SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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):
June 1, 1999
REYNOLDS METALS COMPANY
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(Exact name of registrant as specified in its charter)
Delaware 001-01430 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.
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The Registrant announced today that at a meeting today with the Non-
Ferrous Metals Analysts of New York, Jeremiah J. Sheehan, the Registrant's
Chairman of the Board and Chief Executive Officer, provided a status report on
the strategic planning and analysis process the Registrant has undertaken
involving management, the board of directors and investment bankers.
"As a result of that process, we believe the best option for achieving
shareholder value is to (1) focus on organic growth and operational
improvements and (2) look at the significant growth that can be achieved
through merger and acquisition activity," said Mr. Sheehan.
"We believe our industry is moving toward global consolidation, and we
plan to participate in the process. Our objective would be to pursue either
acquisitions or a `merger of equals.' Ideally, we would like to be able to
leverage our strengths in both aluminum and packaging on a global basis.
"I cannot and will not comment on specific opportunities we envision or
specific prospects for discussions. The types of transactions I'm talking
about are complex and difficult to pull off and are not negotiated in public.
"Timing is also a difficult issue to address. Having just completed a
number of significant asset sales, we are well experienced with the many
things that can affect the timing of the best laid plans. I do hope between
now and the end of the year to provide you with more specifics on where we are
going," said Mr. Sheehan.
On a separate topic, Mr. Sheehan said, "We have previously announced our
intention to apply approximately $100 million of the proceeds from the sale of
our Alloys plant toward our share repurchase program. We now expect to
proceed with those share repurchases during the next few months, subject to
any legal or financial considerations that may arise."
# # # # #
Statements in this report concerning future expectations constitute forward-
looking statements. Such statements involve a number of risks and
uncertainties. Among other factors that could cause actual results to differ
materially from those projected are: (1) merger and acquisition transactions
are subject to, among other things, negotiation of agreements; competing bids;
tax, regulatory and shareholder approvals; and third party consents, any of
which may prevent successful consummation; (2) market fluctuations may impede
pursuit of a merger or acquisition transaction by, for example, making
exchanges of stock unattractive or financing unavailable; and (3) other risk
factors summarized in the Registrant's SEC reports, including but not limited
to those summarized in Management's Discussion and Analysis in its Form 10-Q
Report for the quarter ended March 31, 1999.
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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: June 1, 1999
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