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 July 2004
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)
ENCLOSURES:
Press release dated July 9, 2004, "ALSTOM's Financing Plan Approved at General
Shareholders' Meeting"
Press release dated July 13, 2004, "ALSTOM Launches the Capital Increases
Planned as Part of Its Financing Package"
Press release dated July 15, 2004, "ALSTOM Enters into an Industrial Partnership
in China"
Press release dated July 19, 2004, "Gaz De France and NYK Line Confirm to ALSTOM
the Order for a Second 153,300 M3 LNG Tanker"
Press release dated July 21, 2004, "Following the Success of First Tramway Line
Montpellier Chooses Citadis for Line 2"
Press release, "ALSTOM Comments on the Resolution Issued by the Ministry of
Civil Service"
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: July 30, 2004 By: /s/ Philippe Jaffré
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Name: Philippe Jaffré
Title: Chief Financial Officer
Press Information
9 July 2004
ALSTOM'S FINANCING PLAN APPROVED AT GENERAL
SHAREHOLDERS' MEETING
As anticipated this morning, the 25% quorum was not obtained for the 16th
resolution in respect of the capital increase by debt-to-equity swap reserved
for the French State.
Consequently, at the Ordinary and Extraordinary Shareholders' Meeting held today
in Paris, ALSTOM presented to its shareholders an amendment to the structure of
the financing plan announced on 26 May this year.
All resolutions proposed to the vote of the shareholders were adopted with over
90% of the vote, which allows ALSTOM to fully implement the amended financing
plan.
Summary of the voting results:
-The amended 14th resolution relating to the capital increase with preferential
subscription rights for up to a maximum amount of €1.7 billion was approved with
90.5% of the vote.
-The amended 15th resolution relating to the capital increase by debt-to-equity
swap for up to a maximum amount of €700 million, reserved for creditors other
than the French State, was approved with 90.5% of the vote.
The vote in favour of these resolutions authorises ALSTOM to launch a capital
increase with preferential subscription rights for up to a maximum amount of
€1.7 billion, payable either in cash or by conversion of debt due and payable,
as well as a capital increase by debt-to-equity swap for up to a maximum amount
of €700 million, reserved for creditors other than the French State, with the
objective of a total maximum amount of these capital increases at €2.2 billion.
We note that the total capital increase being made through the preferential
rights is exercisable either in cash or by conversion of debt that is due and
payable. The subscription price for the conversion of debt will of course be the
same as that for the debt-to-equity swap, i.e. 25% to 35% higher than that of
the capital increase in cash.
Press Information
The French State has committed to exercising its preferential subscription
rights in an amount of €185 million in cash. It will also subscribe to this
capital increase by conversion of debt up to a maximum of €500 million within
the limits of its preferential subscription rights or of any shares which may be
available after the exercise of preferential rights by the other shareholders,
to the extent that its total shareholding does not exceed 31.5% of the capital
of the Company.
Patrick Kron, Chairman and Chief Executive of ALSTOM, said: "I would like to
thank our shareholders for the confidence they have shown us today by approving
this financing plan. This comes after the agreement from our banks on new
covenants and the approval from the European Commission.
All authorisations are now in place to allow us to launch the capital increases
taking into account the market conditions."
This press release does not constitute an offer to purchase securities or a
solicitation of an offer to purchase securities. No securities will be offered
or sold by us in any country, including the United States of America, where such
offer or sale would not be permitted prior to the registration or approval of
such offer or sale in accordance with applicable local laws. Specifically, no
securities will be offered or sold in the United States unless a registration
statement has been filed and declared effective or an exemption from
registration is available. Any offering will only be made by means of a
prospectus prepared and made available for such purpose by the company and filed
with the securities authorities (in the case of a public offering) or exempted
from any such filing requirement. Such a prospectus will contain detailed
information about the company and its management, including its financial
statements and a description of its business and strategy.
Relations presse: S. Gagneraud / G. Tourvieille
(Tél. +33 1 47 55 25 87)
internet.press@chq.alstom.com
Relations investisseurs: E. Châtelain
(Tél. +33 1 47 55 25 33)
Investor.relations@chq.alstom.com
M Communications: L. Tingström
(Tel. + 44 789 906 6995)
tingstrom@mcomgroup.com
Internet: http://www.alstom.com
Press Information
THIS PRESS RELEASE IS FOR INFORMATION PURPOSES ONLY
ALSTOM IS NOT MAKING ANY PUBLIC OFFERING OF SECURITIES
IN THE UNITED STATES, AND HAS NOT REGISTERED THE SECURITIES
DESCRIBED HEREIN WITH THE US SECURITIES AND EXCHANGE COMMISSION
13 July 2004
ALSTOM LAUNCHES THE CAPITAL INCREASES
PLANNED AS PART OF ITS FINANCING PACKAGE
ALSTOM today announced the launch of the two capital increases decided by the
Extraordinary General Meeting held on 9 July 2004:
-one with preferential subscription rights maintained
-the other reserved for certain ALSTOM creditors
The total maximum amount of these capital increases is at around €2.2 billion.
