Deal Would Put Crown Cork at Top of Packaging Heap

Crown Cork & Seal Co. said it offered to buy France’s Carnaud Metalbox in a cash and stock agreement valued at $5.2 billion that would make it the world’s largest packaging company.

The new company, with about $10 billion in sales, would be the biggest manufacturer of metal cans, plastic containers and packaging equipment. Crown Cork, the world’s fifth-largest packaging company, and Paris-based Carnaud, the fourth-biggest, would displace Toyo Seikan Kaisha of Japan as the leader, said Craig Calle, vice president and treasurer of Crown Cork.

Crown Cork, which has about 22,000 employees, had 1994 sales of $4.45 billion and net income of $131 million, or $1.47 a share.

Under the deal, Carnaud Metalbox shareholders may choose cash or a securities package including Crown common and preferred stock. The total consideration is valued at about $43.88 for each CMB share--about a 20% premium over the closing price on May 19, the company said.

The company said it has signed an agreement with Carnaud’s largest shareholder, France’s Compagnie Generale d’Industrie et de Participations, to buy its 32% stake in Carnaud in a share swap.