UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
November 27, 2002
(Date of earliest event reported)
Commission file number 1-7349
BALL CORPORATION
(Exact name of Registrant as specified in its charter)
Indiana 1-7349 35-0160610
(State of (Commission (IRS Employer
Incorporation) File No.) Identification No.)
10 Longs Peak Drive, P.O. Box 5000, Broomfield, CO 80021-2510
(Address of principal executive offices, including ZIP code)
(303) 469-3131
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Ball Corporation
Current Report on Form 8-K
Dated November 27, 2002
Item 5. Other Events.
On November 27, 2002, Ball Corporation issued a press release,
attached hereto as Exhibit 99.1, which press release is incorporated herein by
reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
The following is furnished as an Exhibit to this report.
Exhibit 99.1 Press Release dated November 27, 2002
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 hereunto duly authorized.
BALL CORPORATION
(Registrant)
By: /s/ Raymond J. Seabrook
----------------------------
Name: Raymond J. Seabrook
Title: Senior Vice President
and Chief Financial Officer
Date: November 27, 2002
Ball Corporation and Subsidiaries
Form 8-K
November 27, 2002
EXHIBIT INDEX
Exhibit Description
99.1 Press Release dated November 27, 2002
Exhibit 99.1
Following is the text of a press release disseminated by the
registrant on November 27, 2002:
bNews Ball Corporation 10 Longs Peak Drive, Broomfield, Colorado 80021- 2510
For Immediate Release http://www.ball.com
Media Contact: Scott McCarty 303.460.2103, smccarty@ball.com
Investor Contact: Ann Scott 303.460.3537, ascott@ball.com
Ball Corporation Announces Debt Offering
In Connection with Acquisition of Schmalbach-Lubeca AG
BROOMFIELD, Colo., Nov. 27, 2002--Ball Corporation [NYSE:BLL]
announced today that in connection with its announced acquisition of
Schmalbach-Lubeca AG it has commenced an offering of senior notes, in the
principal amount of $200 million, that will have a maturity of 10 years. The
offering is being made in the United States only to qualified institutional
buyers pursuant to Rule 144A under the Securities Act of 1933, as amended, and
potentially to certain persons in offshore transactions in reliance on
Regulation S under the Securities Act. The offering is expected to close the
week of December 16, 2002. In addition to the Schmalbach acquisition, proceeds
will be used for general corporate purposes.
The senior notes being offered have not been registered under the
Securities Act and may not be offered or sold in the United States absent
registration or an applicable exemption from registration requirements.
Ball Corporation is one of the world's leading suppliers of metal and
plastic packaging to the beverage and food industries. The company also owns
Ball Aerospace & Technologies Corp.
Forward-Looking Statements
The information in this news release contains "forward-looking"
statements. Actual results or outcomes may differ materially from those
expressed or implied. As time passes, the relevance and accuracy of
forward-looking statements contained in this release may change. The company
currently does not intend to update any particular forward-looking statement
except, as it deems necessary at quarterly or annual release of earnings.
Please refer to the Form 10-Q filed by Ball Corporation on Nov. 14, 2002, for
a summary of key risk factors that could affect actual results or outcomes.
Factors that might affect the packaging segment or business of the company
are: fluctuation in consumer and customer demand; competitive packaging
material availability, pricing and substitution; the weather; fruit, vegetable
and fishing yields; company and industry productive capacity and competitive
activity; lack of productivity improvement or production cost reductions;
regulatory action or laws, the proposed German mandatory deposit or other
restrictive packaging legislation such as recycling laws; availability and
cost of raw materials, energy and transportation; the ability or inability to
pass on to customers changes in these costs, particularly resin, steel and
aluminum; pricing and ability or inability to sell scrap; and international
business risks (including foreign exchange rates) particularly in the United
States, Europe and in developing countries such as China and Brazil. Factors
that may affect the aerospace segment or business are: funding, authorization,
and availability of government contracts; and technical uncertainty associated
with aerospace segment contracts. Factors that could affect the company as a
whole include those listed plus: successful and unsuccessful acquisitions,
joint ventures or divestitures and the integration activities associated
therewith including the integration and operation of the business of
Schmalbach-Lubeca AG; the inability to purchase the company's common stock;
regulatory action or laws including those related to corporate governance and
financial reporting, regulations and standards, business consolidation
investment costs and the net realizable value of assets associated with the
company's activities; goodwill impairment; changes in generally accepted
accounting principles or their interpretation; litigation; antitrust,
intellectual property, consumer and other issues; strikes; boycotts; interest
rates and level of company debt; terrorist activities, war or catastrophic
events; and U.S. and foreign economic conditions.
19/02
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