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):
September 15, 1998
REYNOLDS METALS COMPANY
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(Exact name of registrant as specified in its charter)
Delaware 1-1430 54-0355135
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(State of Incorporation) (Commission (IRS Employer
File Number) Identification Number)
6601 West Broad Street
P.O. Box 27003
Richmond, Virginia 23261-7003
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(Address of Principal Executive Offices,
including zip code)
(804) 281-2000
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(Registrant's Telephone Number, including area code)
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Item 5. Other Events.
The Registrant today announced that it has achieved its $900
million debt reduction goal and has repurchased 9.6 million of
its common shares so far in 1998.
The Registrant said that $549 million principal amount of
debt securities was tendered and accepted for payment in response
to its fixed-spread tender offers announced August 12. The
tendered debt consisted of $79 million principal amount of 9%
Debentures due 2003 and $470 million principal amount of Medium
Term Notes with an average interest rate of 9.0% and original
maturities ranging from 2002 to 2013. The tender offers expired
on Thursday, September 10. The amount tendered and accepted for
payment was at the upper end of the range the Registrant had
anticipated.
The Registrant also announced that it has repurchased a
total of 9.6 million shares of its common stock through September
11, or a total of 13% of outstanding shares. The total amount
includes 2 million shares purchased in the first quarter for $126
million and 7.6 million shares purchased in the third quarter for
$400 million.
"I'm pleased to report that most of Reynolds restructuring
program is complete. We have received $1.43 billion in proceeds
from asset sales. We committed to reduce debt by $900 million
compared to January 1997 levels, and we have done so," said
Jeremiah J. Sheehan, Chairman and Chief Executive Officer of the
Registrant. "We have also made excellent progress on our stock
repurchases," he said.
As a result of the share repurchases, the Registrant will
have approximately 64.5 million shares outstanding at the end of
the third quarter and average shares outstanding for the third
quarter of approximately 69.2 million.
Upon completion of the tender offers, $21 million of 9%
Debentures due 2003 and $379 million of Medium Term Notes (with
an average interest rate of 8.9% and maturities ranging from 1998
to 2013) remain outstanding. ($100 million of 9-3/8% Debentures
due 1999 and $228 million of 6-5/8% amortizing notes of the
Registrant's Canadian subsidiary were not affected by the tender
offers and also remain outstanding.)
In connection with the debt extinguishment, the Registrant
paid premiums of $96 million and recorded an extraordinary after-
tax loss of approximately $60 million. The premium amounts were
the result of the mix of securities tendered and the level of
interest rates generally.
Merrill Lynch & Co. was the Dealer Manager for the tender
offers and Beacon Hill Partners, Inc. was the Information Agent.
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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.
REYNOLDS METALS COMPANY
By: /s/ D. Michael Jones
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D. Michael Jones
Senior Vice President and
General Counsel
Dated: September 15, 1998
