Alcoa Corporation Announces Expiration and Expiration Date Results of Cash Tender Offer for Any and All Outstanding 5.500% Senior Unsecured Notes due 2027 and Early Results of Cash Tender Offer for Outstanding 6.125% Senior Unsecured Notes due 2028
The Any and All Offer was made and the Capped Offer is being made upon the terms and subject to the conditions set forth in the offer to purchase dated March 3, 2025 (the “Offer to Purchase”) relating to the Notes and, with respect to the Any and All Offer, the accompanying notice of guaranteed delivery.
Information regarding the Any and All Notes and the expiration date results of the Any and All Offer is summarized in the following table:
Title of
|
CUSIP / ISIN |
Principal
|
Principal
|
Principal
|
Principal
|
Any and All
|
||||||
|
Rule 144A: 013822AE1 / US013822AE11 Regulation S: N02175AD4 / USN02175AD40 |
|
|
|
|
|
________________ |
|
(1) |
Has not been reduced by principal amount of Any and All Notes reflected in Notices of Guaranteed Delivery, which may be purchased on the Any and All Settlement Date. |
(2) |
Per |
Information regarding the Capped Notes and the early results of the Capped Offer is summarized in the following table:
Title of
|
CUSIP / ISIN |
Principal
|
Principal
|
Principal
|
Principal
|
Capped Early
(1)(2) |
||||||
|
Rule 144A: 013822AC5 / US013822AC54 Regulation S: N02175AC6 / USN02175AC66 |
|
|
|
|
|
________________ |
|
(1) |
Per |
(2) |
Includes the Early Tender Premium (as defined in the Offer to Purchase). |
Information on the Offers
The Any and All Offer expired at 5:00 p.m.,
On the terms and subject to the conditions set forth in the Offer to Purchase, ANHBV expects that it will accept for purchase all of the Any and All Notes tendered on or prior to the Any and All Expiration Date, and all of the Any and All Notes delivered on or prior to the Guaranteed Delivery Date. The principal amount of Any and All Notes that will be purchased by ANHBV on the Any and All Settlement Date is subject to change based on deliveries of Any and All Notes pursuant to the guaranteed delivery procedures described in the Offer to Purchase.
The Capped Offer is scheduled to expire at 5:00 p.m.,
D.F. King & Co., Inc., the tender agent and the information agent for the Offers (the “Tender and Information Agent”), informed us that, as of 5:00 p.m.,
As set forth in the Offer to Purchase, ANHBV may, in its sole discretion, subject to applicable law, increase or decrease the Maximum Principal Amount. As the aggregate principal amount of Capped Notes validly tendered and not validly withdrawn by holders of Capped Notes as of the Capped Early Tender Date exceeds the Maximum Principal Amount, ANHBV has increased the Maximum Principal Amount of Capped Notes that it will accept under the Capped Offer from the previously announced
All conditions described in the Offer to Purchase that had to be satisfied on or prior to the Any and All Expiration Date, including the Pricing Condition (as defined in the Offer to Purchase), have been satisfied, and ANHBV has accepted for purchase all of the Any and All Notes validly tendered and not validly withdrawn and expects to accept for purchase all of the Any and All Notes delivered on or prior to the Guaranteed Delivery Date pursuant to the guaranteed delivery procedures described in the Offer to Purchase. In addition, ANHBV has accepted for purchase all Capped Notes validly tendered and not validly withdrawn at or prior to the Capped Early Tender Date.
Settlement
Holders of Any and All Notes that have validly tendered and not validly withdrawn their Any and All Notes at or prior to the Any and All Expiration Date will receive the Any and All Total Consideration on the Any and All Settlement Date, which date is expected to be on March 19, 2025.
Holders of Capped Notes that have validly tendered and not validly withdrawn their Capped Notes at or prior to the Capped Early Tender Date will receive the Capped Early Consideration on the Capped Early Settlement Date, which date is expected to be on March 19, 2025.
For More Information
The terms and conditions of the Offers are described in the Offer to Purchase. Copies of the Offer to Purchase are available at www.dfking.com/alcoa and by request to D.F. King & Co., Inc., the Tender and Information Agent. Requests for copies of the Offer to Purchase should be directed to the Tender and Information Agent at +1 (800) 848-3409 (toll free) and +1 (212) 269-5550 (collect) or by e-mail to alcoa@dfking.com.
ANHBV has engaged Morgan Stanley & Co. LLC and BofA Securities, Inc. to act as the dealer managers (the “Dealer Managers”) in connection with the Offers. The Dealer Managers can be contacted at their telephone numbers set forth on the back cover page of the Offer to Purchase with questions regarding the Offers.
Disclaimer
None of ANHBV, Alcoa, the Dealer Managers, the Tender and Information Agent, the trustee for the Notes, or any of their respective affiliates, is making any recommendation as to whether holders should or should not tender any Notes in response to the Offers or expressing any opinion as to whether the terms of the Offers are fair to any holder. Holders of the Notes must make their own decision as to whether to tender any of their Notes and, if so, the principal amount of Notes to tender. Please refer to the Offer to Purchase for a description of the offer terms, conditions, disclaimers and other information applicable to the Offers.
This press release is for informational purposes only and does not constitute an offer to purchase or the solicitation of an offer to sell any securities. The Offers are being made solely by means of the Offer to Purchase. The Offers are not being made to holders of the Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. In those jurisdictions where the securities, blue sky or other laws require any tender offer to be made by a licensed broker or dealer, the Offers will be deemed to be made on behalf of ANHBV by the Dealer Managers or one or more registered brokers or dealers licensed under the laws of such jurisdiction.
Forward-Looking Statements
This press release may contain forward-looking statements within the meaning of Section 27A of the
About Alcoa
Alcoa is a global industry leader in bauxite, alumina and aluminum products with a vision to reinvent the aluminum industry for a sustainable future. Our purpose is to turn raw potential into real progress, underpinned by Alcoa Values that encompass integrity, operating excellence, care for people and courageous leadership. Since developing the process that made aluminum an affordable and vital part of modern life, our talented Alcoans have developed breakthrough innovations and best practices that have led to improved safety, sustainability, efficiency, and stronger communities wherever we operate.
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Investor Contact:
Yolande Doctor
412-992-5450
Yolande.B.Doctor@Alcoa.com
Media Contact:
Courtney Boone
412-527-9792
Courtney.Boone@Alcoa.com
Source: Alcoa