Alcoa to Commence Cash Tender Offer for All Outstanding Shares of Reynolds Metals Company -- At a Price of $65 Per Share.PITTSBURGH--(BUSINESS WIRE)--Aug. 16, 1999-- Alcoa Inc. (NYSE NYSE See: New York Stock Exchange :AA) said today that while it prefers to negotiate a mutually agreeable merger with Reynolds management it will commence a cash tender offer this week for all outstanding shares of Reynolds Metals Reynolds Metals Company (RMC) was the second largest aluminum company in the United States, and the third largest in the world. The company became well-known for the consumer product Reynolds Wrap as well as being a leader in developing and promoting new uses for aluminum; Company (NYSE:RLM RLM Receiver-Driven Layered Multicast RLM Redundant Link Manager (Cisco) RLM Release Management (Oracle) RLM Remote Line Module RLM Regression Lineaire Multiple (French, statistics) ) at a price of $65 per share. Alcoa said that it will file definitive tender offer materials with the U.S. Securities and Exchange Commission and will mail the materials to Reynolds shareholders promptly. Alcoa also said that it will file with the SEC this week preliminary consent solicitation Consent Solicitation A solicitation by one party to the stakeholders of a particular security for the consent of a material change. Notes: Should the majority of stakeholders provide valid consent prior to the consent expiry date, the issuer may then follow through with materials that will be used to solicit written consents from holders of Reynolds common shares. The consent solicitation would seek, among other things, removal of the current Board of Directors of Reynolds and election of an independent slate of directors that would redeem Reynolds' "poison pill A defensive strategy based on issuing special stock that is used to deter aggressors in corporate takeover attempts. The poison pill is a defensive strategy used against corporate takeovers. " rights plan and take certain other steps to facilitate a sale of the company. Alcoa further stated that it expects to file its pre-merger notification under the Hart-Scott-Rodino Antitrust Improvements Act The Hart-Scott-Rodino Antitrust Improvements Act of 1976 (Public Law 94-435, known commonly as the HSR Act) is a set of amendments to the antitrust laws of the United States, principally the Clayton Antitrust Act. The HSR Act was signed into law by President Gerald R. later this week and would make every appropriate resource available to assist the reviewing agency with its task of scrutinizing the transaction. As stated previously, Alcoa believes that because of the global nature of the metals marketplace, the consolidation of the metal industry now occurring throughout the world, and the complementary nature of the businesses of both companies, the proposed Alcoa-Reynolds combination is not anti-competitive. Alcoa said that it would also be making the requisite notification filing with the European Commission European Commission, branch of the governing body of the European Union (EU) invested with executive and some legislative powers. Located in Brussels, Belgium, it was founded in 1967 when the three treaty organizations comprising what was then the European Community under applicable EU merger regulations within the next few days. Alcoa is the world's leading producer of primary aluminum, fabricated aluminum and alumina. It is active in all major segments of the industry: mining, refining, smelting, fabricating and recycling. Alcoa has 215 operating locations in 31 countries. Revenues for 1998 were $15.3 billion with record shipments of 3.95 million metric tons of aluminum. |
|
||||||||||||||
Printer friendly
Cite/link
Email
Feedback
Reader Opinion