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 22, 1998
BALL CORPORATION
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(Exact name of registrant as specified in its charter)
Indiana
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(State or other jurisdiction of incorporation)
1-7349 35-0160610
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(Commission File Number) (IRS Employer Identification No.)
345 South High Street, Muncie, Indiana 47305-2326
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code: (765) 747-6100
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Ball Corporation
Current Report on Form 8-K
Dated April 27, 1998
Item 5. Other Events.
On April 23, 1998, Ball Corporation, an Indiana corporation (the "Company"),
entered into an agreement with Reynolds Metals Company, a Delaware corporation
("Reynolds"), to acquire essentially all of Reynolds' global aluminum beverage
can manufacturing business for a total purchase price of approximately $820
million. The purchase price of the transaction will be paid in cash and, at
Ball's option, up to $100 million of Ball common stock to acquire all of
Reynolds' North American beverage can manufacturing assets, which consist
largely of 16 plants in 12 states and Puerto Rico, as well as Reynolds'
approximate one-third interest in Latas de Aluminio, S.A. - LATASA ("Latasa"), a
Brazilian company which operates beverage can plants in Argentina, Brazil and
Chile. The acquisition is subject to antitrust approval, transaction financing
and refinancing of existing Ball debt and other customary closing conditions.
Additionally, the acquisition by Ball of Reynolds' interest in Latasa is subject
to certain third-party consents. The Company issued a press release with respect
to the transaction on April 23, 1998, a copy of which is included as an exhibit
hereto and incorporated herein by reference.
Item 7. Financial Statements and Exhibits
The following is filed as an Exhibit to this report.
Exhibit Number 99
Description
Text of Press release disseminated by the Registration on April 23, 1998.
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Ball Corporation
Current Report on Form 8-K
Dated April 27, 1998
SIGNATURE
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 thereunto duly authorized.
BALL CORPORATION
(Registrant)
Date: April 27, 1998 By: /s/ A. R. Schlesinger
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A. R. Schlesinger
Vice President and Controller
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Ball Corporation
Current Report on Form 8-K
Dated April 27, 1998
EXHIBIT INDEX
Exhibit Description
EX-99 Text of a press release disseminated by the registrant on April 23,
1998.
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Ball Corporation
Current Report on Form 8-K
Dated April 27, 1998
Exhibit EX-99
Following is the text of a press release disseminated by the registrant on April
23, 1998:
BALL CORPORATION AGREES TO ACQUIRE REYNOLDS' GLOBAL BEVERAGE CAN BUSINESS
MUNCIE, Ind., April 23, 1998--Ball Corporation [NYSE: BLL]
announced today that it has reached a definitive agreement with Reynolds
Metals Company of Richmond, VA., to acquire essentially all of Reynolds'
global aluminum beverage can manufacturing business for a total purchase price
of approximately $820 million.
Ball will use a combination of cash and, at Ball's option, up
to $100 million of Ball common stock to acquire all of Reynolds' North
American beverage can manufacturing assets, which consist largely of 16 plants
in 12 states and Puerto Rico, as well as Reynolds' approximate one-third
interest in Latasa, a Brazilian company which operates beverage can plants in
Argentina, Brazil and Chile. The acquisition of Reynolds' can business is
subject to government antitrust approval, transaction financing and
refinancing of existing Ball debt and customary closing conditions.
Additionally, the acquisition by Ball of Reynolds' interest in Latasa is
subject to certain third-party consents. Ball and Reynolds have agreed to
discuss further the possible later acquisition by Ball of Reynolds' minority
interest in a can manufacturing company in Saudi Arabia.
Ball operates seven aluminum beverage can plants in the U.S.
and two in Canada, and is the largest producer of beverage cans in China. Ball
is also a partner in joint venture beverage can manufacturing operations in
Brazil, the Philippines, Taiwan and Thailand.
The combination of Ball's beverage can manufacturing assets
and those of Reynolds will have annual production capacity of more than 50
billion cans worldwide, including approximately 35 billion in North America
and nine billion in South America. Based on 1997 results, North American
consolidated beverage can sales of the combined businesses would have been
approximately $2.3 billion.
"Acquisition of the Reynolds beverage can manufacturing assets
represents a major building block in our strategy to remain a low-cost,
preferred supplier for aluminum beverage cans in North America," said George
A. Sissel, Chairman and Chief Executive Officer of Ball Corporation.
"Combining it with Ball's beverage can operations will afford us an even more
solid foundation in North America and for the export of our technology and
capital into emerging international packaging markets."
"The opportunities for synergies, savings and improvement from
melding these two great names in packaging are significant," said George A.
Matsik, President of Ball Corporation and Chief Operating Officer, Packaging.
"We already have identified annual savings of more than $70 million, and we
intend to take the best of the two businesses and create something even
better."
The transaction, the largest in Ball's history, has been in
discussion for a number of months and is expected to close in the second half
of 1998. The $820 million total purchase price assumes certain incentives and
other requirements, which both Ball and Reynolds expect will be achieved. If
the conditions to acquire Reynolds' interest in Latasa are not met, the
acquisition price for Reynolds' North American beverage can assets will be
appropriate reduced.
Ball Corporation produces rigid metal and plastic packaging
products, primarily for beverages and foods, and provides aerospace and
technologies and services to governmental and commercial customers. The
company reported 1997 sales of $2.4 billion.
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Note: This news release may contain forward-looking statements as encouraged
by the Private Securities Litigation Reform Act of 1995. Forward-looking
statements are necessarily projections which are subject to change upon the
occurrence of certain events which may affect the business, many of which are
set forth in the company's latest Form 10-K report filed with the Securities
and Exchange Commission on March 31, 1998.
8/98
Ball Media Contact: Scott McCarty 765/747-6175, [email protected]
Ball Investor Contact: Doug Poling 765/747-6165, [email protected]
http://www.ball.com
