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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
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(Exact name of Registrant as specified in its charter)
Canada
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(State or other jurisdiction of incorporation)
1-3677 Inapplicable
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Commission File Number (I.R.S. Employer Identification No.)
1188 Sherbrooke Street West, Montreal, Quebec, Canada H3A 3G2
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(Address of principal executive offices, including postal code)
(514) 848-8000
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(Registrant's telephone number, including area code)
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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.
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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
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Serge Fecteau
Assistant Secretary
Date: March 15, 2000
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit
Number Description
- ----------- -----------
<S> <C>
(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.
</TABLE>
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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
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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
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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.
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