction, together with the proceeds from other pending asset sales, toward its stated objectives of reducing debt by $900 million and repurchasing its common stock. Effective with the signing of this agreement, the Registrant's Board of Directors has authorized the repurchase of up to a total of 18 million common shares, which includes the five-million share repurchase program announced in January 1998. Of this amount, the Registrant has already repurchased two million shares. It currently has 71.9 million shares outstanding. The repurchase authorization extends to December 31, 2000. The sale to Ball includes the Registrant's North American can operations, which consist of 14 can plants and two end plants. It also includes the Registrant's 34.9% interest in Latas de Aluminio S.A., which operates can facilities in Brazil, Chile and Argentina, subject to third party consents from Latasa stockholders and lenders. The sale does not include the Registrant's can machinery business or its 27.5% interest in United Arab Can Company, which operates a can plant in Saudi Arabia. The Registrant is currently engaged in a separate sale process for the machinery business. Once the Registrant completes the disposition of all assets related to its global can business, it expects to realize total proceeds in the range of $875 million to $900 million and an after-tax gain in the range of approximately $160-170 million, or $2.25-2.40 per share. This filing contains forward looking statements. Actual results could differ materially from those that may be projected. Please refer to the Management's Discussion and Analysis in the Registrant's 1997 Annual Report on Form 10-K for a summary of key risk factors that could affect results. 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. REYNOLDS METALS COMPANY By: /s/ D. Michael Jones D. Michael Jones Senior Vice President and General Counsel Dated: April 28, 1998 -----END PRIVACY-ENHANCED MESSAGE-----