Commenting on this announcement, Patrick Kron, Chairman and Chief Executive of
ALSTOM declared: "The operations we are launching today represent a major step
in the implementation of our financing plan. They will reinforce our equity,
reduce our debt and clear the way for us to put in place the bonding programme
which is crucial for our commercial activities."
1/ CAPITAL INCREASE WITH PREFERENTIAL SUBSCRIPTION RIGHTS
Today ALSTOM is launching a capital increase with preferential subscription
rights of a maximum amount of approximately €1,565 million, to be subscribed to
either in cash or by conversion of debt on ALSTOM SA. 5 shares held will permit
the purchase of 14 new shares, with the possibility to subscribe to a higher
number of shares on a reducible basis.
The subscription price for the new shares has been set at €0.40 if paid for in
cash. It has been set at €0.50 if paid for by conversion of debt due and
payable. A maximum of 3,655 million shares can be issued in this capital
increase.
The delivery of the new shares and their listing will take place on 13 August
2004.
Press Information
The French State has committed to exercising its preferential subscription
rights in an amount of approximately up to €185 million in cash. It will also
subscribe to this capital increase by conversion of debt up to a maximum of €500
million within the limits of its preferential subscription rights or of any
shares which may be available after the exercise of preferential rights by
others, to the extent that its total shareholding does not exceed 31.5% of the
capital of the Company. As a condition to the approval of our financing package
by the European Commission, the French State has committed to withdrawing from
our share capital within 12 months of our having obtained an "investment grade"
rating, to be carried out within a time limit of 48 months from the 7 July 2004
decision of the European Commission.
This capital increase is guaranteed up to approximately €880 million by a
banking syndicate.
2/ CAPITAL INCREASE RESERVED FOR CERTAIN ALSTOM CREDITORS
Today ALSTOM is launching another capital increase reserved for certain of its
creditors of a maximum amount of approximately €635 million, to be subscribed to
only by conversion of ALSTOM's debt due and payable, as part of its credit
agreements. The subscription price of the new shares has been set at €0.50 per
share. A maximum of 1,276 million shares can be issued in this capital increase.
The delivery of the new shares and their listing will also take place on 13
August 2004.
CONTACTS
Press relations: S. Gagneraud / G. Tourvieille
(Tel. 01 47 55 25 87) - internet.press@chq.alstom.com
Investor Relations: E. Chatelain
(Tel. 01 47 55 25 78) - investor.relations@chq.alstom.com
M: Communications: Louise Tingström
(Tel. +44 789 906 6995) - tingstrom@mcomgroup.com
THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO SELL, OR A SOLICITATION OF
OFFERS TO PURCHASE OR SUBSCRIBE FOR, SECURITIES IN THE UNITED STATES. THE
SECURITIES REFERRED TO HEREIN HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER
THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE OFFERED OR SOLD IN THE
UNITED STATES ABSENT REGISTRATION OR AN APPLICABLE EXEMPTION FROM SUCH
REGISTRATION REQUIREMENTS. THIS NOTICE IS ISSUED PURSUANT TO RULE 135(C) OF THE
SECURITIES ACT OF 1933.
15 July 2004
ALSTOM ENTERS INTO AN
INDUSTRIAL PARTNERSHIP IN CHINA
ALSTOM has signed a Joint Venture Frame Agreement with Beijing BEIZHONG Steam
Turbine Generator Co., Ltd (BSTG), a subsidiary of Beijing JingCheng Machinery
Electric Holding Co., Ltd (JCH), outlining a cooperative approach to develop an
effective long-term business relationship, concerning the manufacture of 600 MW
class steam turbines and generators.
This planned Joint Venture focuses on the manufacturing of subcritical and
supercritical steam turbine generator technology. ALSTOM will hold 60% and
JCH/BSTG 40% of this Joint Venture. The full Joint Venture will cover sales,
project management, procurement, manufacturing, commissioning and service, and
will benefit from the transfer of ALSTOM's relevant steam turbine technology.
ALSTOM enjoys a strong market leadership position in steam turbine technology,
having installed efficient and reliable solutions all over the world. BSTG is a
well-established Chinese steam turbine and generator manufacturer, operating in
the 300 MW class under an ALSTOM license.
Both parties have a clear strategy in becoming major long-term players and
suppliers in the Chinese high-tech steam turbine and generator technology
markets.
