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 September 2004
Commission File Number: 1-14836
ALSTOM
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(Translation of registrant's name into English)
3, avenue André Malraux, 92300 Levallois-Perret, 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 September 17, 2004, "ALSTOM and Vossloh Sign a MOU
for the Sale of Valencia (Spain) Transport Factory"
Press release dated September 18, 2004, "MSC Cruises Confirms to
ALSTOM an Order for Two Cruise Ships"
Main Characteristics Of The Cash Capital Increase Reserved For
Adherents Of The Group's Savings Plan (Visa n° 04-773 granted by the
AMF on 20 September 2004)
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: September 23, 2004 By: /s/ Philippe Jaffré
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Name: Philippe Jaffré
Title: Chief Financial Officer
17 September 2004
ALSTOM AND VOSSLOH SIGN A MOU FOR THE SALE OF
VALENCIA (SPAIN) TRANSPORT FACTORY
ALSTOM and VOSSLOH have signed a Memorandum of Understanding (MOU) regarding the
sale of the Albuixech (Valencia, Spain) ALSTOM Transport factory. This document
sets out both the general principles of the sale contract to be negotiated and a
timeframe during which the parties expect the relevant documents to be signed.
Following signature of a binding agreement, closing of this operation will be
subject to customary conditions including approval by the companies' boards and
the relevant anti-trust authorities and is targeted for the end of the year.
The sale of the Albuixech factory would be part of the commitments made in
connection with the European Commission's approval of ALSTOM's financing
package, as announced in May 2004.
The Albuixech factory, located north of Valencia, was built in 1990 and
currently employs 420 people. This production centre comprising 31.000 m2 of
buildings specialises in the manufacture of locomotives and bogies as well as
non-modular trains for the regional market.
Press relations: S. Gagneraud /M. Boulot
(Tel. 01 41 49 27 40)
internet.press@chq.alstom.com
Investor Relations: E. Chatelain
(Tel. 01 41 49 37 38)
investor.relations@chq.alstom.com
18 September 2004
MSC CRUISES CONFIRMS TO ALSTOM AN ORDER
FOR TWO CRUISE SHIPS
MSC Cruises has just confirmed to ALSTOM Marine an order for the construction of
two 1,275 cabin cruise ships for its new generation of cruise ships.
These new ships will be 294 metres long and just over 32 metres wide and will
comply with the Panamax standard. They are intended for cruises in the
Mediterranean and Caribbean seas. The ships' design privileges passenger' access
to sea views : around 80 per cent of the cabins will have windows overlooking
the sea, and three quarters of these 'outside view' cabins will also have
balconies. The ships will each have a capacity of up to 3,000 passengers and
1,000 crew members.
The first ship will be delivered in June 2006 and the second in spring 2007.
ALSTOM Marine has already built two 800 cabin cruise ships for MSC Cruises, the
MSC Lirica and the MSC Opera, delivered respectively in March 2003 and May 2004.
In addition to these new orders, ALSTOM Marine's orderbook comprises three LNG
carriers for Gaz de France, a Landing Helicopter Dock (LHD) built in cooperation
with DCN for the French Navy, a car ferry for SeaFrance, an oceanographic vessel
for Ifremer, a ro-ro pax vessel for the Conseil Général du Morbihan, and a 70
metre motor yacht.
Press relations: G. Tourvieille
(Tel. 01 41 49 27 13) - internet.press@chq.alstom.com
Investor Relations: E. Châtelain
(Tel. 01 41 49 37 38) - investor.relations@chq.alstom.com
MAIN CHARACTERISTICS
OF THE CASH CAPITAL INCREASE RESERVED
FOR ADHERENTS OF THE GROUP'S SAVINGS PLAN
(Visa n° 04-773 granted by the AMF on 20 September 2004)
The main characteristics of the issue of shares reserved for adherents of the
ALSTOM group's savings plan are set out in chapter II of the French Offering
Circular approved by the Autorité des marchés financiers ("AMF") under n° 04-773
on 20 September 2004.
FTSE™ sectoral classification
- economic group 20 - General Industrials
- sector 25 - Electronic & Electrical Equipment
- subsector 252 - Equipment
Dates of authorization of the Annual shareholders' meeting held on 9
Annual general shareholders' July 2004; Board of Directors' meeting
meeting and of the decision of the of 17 September 2004.
Board of Directors
Maximum number of shares A maximum of 120,000,000 new shares with
offered: a nominal value of €0.35 per share
representing a maximum total nominal
capital increase of €42,000,000, i.e.
2.2% of the share capital.
New shares will be eligible for any
dividends which may be paid in respect
of fiscal year 2004/2005.
Subscription conditions Subscription price
The subscription price is set at €0.35
per share. It includes a discount of
18.61% on the average opening price of
the ALSTOM share on Euronext Paris
during the twenty trading days preceding
the decision of the Board of Directors
of 17 September 2004 rounded up to the
nearest cent of a euro, i.e. €0.43 per
share.
