Arconic Corporation (“Arconic” or the “Company”) and Apollo
(NYSE: APO) today announced that Apollo Funds have completed the
previously announced acquisition of the Company, which includes a
minority investment from funds managed by affiliates of Irenic
Capital Management (“Irenic”). The Company will continue to operate
under the Arconic name and brand.
Tim Myers, Arconic Chief Executive Officer, said, “The closing
of this transaction with Apollo Funds brings new perspective
combined with deep industry expertise that will benefit our
customers, employees, investors, and the communities where we
operate. With them by our side, we will build on our position as a
leading supplier of aluminum products and architectural solutions
which provide sustainable value to our customers in the industries
we serve.”
Apollo Partners Gareth Turner and Itai Wallach said, “We are
pleased to complete this acquisition and look forward to leveraging
our extensive experience in the aluminum fabrication sector to
support the entire Arconic team as a portfolio company of Apollo
Funds. We believe Arconic’s world-class manufacturing capabilities,
metallurgical expertise and talented team position it for continued
momentum and success in this next chapter of the Company’s
evolution.”
Transaction Details
Pursuant to the terms of the transaction, affiliates of the
Apollo Funds and Irenic, as well as co-investors, acquired all of
the outstanding shares of Arconic stock. Shareholders are entitled
to receive $30.00 per share in cash for each share of Arconic
(ARNC) common stock owned. As a result of the transaction
completion, Arconic’s common stock no longer trades on the New York
Stock Exchange.
Advisors
Evercore Group L.L.C. and Goldman Sachs & Co. LLC served as
financial advisors to Arconic, and Wachtell, Lipton, Rosen &
Katz served as legal counsel to Arconic.
J.P. Morgan Securities LLC and Wells Fargo Securities, LLC acted
as co-lead financial advisors to Apollo. BMO Capital Markets,
Mizuho Securities USA LLC and TD Securities also served as
financial advisors to Apollo.
Paul, Weiss, Rifkind, Wharton & Garrison LLP served as legal
counsel to the Apollo Funds.
Willkie Farr & Gallagher LLP and Lowenstein Sandler LLP
served as legal counsel to Irenic.
About Arconic Corporation
Arconic Corporation, 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 June 30, 2023, Apollo had
approximately $617 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.
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; and (xviii) 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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Arconic Contacts Shane Rourke (412) 315-2984
Investor.Relations@arconic.com
Tracie Gliozzi (412) 992-2525 Tracie.Gliozzi@arconic.com
Apollo Contacts Noah Gunn Global Head of Investor
Relations Apollo Global Management, Inc. (212) 822-0540
IR@apollo.com
Joanna Rose Global Head of Corporate Communications Apollo
Global Management, Inc. (212) 822-0491
Communications@apollo.com
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