Patrick Kron, ALSTOM's Chief Executive Officer, expressed during the signing
ceremony in Beijing the importance of this partnership for ALSTOM, reiterating
that "The signing of this Framework Agreement marks a key milestone in the
establishment of strategic partnership with Chinese companies. The partnership
allows us to provide more competent power generation solutions for the booming
power market of China. This reinforces our commitment to be a long term,
dedicated partner of China in the construction of the country's power
infrastructure."
Press relations: G. Tourvieille
(Tel. +33 1 47 55 23 15)
internet.press@chq.alstom.com
Investor relations: E. Chatelain
(Tel. +33 1 47 55 25 33)
investor.relations@chq.alstom.com
19 July 2004
GAZ DE FRANCE AND NYK LINE CONFIRM TO ALSTOM
THE ORDER FOR A SECOND 153,500 M3 LNG TANKER
Gaz de France, in partnership with Japanese shipowner NYK Line, has just
confirmed to ALSTOM the order for a 153,500 m3 LNG carrier, for delivery
end-2006.
This LNG carrier will be similar to Provalys, the LNG carrier already ordered
by Gaz de France to ALSTOM in September 2003, currently under construction at
Chantiers de l'Atlantique, which delivery is due on autumn 2005. Like her
sistership, she will have with the largest capacity in the world for this type
of vessel and will integrate innovative technologies such as an electric
Diesel-gas propulsion system and the latest generation of membrane-type tank
insulation.
Meanwhile, Chantiers de l'Atlantique continue the construction of a 74,000 m3
LNG tanker, Gaz de France energY, which benefits of same advanced technologies
and will be delivered end-2004.
This new confirmation demonstrates the expertise of ALSTOM's Marine sector on
the LNG carrier market. Over the last thirty years, ALSTOM has built 16 LNG
carriers, all provided with leading edge technology used at the time.
It also underlines the strategy of positioning ALSTOM Marine on high added value
vessels including cruise ships, ferries, naval vessels, scientific research
vessels and mega-yachts.
Press relations: G. Tourvieille
(Tel. 01 47 55 23 15) - internet.press@chq.alstom.com
Investor Relations: E. Chatelain
(Tel. 01 47 55 25 33) - investor.relations@chq.alstom.com
21 July 2004
FOLLOWING THE SUCCESS OF FIRST TRAMWAY LINE
MONTPELLIER CHOOSES CITADIS FOR LINE 2
Montpellier's transport authority, TAM, has chosen ALSTOM for the supply of 24
CITADIS trams worth 58 million euros. The trams will serve the city's second,
19-kilometer-long line, which will be built as part of the extension of the
city's tramway network. Under another contract worth 6 million euros, ALSTOM
will also supply the overhead power line for half of the line and maintain it
for a 10-year period.
The rolling-stock contract includes options for fitting the 30-meter trams with
10-meter extensions and for the order of additional trams.
The CITADIS trams have been adapted for Montpellier's specific requirements.
They will enable the municipality to increase transport services as of
2005-2006.
ALSTOM also supplied the fleet of CITADIS 30 trams for Line 1. In service since
July 2000, Line 1 carries more than 110,000 passengers per day. The line's
success and growing passenger demand led TAM to order modular extensions, which
ALSTOM built and integrated, thus lengthening the trams from 30 to 40 meters.
The option in the current contract will allow TAM to extend the new trams in the
same manner.
"ALSTOM congratulates its client, TAM, on the success of the first tramway
line," said Thierry Best, President of ALSTOM Transport France. "I am delighted
that the TAM has once again chosen CITADIS from a competitive field of offers to
supply the trams for this Line 2."
ALSTOM has sold or won orders for more than 600 CITADIS trams from 18 cities
around the world. More than 300 CITADIS trams are in service and have carried
500 million passengers over more than 35 million kilometers.
Press relations: G. Tourvieille
(Tel. +33 1 47 55 23 15)
internet.press@chq.alstom.com
Investor relations: E. Chatelain
(Tel. +33 1 47 55 25 33)
investor.relations@chq.alstom.com
ALSTOM COMMENTS ON THE RESOLUTION ISSUED BY THE MINISTRY OF CIVIL SERVICE
Mexico City, July 29, 2004 - ALSTOM received a resolution from the Ministry of
Civil Service that orders Mexican government entities to refrain for two years
from doing new business with ALSTOM International and a former ALSTOM subsidiary
of the Transmission and Distribution sector, sold to Areva.
"Our company is fully committed to the strict compliance of the laws of Mexico
and we take the resolution very seriously and with much preoccupation. From the
moment the facts were reported in 2001, through the support in the investigation
process, Alstom has collaborated in full openness with the authorities," said
Alain Toubiana, President of Alstom Mexico.
Toubiana adds: "ALSTOM is examining the order of the Ministry and confirms its
intention to look positively to the continuity of its operations in the fields
of energy and transportation that we believe are essential for attaining the
infrastructure development that the country needs".