The subscription price will be paid by
the voluntary payment of the participant
plus the company contribution.
Direct or indirect subscription
In France, shares will be subscribed
through the FCPE ALSTOM (AMF
authorization number FC3 20040166).
Employees in Germany, Switzerland,
Italy, Spain, Poland and Brazil may
subscribe for shares directly.
Procedures for holding shares
FCPE ALSTOM in France, directly in other
countries
Eligible Participants
- employees of the group companies
adhering to the French group
employees savings plan ("Plan
d'Epargne Entreprise Groupe France"
or "PEGF") or to the international
group employees savings plan (named
ALSTOM International Employee Share
Subscription Plan 2004)("Plan
d'Epargne de Groupe International" or
"PEGI") which together constitute the
groups' savings plan ("Plan d'Epargne
Groupe") with at least three months
of service subject to local
regulations;
- employees retired and on early
retirement of the above French
companies of the group who have
assets left in the PEGF;
- chairmen, chief corporate officers,
corporate officers and members of the
executive boards of the above French
companies employing one to 100
employees with at least three months
of service.
The offering is available in the
following countries: France, Germany,
Italy, Spain, Switzerland, Brazil and
Poland.
Maximum voluntary payment
Dual limitation
- 1/4 of the gross annual compensation
(total of voluntary payments),
- €1,290 per participant.
Company contribution (reserved for
employees and officers stated above)
0.135 euro per share corresponding to
62.791% of the voluntary payment of the
beneficiary within the limit of a
company contribution of €810 per
beneficiary.
Maximum number of shares per
participant:
- for eligible participants of French
companies : 6,000 shares of FCPE
ALSTOM with company contribution, or
3,685.7142 shares of FCPE ALSTOM
without company contribution,
- for eligible participants of foreign
companies : 6,000 ALSTOM shares with
company contribution.
Minimum subscription:
- for eligible participants of French
companies (subscription through the
FCPE ALSTOM): €15 per participant,
and
- for eligible participants of other
countries: €43 corresponding to the
subscription of 200 shares per
participant with company
contribution.
Indicative timetable: Setting of the subscription price for
the shares
The Board of Directors' meeting of 17
September 2004 set the subscription
price for the shares.
Subscription period
19 November 2004 to 6 December 2004
inclusive.
Completion of the capital increase
20 December 2004.
Listing of new shares: Trading of shares
Shares are traded on the Premier Marché
of Euronext Paris.
Listing of new shares
Listing of the new shares on the Premier
Marché of Euronext Paris is expected to
take place on 20 December 2004.
Share prices (Premier Marché of Euronext
Paris)
High/low for the period from 1 January
2004 to 16 September 2004 (inclusive):
€2.51 and €0.31.
Other information Shares in the FCPE fund and shares held
directly by participant are subject to a
restriction period on the part of their
holders of 5 years for shares subscribed
by adherents to the PEGF, and 3 to 5
years in accordance with local
regulations for shares subscribed by
adherents to the PEGI, except subject to
cases qualifying for the early release
of the holdings.
Contact for employees Caroline Fourches - Department of Human
Resources / Employee stock ownership
Telephone : 33 1 41 49 31 66
Fax : 33 1 41 49 79 12
Lucy Callaghan - Internal Communications
Telephone : 33 1 41 49 26 70
Fax : 33 1 41 49 79 35
Availability of the prospectus The prospectus which is comprised of:
o the annual report (document de
référence) filed with the AMF on 17
June 2004 under number D.04-0947;
o the offering circular which
constitutes, with the above-mentioned
annual report, the prospectus
registered with the AMF on 13 July
2004 under number 04-670 which
included a warning from the AMF;
o and, the offering circular dated 20
September 2004,
has been granted by the AMF the visa n°
04-773 dated 20 September 2004.
Copies of the offering circulars and
annual report (document de référence)
can be obtained at no cost at the
registered office of ALSTOM, the
subscription sites in France and the
websites of ALSTOM (www.alstom.com) and
the AMF (www.amf-france.org).
Distribution of the press release This press release is published at the
request of the AMF in compliance with
COB's regulation n° 98-07.
This announcement does not constitute an offer of ALSTOM securities for sale or
subscription, or a solicitation of offers to purchase or subscribe for
securities, in the United States or in any other jurisdiction. The securities
referred to herein have not been, and will not be, registered under the US
Securities Act of 1933, as amended, and may not be offered or sold in the United
States absent registration or an applicable exemption from registration
requirements. A public offering of securities in any jurisdiction can only be
made on the basis of a prospectus prepared by ALSTOM containing detailed
information related to ALSTOM, its management bodies and its accounts. No copy
of this announcement has been or may be sent or distributed in the United
States.