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) June 9, 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 June 12, 1998
Item 5. Other Events.
On June 9, 1998, Ball Corporation, an Indiana corporation (the "Company") and
Reynolds Metals Company, a Delaware corporation ("Reynolds"), stated that the
previously announced agreements by which Ball will purchase substantially all of
Reynolds' global beverage can business will not include Reynolds' 34.9 percent
interest in Latas de Aluminio S.A. ("Latasa"), a South American beverage can
manufacturer. As a result, the purchase price of $820 million in that agreement,
which included Latasa, will be reduced to approximately $746 million, of which
$50 million may, at the option of Ball, be paid in Ball common stock.
Difficulties in obtaining the third party consents and waivers necessary for the
purchase of Latasa in a timely manner resulted in the decision to remove it from
the main transaction. Reynolds intends to work with Latasa's other stockholders
to agree upon and implement a process that will permit the sale of Reynolds'
interest in Latasa in the near future. Ball continues to be interested in
acquiring those shares.
Ball now will acquire Reynolds' 14 can plants and two end plants in 12 states
and Puerto Rico. As previously reported, the sale does not include Reynolds' can
machinery business or its 27.5 percent interest in United Arab Can Co., which
operates a can plant in Saudi Arabia. Closing of the transaction remains subject
to certain conditions, including completion of financing by Ball, and to
regulatory review. Ball and Reynolds have received second requests from the U.S.
Justice Department for information relating to the sale. Both companies are in
the process of complying with the second requests, and based on the normal time
requirements for completing second requests, both expect the transaction to
close during the second half of 1998.
The following is filed as an Exhibit to this report.
Exhibit Number 99
Description
Text of Press release disseminated by the Registration on June 9, 1998.
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Ball Corporation
Current Report on Form 8-K
Dated June 12, 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: June 12, 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 June 12, 1998
EXHIBIT INDEX
Exhibit Description
EX-99 Text of a press release disseminated by the registrant on June 9,1998.
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Ball Corporation
Current Report on Form 8-K
Dated June 12, 1998
Exhibit EX-99
Note to editors:
The following is a joint news release from BallCorporation and Reynolds Metals
Company updating the status of the announced acquisition by Ball of certain of
Reynolds' aluminum beverage can manufacturing assets. Please feel free to
contact either company.
For Reynolds Metals Company For Ball Corporation
Contact Lou Anne J. Nabhan Contact S. Scott McCarty
Telephone: (804) 281-2171 Telephone: (765) 747-6175
Home: (804) 359-2986 Home: (765) 284-2351
http://www.rmc.com http://www.ball.com
NEWS RELEASE
June 9, 1998--Ball Corporation (NYSE: BLL) and Reynolds Metals Company
(NYSE: RLM) said today that the previously announced agreement for Ball to
purchase substantially all of Reynolds' global beverage can business now will
not include Reynolds' 34.9 percent interest in Latas de Aluminio S.A. (Latasa),
a South American beverage can manufacturer. As a result, the purchase price of
$820 million in that agreement, which included Latasa, will be reduced to
approximately $746 million, of which $50 million may, at the option of Ball, be
paid in Ball common stock.
Difficulties in obtaining the third party consents and waivers necessary for the
purchase of Latasa in a timely manner resulted in the decision to remove it from
the main transaction. Reynolds intends to work with Latasa's other stockholders
to agree upon and implement a process that will permit the sale of Reynolds'
interest in Latasa in the near future. Ball continues to be interested in
acquiring those shares.
Ball now will acquire Reynolds' 14 can plants and two end plants in 12 states
and Puerto Rico. As previously reported, the sale does not include Reynolds' can
machinery business or its 27.5 percent interest in United Arab Can Co., which
operates a can plant in Saudi Arabia. Closing of the transaction remains subject
to certain conditions, including completion of financing by Ball, and to
regulatory review. Ball and Reynolds have received second requests from the U.S.
Justice Department for information relating to the sale. Both companies are in
the process of complying with the second requests, and based on the normal time
requirements for completing second requests, both expect the transaction to
close during the second half of 1998.
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Note: This news release may contain forward looking statements. Actual results
could differ materially from those that may be projected. Please refer to the
Form 10-Q filed by Reynolds for the quarter ended March 31, 1998, and to the
Form 10-Q filed by Ball on May 13, 1998, for a summary of key risk factors that
could affect actual results.
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