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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE TO
(RULE 14D-100)
TENDER OFFER STATEMENT UNDER SECTION 14(D)(1)
OR SECTION 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934
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HOWMET INTERNATIONAL INC.
(Name of Subject Company (Issuer))
HMI ACQUISITION CORP.
A WHOLLY OWNED SUBSIDIARY OF
ALCOA INC.
(Names of Filing Persons (Offerors))
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COMMON STOCK, PAR VALUE $.01 PER SHARE
(Title of Class of Securities)
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443208103
(Cusip Number of Class of Securities)
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LAWRENCE R. PURTELL, ESQ.
ALCOA INC.
201 ISABELLA STREET
PITTSBURGH, PA 15212
TELEPHONE: (412) 553-2576
(Name, address and telephone number of
person authorized to receive notices
and communications on behalf of filing persons)
COPY TO:
J. MICHAEL SCHELL, ESQ.
MARGARET L. WOLFF, ESQ.
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
FOUR TIMES SQUARE
NEW YORK, NY 10036
TELEPHONE: 212-735-3000
[X] Check the box if the filing relates solely to preliminary
communications made before the commencement of a tender offer.
Check the appropriate boxes below to designate any transactions to which
the statement relates:
[X] third-party tender offer subject to Rule 14d-1.
[_] issuer tender offer subject to Rule 13e-4.
[_] going-private transaction subject to Rule 13e-3.
[_] amendment to Schedule 13D under Rule 13d-2.
Check the following box if the filing is a final amendment reporting the
results of the tender offer: [_]
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Editorial Contact: Joyce A. Saltzman
412-553-4467
Investor Relations: Edgar M Cheely
412-553-2231
ALCOA TO COMMENCE $20 CASH TENDER OFFER FOR SHARES OF HOWMET INTERNATIONAL
PITTSBURGH, Pa., April 13, 2000-- Alcoa Inc. said today it
plans to commence a cash tender offer for all outstanding shares of Howmet
International Inc. The offer is part of Alcoa's announced acquisition of
Cordant Technologies, Inc., which owns 84.7% of Howmet. Alcoa's offer to
Howmet shareholders is conditioned upon completion of Alcoa's pending
tender offer for Cordant and the valid tender of a majority of the
outstanding Howmet shares not owned by Cordant. The price being offered in
the Howmet tender offer is $20.00 per share. If the Howmet tender offer
conditions are satisfied and Alcoa purchases Howmet shares, it will
complete the Howmet acquisition with a merger in which all remaining
outstanding Howmet shares not owned by Cordant would also receive $20.00
per share.
Separately, Alcoa said that Cordant and Alcoa submitted the required
antitrust notification to the European Community on April 11, 2000. Alcoa's
acquisition of Cordant cleared U.S. antitrust review with the expiration of
the Hart-Scott-Rodino Act waiting period on April 5. No separate antitrust
filing is required in either jurisdiction for the Howmet tender offer.
Investors and security holders are strongly advised to read the
tender offer statement regarding the tender offer referred to in this press
release, when it becomes available because it will contain important
information. The tender offer statement will be filed by Alcoa with the
Securities and Exchange Commission (SEC). Investors and security holders
may obtain a free copy of the statement (when available) at www.sec.gov.
The tender offer and related materials may be obtained for free by
directing such requests to Alcoa Investor Relations.
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Alcoa (NYSE: AA)
Howmet International (NYSE: HWM)
Cordant Technologies, Inc. (NYSE: CDD)