Current Report Filing (8-k)
January 17 2018 - 4:14PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
_______________
FORM 8-K
CURRENT REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date of Report (Date of
earliest event reported):
January
17, 2018
ALCOA CORPORATION
(Exact
name of registrant as specified in charter)
Delaware
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1-37816
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81-1789115
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(State or other jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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201 Isabella Street, Suite 500, Pittsburgh, Pennsylvania
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15212-5858
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(Address of principal executive offices)
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(Zip Code)
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412-315-2900
(Registrant’s
telephone number, including area code)
Not applicable
(Former name or former address, if
changed since last report)
Check the
appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any
of the following provisions:
⃞
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
⃞
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
⃞
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
⃞
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of
1934 (§240.12b-2 of this chapter).
Emerging growth company
⃞
If an emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying with
any new or revised financial accounting standards provided pursuant to
Section 13(a) of the Exchange Act.
⃞
Item 2.02
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Results of Operations and Financial Condition.
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On January 17, 2018, Alcoa Corporation (the “Company”) issued a press
release announcing its fourth quarter and full year 2017 financial
results. A copy of the press release is attached as Exhibit 99.1 and is
incorporated by reference into this Item 2.02.
The information contained in this Item 2.02, including Exhibit 99.1
attached hereto, shall not be deemed "filed" for purposes of Section 18
of the Securities Exchange Act of 1934, as amended, nor shall it be
deemed incorporated by reference into any filing made under the
Securities Act of 1933, as amended, except as expressly set forth by
specific reference in such filing.
Item 7.01
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Regulation FD Disclosure.
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On January 17, 2018, the Company announced that, effective January 1,
2021, salaried employees in the United States and Canada, where the
Company’s largest portion of liabilities for pension plans and other
post-employment benefits (OPEB) reside, will cease accruing retirement
benefits for future service under defined benefit pension plans. In
connection with this change, approximately 800 affected employees will
be transitioned to country-specific defined contribution plans through
which the Company will contribute 3 percent of affected participants’
eligible earnings in addition to its existing employer savings match.
Benefits earned from these defined benefit pension plans through
December 31, 2020 will be protected and included in benefits provided to
the employees at the end of their employment with the Company or when
becoming eligible for retirement, as defined by the plans.
Participants already collecting benefits under the pension plans and
those currently covered by collective bargaining agreements are not
impacted by these changes.
Also, effective January 1, 2021, the Company will no longer contribute
to pre-Medicare retiree medical coverage for U.S. salaried employees and
retirees.
As a result of the above actions, the Company expects to both reduce its
net pension and OPEB liability by $35 million and record non-cash
nonoperating income of approximately $20 million in the first quarter of
2018.
On January 17, 2018, the Company announced that it expects to make
discretionary contributions, beyond required contributions, to its U.S.
and Canada defined benefit pension plans in 2018 approximating a
combined total of $300 million. In connection with the discretionary
contributions, the Company intends to make annuity purchases to lower
risk and cost while maintaining minimum required contribution levels.
Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits. The following is furnished as an exhibit to this report:
SIGNATURES
Pursuant to
the requirements of the Securities Exchange Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
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ALCOA CORPORATION
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Date:
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January 17, 2018
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By:
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/s/ Jeffrey D. Heeter
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Jeffrey D. Heeter
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Executive Vice President, General Counsel
and Secretary
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3
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