Alcoa (NYSE:AA) today announced that it has priced its underwritten
public offering of $1,250,000,000 aggregate principal amount of its
5.125% Notes due 2024. The offering is expected to close on September
22, 2014, subject to customary closing conditions.
Net proceeds from this offering, after deducting underwriting discount
and commissions and estimated offering expenses, are expected to be
approximately $1.2 billion. Alcoa intends to use the net proceeds from
the offering, together with the net proceeds from the recently announced
offering of mandatory convertible preferred stock represented by
depositary shares, to finance the previously announced proposed
acquisition of the Firth Rixson business and to pay related fees and
expenses. The completion of the notes offering is not contingent on the
completion of the mandatory convertible preferred stock offering or on
the completion of the acquisition.
Morgan Stanley & Co. LLC and Credit Suisse Securities (USA) LLC are
acting as joint book-running managers of the offering. Citigroup Global
Markets Inc., Goldman, Sachs & Co., and J.P. Morgan Securities LLC are
acting as book-running managers for the offering.
The offering is being made pursuant to an effective shelf registration
statement filed with the Securities and Exchange Commission (“SEC”). The
offering may be made only by means of a prospectus supplement and the
accompanying prospectus. A copy of the final prospectus supplement and
the accompanying prospectus relating to the offering may be obtained,
when available, from Morgan Stanley & Co. LLC, 180 Varick Street, New
York, New York 10014, Attention: Prospectus Department, telephone: (866)
718-1649 and Credit Suisse Securities (USA) LLC, One Madison Avenue, New
York, New York 10010, Attention: Prospectus Department, telephone: (800)
221-1037. These documents will also be filed with the SEC and will be
available at the SEC’s Web site at http://www.sec.gov.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be any
sale of these securities, in any state or jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction.
About Alcoa
Alcoa is a global leader in lightweight metals
technology, engineering and manufacturing. Alcoa’s innovative,
multi-material products, which include aluminum, titanium, and nickel,
are used worldwide in aircraft, automobiles, commercial transportation,
packaging, building and construction, oil and gas, defense, consumer
electronics, and industrial applications. Alcoa is also the world leader
in the production and management of primary aluminum, fabricated
aluminum, and alumina combined, through its active participation in all
major aspects of the industry: technology, mining, refining, smelting,
fabricating, and recycling.
Cautionary Language Regarding Forward-Looking Statements
This
press release contains statements about future events and expectations,
or “forward-looking statements,” all of which are inherently uncertain.
Alcoa has based these forward-looking statements on management’s current
expectations and assumptions and not on historical facts. Examples of
these statements include, but are not limited to, Alcoa’s ability to
complete the offerings of notes and mandatory convertible preferred
stock represented by depositary shares, our anticipated use of proceeds
from these offerings, and our ability to close the proposed Firth Rixson
acquisition. These forward-looking statements involve a number of risks
and uncertainties. Among the important factors that could cause actual
results to differ materially from those indicated in such
forward-looking statements include prevailing market conditions and
other factors. For more information about potential risk factors that
could affect Alcoa and its results, we refer you to the information
contained in the prospectus supplement for this offering and the risk
factors summarized in our Form 10-K for the year ended December 31, 2013
and in our Forms 10-Q for the quarters ended March 31, 2014 and June 30,
2014. Alcoa undertakes no obligation to update the information contained
in this press release to reflect subsequently occurring events or
circumstances.
Alcoa
Investor Contact:
Kelly Pasterick, 212-836-2674
Kelly.Pasterick@alcoa.com
or
Media Contact:
Monica Orbe, 212-836-2632
Monica.Orbe@alcoa.com