Arconic Corporation (NYSE: ARNC) (“Arconic” or the “Company”)
announced today that its shareholders have voted at a special
meeting of Arconic shareholders (the "Special Meeting") to approve
the Company's pending acquisition by funds managed by affiliates of
Apollo (NYSE: APO) including a minority investment from funds
managed by affiliates of Irenic Capital Management. Under the terms
of the merger agreement, Arconic shareholders will receive $30.00
per share in cash for every share of Arconic common stock they own
immediately prior to the effective time of the merger.
At the Special Meeting, approximately 99% of the shares voted
were voted in favor of the merger, which represented approximately
76% of the total outstanding shares of Arconic common stock as of
June 12, 2023, the record date for the Special Meeting.
Assuming timely satisfaction of necessary closing conditions,
the transaction is expected to close in the third quarter of
2023.
The final voting results on the proposals voted on at the
Special Meeting will be set forth in a Form 8-K filed by Arconic
with the U.S. Securities and Exchange Commission.
About Arconic Corporation
Arconic Corporation (NYSE: ARNC), headquartered in Pittsburgh,
Pennsylvania, is a leading provider of aluminum sheet, plate, and
extrusions, as well as innovative architectural products, that
advance the ground transportation, aerospace, building and
construction, industrial and packaging end markets. For more
information: www.arconic.com.
About Apollo
Apollo is a high-growth, global alternative asset manager. In
our asset management business, we seek to provide our clients
excess return at every point along the risk-reward spectrum from
investment grade to private equity with a focus on three investing
strategies: yield, hybrid, and equity. For more than three decades,
our investing expertise across our fully integrated platform has
served the financial return needs of our clients and provided
businesses with innovative capital solutions for growth. Through
Athene, our retirement services business, we specialize in helping
clients achieve financial security by providing a suite of
retirement savings products and acting as a solutions provider to
institutions. Our patient, creative, and knowledgeable approach to
investing aligns our clients, businesses we invest in, our
employees, and the communities we impact, to expand opportunity and
achieve positive outcomes. As of March 31, 2023, Apollo had
approximately $598 billion of assets under management. To learn
more, please visit www.apollo.com.
About Irenic
Irenic Capital Management was formed in 2021. The firm invests
across the capital structure in unique special situation
opportunities. To learn more, please visit www.irenicmgmt.com.
Dissemination of Company Information
Arconic intends to make future announcements regarding Company
developments and financial performance through its website at
www.arconic.com.
Forward-Looking Statements
This release contains statements that relate to future events
and expectations and, as such, constitute forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. Forward-looking statements include those
containing such words as “anticipates,” “believes,” “could,”
“estimates,” “expects,” “forecasts,” “goal,” “guidance,” “intends,”
“may,” “outlook,” “plans,” “projects,” “seeks,” “sees,” “should,”
“targets,” “will,” “would,” or other words of similar meaning. All
statements that reflect the Company’s expectations, assumptions,
projections, beliefs or opinions about the future, other than
statements of historical fact, are forward-looking statements,
including, without limitation, statements, relating to the
condition of, or trends or developments in, the ground
transportation, aerospace, building and construction, industrial,
packaging and other end markets; the Company’s future financial
results, operating performance, working capital, cash flows,
liquidity and financial position; cost savings and restructuring
programs; the Company’s strategies, outlook, business and financial
prospects; share repurchases; costs associated with pension and
other post-retirement benefit plans; projected sources of cash
flow; potential legal liability; the impact of inflationary price
pressures; and the potential impact of public health epidemics or
pandemics, including the COVID-19 pandemic. These statements
reflect beliefs and assumptions that are based on the Company’s
perception of historical trends, current conditions and expected
future developments, as well as other factors the Company believes
are appropriate in the circumstances. Forward-looking statements
are not guarantees of future performance, and actual results may
differ materially from those indicated by these forward-looking
statements due to a variety of risks, uncertainties and changes in
circumstances, many of which are beyond the Company’s control. Such
risks and uncertainties include, but are not limited to: (i)
continuing uncertainty regarding the impact of the COVID-19
pandemic on our business and the businesses of our customers and
suppliers; (ii) deterioration in global economic and financial
market conditions generally; (iii) unfavorable changes in the end
markets we serve; (iv) the inability to achieve the level of
revenue growth, cash generation, cost savings, benefits of our
management of legacy liabilities, improvement in profitability and
margins, fiscal discipline, or strengthening of competitiveness and
operations anticipated or targeted; (v) adverse changes in discount
rates or investment returns on pension assets; (vi) competition
from new product offerings, disruptive technologies, industry
consolidation or other developments; (vii) the loss of significant
customers or adverse changes in customers’ business or financial
condition; (viii) manufacturing difficulties or other issues that
impact product performance, quality or safety or timely delivery;
(ix) the impact of pricing volatility in raw materials and
inflationary pressures on our costs of production, including
energy; (x) a significant downturn in the business or financial
condition of a key supplier or other supply chain disruptions; (xi)
challenges to or infringements on our intellectual property rights;
(xii) the inability to successfully implement or to realize the
expected benefits of strategic initiatives or projects; (xiii) the
inability to identify or successfully respond to changing trends in
our end markets; (xiv) the impact of potential cyber attacks and
information technology or data security breaches; (xv)
geopolitical, economic, and regulatory risks relating to our global
operations, including compliance with U.S. and foreign trade and
tax laws and other regulations, potential expropriation of
properties located outside the U.S., sanctions, tariffs, embargoes,
and renegotiation or nullification of existing agreements; (xvi)
the outcome of contingencies, including legal proceedings,
government or regulatory investigations, and environmental
remediation and compliance matters; (xvii) the impact of the
ongoing conflict between Russia and Ukraine on economic conditions
in general and on our business and operations, including sanctions,
tariffs, and increased energy prices; (xviii) the timing, receipt
and terms and conditions of any required governmental and
regulatory approvals of the proposed transaction that could reduce
anticipated benefits or cause the parties to abandon the proposed
transaction; (xix) the occurrence of any event, change or other
circumstances that could give rise to the termination of the merger
agreement entered into pursuant to the proposed transaction; (xx)
the risk that the parties to the merger agreement may not be able
to satisfy the conditions to the proposed transaction in a timely
manner or at all; (xxi) risks related to disruption of management
time from ongoing business operations due to the proposed
transaction; (xxii) the risk that any announcements relating to the
proposed transaction could have adverse effects on the market price
of the Company’s common stock; (xxiii) the risk of any unexpected
costs or expenses resulting from the proposed transaction; (xxiv)
the risk of any litigation relating to the proposed transaction;
(xxv) the risk that the proposed transaction and its announcement
could have an adverse effect on the ability of the Company to
retain customers and retain and hire key personnel and maintain
relationships with customers, suppliers, employees, stockholders
and other business relationships and on its operating results and
business generally; and (xxvi) the other risk factors summarized in
the Company’s Annual Report on Form 10-K for the year ended
December 31, 2022 and other documents filed by the Company with the
SEC. The above list of factors is not exhaustive or necessarily in
order of importance. Market projections are subject to the risks
discussed above and in this release, and other risks in the market.
The statements in this release are made as of the date set forth
above, even if subsequently made available by the Company on its
website or otherwise. The Company disclaims any intention or
obligation to update any forward-looking statements, whether in
response to new information, future events, or otherwise, except as
required by applicable law.
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version on businesswire.com: https://www.businesswire.com/news/home/20230725721973/en/
Investor Contact Shane Rourke (412) 315-2984
Investor.Relations@arconic.com
Media Contact Tracie Gliozzi (412) 992-2525
Tracie.Gliozzi@arconic.com
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