Item 8.01. Other Events.
On December 8, 2017, Arconic Inc. (“Arconic” or
the “Company”) announced the divestiture of its Latin America Extrusions (LAE) business, which operates primarily in
Brazil. The business is part of the Company’s Transportation and Construction Solutions segment. Following customary regulatory
and anti-trust reviews, the ownership of LAE will be transferred to a subsidiary of Hydro Extruded Solutions AS. The deal is expected
to close in the first half of 2018.
The divestiture is part of Arconic’s continued drive to
streamline its business portfolio, reduce complexity and further focus on its higher-margin products and continuous profitable
growth.
Under the terms of the agreement, Arconic will receive approximately
$10 million in cash for the LAE business, subject to working capital and other adjustments. As a result of the transaction, Arconic
will recognize a restructuring-related charge representing the loss on sale of approximately $40 million after-tax, or $0.08 per
diluted share, in the fourth quarter of 2017. The charge primarily relates to the non-cash impairment of the net book value of
the business.
Amounts related to this action are still being finalized. Additional
details will be provided in Arconic’s Form 10-K for the year ended December 31, 2017.
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 Arconic’s expectations, assumptions or projections about the future, other than statements of historical fact,
are forward-looking statements, including, without limitation, statements and guidance regarding future financial results or operating
performance, and expectations regarding the transaction closing. These statements reflect beliefs and assumptions that are based
on Arconic’s perception of historical trends, current conditions and expected future developments, as well as other factors
management 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. Although Arconic believes that
the expectations reflected in any forward-looking statements are based on reasonable assumptions, it can give no assurance that
these expectations will be attained and it is possible that actual results may differ materially from those indicated by these
forward-looking statements due to a variety of risks and uncertainties. Such risks and uncertainties include, but are not limited
to: (a) deterioration in global economic and financial market conditions generally; (b) unfavorable changes in the markets served
by Arconic; (c) 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; (d) changes in discount
rates or investment returns on pension assets; (e) Arconic’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;
(f) the impact of cyber attacks and potential information technology or data security breaches; (g) any manufacturing difficulties
or other issues that impact product performance, quality or safety; (h) political, economic, and regulatory risks in the countries
in which Arconic operates or sells products; (i) material adverse changes in aluminum industry conditions, including fluctuations
in London Metal Exchange-based aluminum prices; (j) the impact of changes in foreign currency exchange rates on costs and results;
(k) the outcome of contingencies, including legal proceedings, government or regulatory investigations, and environmental remediation,
which can expose Arconic to substantial costs and liabilities; and (l) the other risk factors summarized in Arconic’s Form
10-K for the year ended December 31, 2016, Arconic’s Form 10-Q for the quarter ended June 30, 2017 and other reports filed
with the U.S. Securities and Exchange Commission (SEC). Arconic 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. Market projections
are subject to the risks discussed above and other risks in the market.