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Alcoa Corporation 8-K Filings

AA NYSE

Every 8-K that Alcoa Corporation (AA) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow AA and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full AA filings page.

Rhea-AI Summary

Alcoa Corporation (AA), through its wholly owned subsidiaries Alumina Pty Ltd and Alcoa Nederland Holding B.V., completed offerings of $2.6 billion aggregate principal amount of senior notes: $1.5 billion of 6.625% notes due 2034 and $1.1 billion of 6.875% notes due 2036. Alcoa and certain subsidiaries guarantee the notes on a senior unsecured basis.

The issuers intend to use the net proceeds, together with cash on hand, to fund the approximately $3.1 billion cash portion of the proposed acquisition of South32 Limited’s interests in certain bauxite, alumina and aluminum operations and to pay related fees and expenses. The acquisition remains subject to conditions, including South32 shareholder approval and regulatory approvals. Alcoa also terminated remaining commitments under the acquisition-related 364-day bridge term loan facility. If the acquisition is not completed by the applicable Special Mandatory Redemption End Date, or specified termination or non-completion conditions occur earlier, the issuers must redeem the notes at 100% of principal plus accrued and unpaid interest. The notes also carry restrictive covenants and customary events of default.

Rhea-AI Summary

Alcoa Corporation (AA) reports that South32 Limited has convened a shareholder meeting to vote on selling its interests in several bauxite, alumina and aluminum operations (including Worsley Alumina, Hillside Aluminium and interests in MRN and Alumar) to Alcoa under a June 30, 2026 Umbrella Implementation Deed.

The proposed consideration implies enterprise value of up to US$5.6 billion, comprising US$3.1 billion cash, US$1.0 billion in Alcoa equity (17,008,960 Alcoa shares/CDIs), up to US$750 million contingent price-linked payments to 2030, and about US$750 million of net debt and lease liabilities assumed, plus approximately US$1.1 billion of rehabilitation liabilities taken on by Alcoa.

South32’s board unanimously recommends approval, and an independent expert views the disposal as fair and reasonable. Following completion, expected in the first half of 2027 subject to conditions, South32 plans to distribute at least half of the Alcoa equity it receives to its own shareholders via an in-specie fully franked special dividend and to reposition as a base-metals-focused company, while Alcoa would integrate the acquired assets into its portfolio.

Rhea-AI Summary

Alcoa Corp (AA) announced that wholly owned subsidiaries Alumina Pty Ltd and Alcoa Nederland Holding B.V. have priced a private offering of $2.6 billion aggregate principal amount of senior notes to help finance the cash consideration for Alcoa’s proposed acquisition of certain South32 bauxite, alumina and aluminum assets.

The offering consists of $1.5 billion of 6.625% Senior Notes due 2034 issued by Alumina Pty Ltd and $1.1 billion of 6.875% Senior Notes due 2036 issued by Alcoa Nederland Holding B.V., each guaranteed on a senior unsecured basis by Alcoa and certain subsidiaries. Closing is expected on September 23, 2026, and the net proceeds, together with cash on hand, are intended to fund approximately $3.1 billion of cash consideration for the South32 asset acquisition and related fees and expenses, and to provide permanent financing so Alcoa expects to terminate remaining commitments under its 364‑day bridge term loan facility upon completion of the offering. Completion of the acquisition remains subject to South32 shareholder approval, required regulatory approvals, and other customary conditions.

Rhea-AI Summary

Alcoa Corporation (AA) announced a proposed private offering of $2.6 billion aggregate principal amount of senior notes, to be issued by wholly owned subsidiaries Alumina Pty Ltd (2034 notes) and Alcoa Nederland Holding B.V. (2036 notes), and guaranteed by Alcoa and certain subsidiaries. Net proceeds, together with cash on hand, are intended to fund the approximately $3.1 billion cash portion of Alcoa’s pending acquisition of South32’s bauxite, alumina and aluminum smelter assets (AliGroup) and related fees, providing permanent financing and allowing termination of a previously arranged bridge facility.

Updated unaudited pro forma figures combining Alcoa and AliGroup show 2025 sales of $16.6 billion and net income of $1.18 billion, with LTM June 30 2026 sales of $17.4 billion and net income of $1.48 billion. Pro forma total debt is $5.42 billion, versus Alcoa’s historical $2.23 billion, and pro forma LTM Adjusted EBITDA is $3.07 billion (or $3.15 billion excluding special items), compared with Alcoa’s standalone LTM Adjusted EBITDA of $2.21 billion.

Rhea-AI Summary

Alcoa Corporation reported record second quarter 2026 revenue of $3,966 million, up 24 percent sequentially, driven mainly by higher aluminum prices and shipments. Net income attributable to Alcoa was $407 million, or $1.53 diluted EPS, while adjusted net income rose 51 percent sequentially to $562 million, or $2.12 per share. Adjusted EBITDA excluding special items increased 51 percent to $901 million.

Alcoa generated $608 million of cash from operations and $422 million of free cash flow in the quarter, ending with a cash balance of about $1.4 billion. The company redeemed the remaining $219 million of its 6.125% Senior Notes due 2028, leaving total debt at $2,225 million and net debt at $873 million; adjusted net debt was $1,446 million.

