Form 6-K
FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the month of April 2003
Commission File Number: 1-14836
ALSTOM
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(Translation of registrant's name into English)
25, avenue Kléber, 75116 Paris, France
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(Address of principal executive offices)
Indicate by check mark whether the Registrant files or will file annual reports
under cover of Form 20-F or Form 40-F
Form 20-F X Form 40-F
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Indicate by check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(1):
Yes No X
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Indicate by check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(7):
Yes No X
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Indicate by check mark whether the Registrant, by furnishing the information
contained in this Form, is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934
Yes No X
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If "Yes" is marked, indicate below the file number assigned to the Registrant in
connection with Rule 12g3-2(b)
THIS REPORT ON FORM 6-K SHALL BE DEEMED TO BE INCORPORATED BY REFERENCE IN THE
REGISTRATION STATEMENTS ON FORM S-8 OF ALSTOM (NO. 333-10658, NO. 333-12028 AND
333-90154) AND THE RELATED PROSPECTUSES AND TO BE PART THEREOF FROM THE DATE ON
WHICH THIS REPORT IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR
REPORTS SUBSEQUENTLY FILED OR FURNISHED.
Enclosures:
Press release dated April 28, 2003 "ALSTOM Sells Its Industrial
Turbines Businesses to Siemens for €1.1 Billion"...............................3
Press release dated April 30, 2003 "ALSTOM Completes the Sale of Its
Small Gas Turbines Business to Siemens"........................................5
28 April 2003
ALSTOM SELLS ITS INDUSTRIAL TURBINEs BUSINESSES TO
SIEMENS FOR €1.1 BILLION
ALSTOM announces that it has signed binding agreements to sell its small gas
turbines business and its medium-sized gas turbines and industrial steam
turbines businesses in two transactions to Siemens AG, which are key steps in
its continuing disposal programme.
The total enterprise value of the two transactions is €1.1 billion. Net cash
proceeds to ALSTOM are expected to be approximately €950 million after deduction
of debt transferred and certain other adjustments for cash items.
The first transaction will cover the small gas turbines business, and the second
transaction will cover the medium-sized gas turbines and industrial steam
turbines businesses.
The industrial turbines businesses being sold account for approximately 10% of
ALSTOM's Power sector revenues and sales are typically to specialist industrial
customers, for example in the oil and gas industry. They include:
o the small gas turbines business (3 MW - 15 MW) based principally in the UK;
o the medium-sized gas turbines business (15 MW - 50 MW) based principally in
Sweden;
o the industrial steam turbines (up to about 100MW) business with manufacturing
sites in Sweden, Germany and the Czech Republic, and global customer service
operations.
In the year ended 31 March 2003, ALSTOM's industrial turbines businesses
generated sales of approximately €1.25 billion and an estimated EBIT(1) margin
of approximately 7%. They employ some 6,500 people.
The transactions are subject to regulatory clearances and documentation is being
submitted to the relevant merger control authorities.
Commenting on the sales, Patrick Kron, Chairman and CEO of ALSTOM said:
"These transactions constitute a key milestone in our action plan to strengthen
our financial base. We thank all our employees in the industrial turbines
businesses for their support and are confident that they will have a successful
future within the Siemens Group."
Dresdner Kleinwort Wasserstein and Crédit Agricole Indosuez are acting as
financial advisers to ALSTOM on the disposal.
ALSTOM is the global specialist in energy and transport infrastructure. The
Company serves the energy market through its activities in the fields of power
generation and power transmission and distribution, and the transport market
through its activities in rail and marine. In fiscal year 2001/02, ALSTOM had
annual sales in excess of €23 billion and employed 112,000 people in over 70
countries. ALSTOM is listed on the Paris, London and New York stock exchanges.
Press enquiries: G. Tourvieille / M. Dowd
Tel. +33 1 47 55 25 60
internet.press@chq.alstom.com
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Investor relations: E. Rocolle-Teyssier
Tel.+33 1 47 55 25 78
investor.relations@chq.alstom.com
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(1): Earnings before interest and taxation
30 April 2003
ALSTOM COMPLETES THE SALE OF ITS SMALL GAS
TURBINES BUSINESS TO SIEMENS
ALSTOM announces that, further to the announcement of 28 April 2003, it has
completed the first of two transactions with Siemens AG, being the disposal of
the small gas turbines business. The enterprise value of this transaction is
€575 million, with net proceeds to ALSTOM of approximately €525 million.
Completion of this transaction follows receipt of a formal derogation from the
European Commission under the EC merger regulation, allowing ownership of the
business to be transferred to Siemens AG with immediate effect. Siemens AG has
committed not to integrate the small gas turbine business with its own
businesses until formal merger clearance has been obtained from the European
Commission in relation to all the industrial turbines businesses.
Pending merger clearance, the medium gas turbines and industrial steam turbines
businesses to be acquired by Siemens AG will continue to be owned and managed by
ALSTOM.
Further announcements will be made in due course.
Press enquiries: G. Tourvieille / M. Dowd
Tel. +33 1 47 55 25 60
Investor relations: E. Rocolle-Teyssier
Tel.+33 1 47 55 25 78
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.
ALSTOM
Date: May 1, 2003 By: /s/ Philippe Jaffré
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Name: Philippe Jaffré
Title: Chief Financial Officer