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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 14D-9
SOLICITATION/RECOMMENDATION STATEMENT
under
SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934
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PECHINEY
(Name of subject company)
PECHINEY
(Name of person filing statement)
Common Shares "A"
nominal value 15.25 Euros per Common Share
(Title of class of securities)
705151967
(CUSIP Number of class of securities)
Olivier Mallet
Chief Financial Officer
7, Place du Chancelier Adenauer
75116 Paris, France
+33 (1) 56 28 20 00
(Name, address and telephone number of person authorized to receive
notices and communications on behalf of the person filing statement)
Copy to:
George Casey, Esq.
Shearman & Sterling LLP
Broadgate West
9 Appold Street
London EC2A 2AP
United Kingdom
+44 20 7655 5000
[X] Check the box if the filing relates solely to preliminary communications
made before the commencement of a tender offer.
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PECHINEY'S SECURITY HOLDERS SHOULD READ PECHINEY'S SOLICITATION/ RECOMMENDATION
STATEMENT ON SCHEDULE 14D-9 WHEN IT IS FILED BY THE COMPANY WITH THE U.S.
SECURITIES AND EXCHANGE COMMISSION (THE "SEC") BECAUSE IT WILL CONTAIN IMPORTANT
INFORMATION. THE SOLICITATION/ RECOMMENDATION STATEMENT AND OTHER PUBLIC FILINGS
MADE FROM TIME TO TIME BY THE COMPANY WITH THE SEC ARE AVAILABLE WITHOUT CHARGE
FROM THE SEC'S WEBSITE AT WWW.SEC.GOV AND MAY ALSO BE OBTAINED FOR FREE BY
DIRECTING A REQUEST TO: PECHINEY, 7, PLACE DU CHANCELIER ADENAUER, 75116 PARIS,
FRANCE, ATTENTION: CHARLES L. RANUNKEL, VICE PRESIDENT, DIRECTOR INVESTOR
RELATIONS, TELEPHONE +33 1 56 28 25 77.
LETTER TO CUSTOMERS
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[PECHINEY LOGO]
Paris, July 11th, 2003
Dear Sir/Madam,
As you know, Pechiney is the target of a hostile proposed public offer by its
competitor Alcan. This is obviously a major event for our Group and we are
addressing the consequences with great determination.
At the heart of that determination is our overriding goal of maintaining our
relationship with you. The core objective of all the technological, industrial
and commercial strategies implemented in recent years has been to better respond
to your needs. Today more than ever, we remain fully committed to that
objective.
As soon as this hostile public offer was announced, I wrote personally to every
Pechiney employee to ask them to continue serving their customers with their
usual concern for quality and attention to detail. To achieve this, we are going
to ensure that the management of questions related to the public offer does not
affect the everyday organization and operating of our Divisions. Every team is
and will remain totally customer-focused.
No investment, whether industrial, commercial or R&D-related, has been suspended
and our teams continue to implement our strategy with the same energy.
In addition, we have upgraded our information systems to ensure that your
day-to-day contacts are kept up-to-date in real time of any changes to the
situation. This will allow our teams to answer any questions you may have
without delay.
You can also contact us online 24 hours a day by clicking on "contact" on our
website www.pechiney.com.
We remain wholly motivated by the fulfillment of our current and future
commitments in a spirit of continuous improvement. You can count on me and on
our teams' unwavering dedication to your full satisfaction.
Sincerely
/s/ Jean-Pierre Rodier
Jean-Pierre RODIER
Chairman & Chief Executive Officer