Additional Proxy Soliciting Materials - Non-management (definitive) (dfan14a)
April 20 2017 - 4:54PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
14A
(Rule
14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
The Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrant ☐
Filed by a Party other than the Registrant ☒
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☐ | Definitive Proxy Statement |
| ☒ | Definitive Additional Materials |
| ☐ | Soliciting Material Under Rule 14a-12 |
ARCONIC INC. |
(Name of Registrant as Specified in Its Charter)
|
|
ELLIOTT ASSOCIATES, L.P.
ELLIOTT INTERNATIONAL, L.P.
PAUL E. SINGER
ELLIOTT CAPITAL ADVISORS, L.P.
ELLIOTT SPECIAL GP, LLC
BRAXTON ASSOCIATES, INC.
ELLIOTT ASSET MANAGEMENT LLC
ELLIOTT INTERNATIONAL CAPITAL ADVISORS INC.
HAMBLEDON, INC.
ELLIOTT MANAGEMENT CORPORATION
THE LIVERPOOL LIMITED PARTNERSHIP
LIVERPOOL ASSOCIATES LTD.
LARRY A. LAWSON
CHRISTOPHER L. AYERS
ELMER L. DOTY
BERND F. KESSLER
PATRICE E. MERRIN
|
(Name of Persons(s) Filing Proxy Statement, if Other Than the Registrant)
|
Payment of Filing Fee (Check the appropriate box):
| ☐ | Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
| (1) | Title of each class of securities to which transaction applies: |
| (2) | Aggregate number of securities to which transaction applies: |
| (3) | Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on
which the filing fee is calculated and state how it was determined): |
| (4) | Proposed maximum aggregate value of transaction: |
| ☐ | Fee paid previously with preliminary materials: |
☐ Check
box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting
fee was paid previously. Identify the previous filing by registration statement number, or the form or schedule and the date of
its filing.
| (1) | Amount previously paid: |
| (2) | Form, Schedule or Registration Statement No.: |
Elliott Associates, L.P.
and Elliott International, L.P., together with the other participants in such proxy solicitation (collectively, “Elliott”),
have filed a definitive proxy statement and accompanying BLUE proxy card with the Securities and Exchange Commission to
be used to solicit votes for the election of its slate of four highly-qualified director nominees at the 2017 annual meeting of
shareholders of Arconic Inc., a Pennsylvania corporation.
Item 1: On April 19, 2017, Elliott issued
the following press release, which was also posted by Elliott to www.NewArconic.com:
Media Contact:
Stephen Spruiell
Elliott Management Corporation
(212) 478-2017
sspruiell@elliottmgmt.com
Elliott Management Releases Klaus Kleinfeld
Letter
Click Here to View the Letter and
Elliott’s Private Responses
NEW YORK (April 19, 2017) – Elliott
Management Corporation (“Elliott”), which manages funds that collectively beneficially own a 13.2% economic interest
in Arconic Inc. (NYSE: ARNC) (“Arconic” or the “Company”), today released the following statement:
On Monday, April 17, Arconic explained
that Klaus Kleinfeld’s mutually agreed-upon resignation was the consequence of a letter he had sent directly to a senior
officer of Elliott Management. Having made it clear to the public that there had been such a letter and that it was sufficiently
serious to cause Mr. Kleinfeld’s resignation, Arconic created a public frenzy for further information, and now various parties
are disclosing portions of the letter. So Elliott believes it has no choice but to release Mr. Kleinfeld’s complete letter
and our private responses first to the letter and then to Arconic’s public announcement of the letter on April 17.
The letters can be viewed at http://newarconic.com/klaus-kleinfeld-letter/
Additional Information
Elliott Associates, L.P. and Elliott International, L.P.
(collectively, “Elliott”), together with the other participants in Elliott’s proxy solicitation, have filed a
definitive proxy statement and accompanying BLUE proxy card with the Securities and Exchange Commission (“SEC”) to
be used to solicit proxies in connection with the 2017 annual meeting of shareholders (the “Annual Meeting”) of Arconic
Inc. (the “Company”). Shareholders are advised to read the proxy statement and any other documents related to the solicitation
of shareholders of the Company in connection with the Annual Meeting because they contain important information, including information
relating to the participants in Elliott’s proxy solicitation. These materials and other materials filed by Elliott with the
SEC in connection with the solicitation of proxies are available at no charge on the SEC’s website at http://www.sec.gov.
The definitive proxy statement and other relevant documents filed by Elliott with the SEC are also available, without charge, by
directing a request to Elliott’s proxy solicitor, Okapi Partners LLC, at its toll-free number 1-877-869-0171 or via email
at info@okapipartners.com.
About Elliott
Elliott Management Corporation manages two
multi-strategy hedge funds which combined have more than $32 billion of assets under management. Its flagship fund, Elliott Associates,
L.P., was founded in 1977, making it one of the oldest hedge funds under continuous management. The Elliott funds’ investors
include pension plans, sovereign wealth funds, endowments, foundations, funds-of-funds, high net worth individuals and families,
and employees of the firm.
###
Item 2: On April 19, 2017, the following
materials were posted by Elliott to www.NewArconic.com:
Item 3: On April 19, 2017, Elliott posted
a series of letters to www.NewArconic.com, copies of which are attached hereto as Exhibit 1.
This regulatory filing also includes additional resources:
ex1dfan14a10168012_04202017.pdf
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