Item 9.01
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Financial Statements and Exhibits.
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(b) Pro forma financial information.
The
unaudited pro forma condensed statements of consolidated operations of Howmet for each year in the three-year period ended December 31,
2019 and the unaudited pro forma condensed consolidated balance sheet of Howmet as of December 31, 2019 are attached hereto
as Exhibit 99.1 to this Current Report on Form 8-K.
(d) Exhibits.
Forward-Looking Statements
This Current Report on Form 8-K 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 Howmet’s expectations, assumptions or projections about the future, other than statements
of historical fact, are forward-looking statements, including, without limitation, forecasts and expectations relating to the growth
of end markets; statements and guidance regarding future financial results or operating performance; statements regarding future
strategic actions; and statements about Howmet’s strategies, outlook, business and financial prospects. These statements
reflect beliefs and assumptions that are based on Howmet’s perception of historical trends, current conditions and expected
future developments, as well as other factors Howmet believes are appropriate in the circumstances. Forward-looking statements
are not guarantees of future performance and are subject to risks, uncertainties and changes in circumstances that are difficult
to predict, which could cause actual results to differ materially from those indicated by these statements. Such risks and uncertainties
include, but are not limited to: (a) the impact of the Separation on the businesses of Howmet; (b) deterioration in global economic
and financial market conditions generally, including as a result of pandemic health issues (including coronavirus and its effects,
among other things, on global supply, demand, and distribution disruptions as the coronavirus outbreak continues and results in
an increasingly prolonged period of travel, commercial and/or other similar restrictions and limitations); (c) unfavorable changes
in the markets served by Howmet; (d) the inability to achieve the level of revenue growth, cash generation, cost savings, improvement
in profitability and margins, fiscal discipline, or strengthening of competitiveness and operations anticipated or targeted; (e)
competition from new product offerings, disruptive technologies or other developments; (f) political, economic, and regulatory
risks relating to Howmet’s global operations, including compliance with U.S. and foreign trade and tax laws, sanctions, embargoes
and other regulations; (g) manufacturing difficulties or other issues that impact product performance, quality or safety; (h) Howmet’s
inability to realize expected benefits, in each case as planned and by targeted completion dates, from acquisitions, divestitures,
facility closures, curtailments, expansions, or joint ventures; (i) the impact of potential cyber attacks and information technology
or data security breaches; (j) the loss of significant customers or adverse changes in customers’ business or financial conditions;
(k) adverse changes in discount rates or investment returns on pension assets; (l) the impact of changes in aluminum prices and
foreign currency exchange rates on costs and results; (m) the outcome of contingencies, including legal proceedings, government
or regulatory investigations, and environmental remediation, which can expose Howmet to substantial costs and liabilities; and
(n) the other risk factors summarized in Howmet’s Form 10-K for the year ended December 31, 2019 and other reports filed
with the U.S. Securities and Exchange Commission. Market projections are subject to the risks discussed above and other risks in
the market. The statements in this report are made as of the date of this report. Howmet disclaims any intention or obligation
to update publicly any forward-looking statements, whether in response to new information, future events, or otherwise, except
as required by applicable law.