Arconic Announces Expiration and Final Tender Results for Previously Announced Offers by Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC to Purchase Certain Outstanding Arconic Debt Securities

NEW YORK--()--Arconic Inc. (“Arconic” or the “Company”) (NYSE: ARNC) today announced the expiration and final tender results for the previously announced cash tender offers by Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC (the “Purchasers”) for the Company’s outstanding debt securities set forth in the table below (the “Notes”), on the terms and conditions set forth in the Offer to Purchase, dated April 5, 2017 (the “Offer to Purchase”), and a related Letter of Transmittal (together, the “Offer Materials”), and amendments to the terms of the Offers (as defined below) announced on April 19, 2017. Capitalized terms used but not otherwise defined in this announcement shall have the meaning given to them in the Offer to Purchase.

On April 20, 2017 (the “Early Settlement Date”), the Purchasers purchased the principal amounts of Notes set forth in the table below. As of 11:59 p.m., New York City time, on May 2, 2017 (the extended “Early Tender Date” with respect to the 2018 Offers (as defined below) and the “Expiration Date” for the Offers), the additional principal amounts of Notes set forth in the table below had been validly tendered and not withdrawn.

The settlement for any 6.500% Notes due 2018 and 6.750% Notes due 2018 (together, the “2018 Notes”) validly tendered and not withdrawn after the previously announced Early Tender Date and at or prior to the Expiration Date is expected to occur on Thursday, May 4, 2017, which is the Final Settlement Date for the Offers. Since the amended 2019 Offer Purchase Amount Cap was reached on the Early Settlement Date, no additional 5.720% Notes due 2019 (the “2019 Notes”) will be accepted for purchase on the Final Settlement Date.

The previously announced date for the expiration of withdrawal rights for the Offers has passed and has not been extended. Notes tendered pursuant to the Offers may no longer be withdrawn, except as required by law.

Holders who validly tendered and did not withdraw 2018 Notes by the extended Early Tender Date with respect to the 2018 Offers (11:59 p.m., New York City time, on May 2, 2017) will be eligible to receive the previously announced Total Consideration.

Title of
Security

 

CUSIP
Number/ISIN

 

Principal
Amount
Outstanding

 

Acceptance
Priority
Level

 

Principal
Amount
Tendered as of
Previously
Announced
Early Tender
Date

 

Principal
Amount
Accepted on
Early
Settlement
Date

 

Additional
Principal
Amount
Tendered Since
Previously
Announced Early
Tender Date

 

Principal
Amount to Be
Accepted on
Final
Settlement
Date

6.500% Senior Notes due 2018 022249BA3/

US022249BA36

$250,000,000 1 $147,940,000 $147,940,000 $1,961,000 $1,961,000
6.750% Senior Notes due 2018 013817AS0/

US013817AS04

$750,000,000 2 $397,034,000 $397,034,000 $8,152,000 $8,152,000
5.720% Senior Notes due 2019 013817AP6/

013817AM3/

U01347AA8/

US013817AP64/

US013817AM34/

USU01347AA84

$750,000,000 3 $383,757,000 $250,000,000 N/A N/A

We refer to the offers to purchase the 2018 Notes as the “2018 Offers,” the offer to purchase the 2019 Notes as the “2019 Offer” and the 2018 Offers and the 2019 Offer together as the “Offers.”

The Purchasers will not accept for purchase more than $1,000,000,000 aggregate principal amount of Notes (the “Maximum Purchase Amount”) in the Offers.

As set forth in the Offer Materials, the Purchasers intend to negotiate to sell to the Company for cash all additional validly tendered 2018 Notes on the Final Settlement Date or soon thereafter.

For additional information regarding the terms of the Offers, please contact Citigroup Global Markets Inc. at (800) 558-3745 (toll free) or (212) 723-6106 (collect) or Credit Suisse Securities (USA) LLC at (800) 820-1653 (toll free) or (212) 538-1862 (collect). Requests for documents and questions regarding the tender of Notes may be directed to Global Bondholder Services Corporation at (866) 924-2200 (toll free) or (212) 430-3774 (collect).

Copies of the Offer to Purchase and the Letter of Transmittal related to the Offers may also be obtained at no charge from Global Bondholder Services Corporation.

This announcement does not constitute an offer to purchase or a solicitation of an offer to sell securities. The Offers were being made solely by means of the Offer to Purchase and the related Letter of Transmittal.

About Arconic

Arconic (NYSE: ARNC) creates breakthrough products that shape industries. Working in close partnership with our customers, we solve complex engineering challenges to transform the way we fly, drive, build and power. Through the ingenuity of our people and cutting-edge advanced manufacturing techniques, we deliver these products at a quality and efficiency that ensure customer success and shareholder value. For more information: www.arconic.com. Follow @arconic: Twitter, Instagram, Facebook, LinkedIn and YouTube.

Dissemination of Company Information

Arconic intends to make future announcements regarding Company developments and financial performance through its website on www.arconic.com

Forward–Looking Statements

This communication contains statements that relate to future events and expectations and as such constitute forward-looking statements. Forward-looking statements include those containing such words as “anticipates,” “believes,” “could,” “estimates,” “expects,” “forecasts,” “guidance,” “goal,” “intends,” “may,” “outlook,” “plans,” “projects,” “seeks,” “sees,” “should,” “targets,” “will,” “would,” or other words of similar meaning. All statements that reflect Arconic’s expectations, assumptions or projections about the future, other than statements of historical fact, are forward-looking statements. Forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties, and changes in circumstances that are difficult to predict. Although Arconic believes that the expectations reflected in any forward-looking statements are based on reasonable assumptions, it can give no assurance that these expectations will be attained and it is possible that actual results may differ materially from those indicated by these forward-looking statements due to a variety of risks and uncertainties, including, but not limited to, deterioration in global economic and financial market conditions generally, and the risk factors discussed in Arconic’s Form 10-K for the year ended December 31, 2016, and other reports filed with the U.S. Securities and Exchange Commission (SEC). Arconic disclaims any obligation to update publicly any forward-looking statements, whether in response to new information, future events or otherwise, except as required by applicable law. Market projections are subject to the risks discussed above and other risks in the market.

Contacts

Arconic Inc.
Investor Contact
Patricia Figueroa, 212-836-2758
Patricia.Figueroa@arconic.com
or
Media Contact
Shona Sabnis, 212-836-2626
Shona.Sabnis@arconic.com

Contacts

Arconic Inc.
Investor Contact
Patricia Figueroa, 212-836-2758
Patricia.Figueroa@arconic.com
or
Media Contact
Shona Sabnis, 212-836-2626
Shona.Sabnis@arconic.com