Strategically, Alcoa entered a definitive agreement to acquire South32’s interests in its bauxite, alumina, and aluminum assets (AliGroup) for upfront consideration of approximately $4.1 billion plus a contingent value right of up to $750 million. It also approved a gallium production plant in Australia, announced a $65 million investment at the Mosjøen smelter, and finalized multi‑year collective bargaining agreements in Australia, the United States, and Canada. For 2026, Alcoa reduced its alumina production outlook to between 9.5 and 9.6 million metric tons and alumina shipments to between 11.5 and 11.6 million metric tons, primarily due to instability and gas supply disruptions at the Pinjarra refinery linked to Cyclone Narelle, while keeping Aluminum segment volume guidance unchanged.

Rhea-AI Summary

Alcoa Corporation announced an agreement to acquire South32 Limited’s interests in certain bauxite mine, alumina refinery and aluminum smelter operations. The upfront price combines $3.1 billion in cash and approximately 17 million Alcoa shares, valued at about $1 billion based on a 10-day average share price.

The share component is expected to equal roughly 6% of Alcoa’s shares outstanding after issuance, with at least half distributed directly to South32 shareholders and the rest able to be sold by South32 over time. Alcoa may also pay up to $750 million in additional cash if alumina and aluminum prices exceed agreed strike levels over four annual periods starting July 1, 2026.

Closing depends on South32 shareholder approval, required regulatory clearances and other customary conditions, and is targeted for the first half of 2027. To backstop the cash portion, Alcoa obtained a $3.1 billion, 364-day senior unsecured bridge loan commitment from Goldman Sachs Bank USA, intended to be replaced by longer-term debt financing.

Rhea-AI Summary

Alcoa Corporation is planning a major acquisition of South32’s aluminum-related assets in a cash and stock deal valued at about $4.1 billion. The transaction covers interests in the Boddington bauxite mine and Worsley alumina refinery in Western Australia, MRN and Alumar bauxite and alumina assets in Brazil, and the Hillside aluminum smelter and Bayside property in South Africa, while excluding the Mozal smelter in Mozambique.

Alcoa expects an implied enterprise value of about $4.7 billion including assumed lease-related net debt and will also grant South32 a contingent value right of up to $750 million linked to future alumina and aluminum prices. Consideration includes $3.1 billion in cash and roughly 17.0 million new Alcoa shares, implying around 6% ownership for South32 after issuance.

The company has secured a $3.1 billion bridge debt commitment it plans to refinance with balance-sheet cash and permanent debt. Management highlights about $900 million in net present value synergies, around $50 million of annual run-rate cost savings within 12 months of closing, and immediate accretion to earnings per share and free cash flow. Closing is targeted for the first half of 2027, subject to South32 shareholder and regulatory approvals and other customary conditions.

Rhea-AI Summary

Alcoa Corporation held its 2026 Annual Meeting of Stockholders on May 6, 2026. Stockholders approved the Alcoa Corporation Stock and Incentive Compensation Plan (as Amended and Restated), increasing shares authorized for issuance under the plan from 30,000,000 to 38,000,000 and extending the plan term to May 6, 2036.

The amended plan adds a cash incentive award section, introduces minimum one-year vesting or performance periods for most awards, and sets an annual cap of $750,000 in aggregate grant-date value for awards to each non-employee director. All 11 director nominees were elected, the appointment of PricewaterhouseCoopers LLP as independent auditor for 2026 was ratified, and 2025 executive compensation and the amended plan itself received advisory and stockholder approval.

8-K
Rhea-AI Summary

Alcoa Corporation has amended its main revolving credit facility through Amendment No. 3. The change keeps total lender commitments at $1.25 billion and extends the facility’s maturity to June 27, 2028, providing a longer-dated source of backup liquidity.

The amendment also removes the credit spread adjustment for secured overnight financing rate loans, as well as sustainability rate and commitment fee adjustments. Lenders that signed onto the amendment received a fee equal to 0.05% of their prior commitments.

Rhea-AI Summary

Alcoa Corporation reported solid first quarter 2026 results with stronger profitability despite lower revenue. Revenue was $3.2 billion, down from $3.45 billion in the prior quarter, but net income attributable to Alcoa rose to $425 million, or $1.60 per share, up from $213 million, or $0.80 per share.

Adjusted net income was $373 million, or $1.40 per share, and adjusted EBITDA excluding special items increased to $595 million, mainly on higher aluminum prices and favorable Ma’aden mark-to-market impacts. The company ended the quarter with $1.4 billion in cash, though free cash flow was negative $298 million as working capital increased.

Alcoa plans to redeem the remaining $219 million of 6.125% notes due 2028 in May 2026 using cash on hand and has safely completed the San Ciprián smelter restart. For 2026, it reaffirmed alumina and aluminum production and shipment ranges and outlined expectations for mixed but generally favorable sequential impacts to second quarter segment Adjusted EBITDA.

8-K
Rhea-AI Summary

Alcoa Corporation announced that its wholly-owned subsidiary, Alcoa Nederland Holding B.V., will redeem all of its outstanding 6.125% notes due 2028. The subsidiary has issued a notice to redeem approximately $219 million aggregate principal amount of these notes.

The notes are guaranteed on a senior unsecured basis by Alcoa and certain subsidiaries and will be redeemed on May 15, 2026 at 100% of principal plus accrued and unpaid interest to, but not including, the redemption date. The company stated that the redemption will be funded using cash on hand, effectively retiring this debt ahead of its 2028 maturity.

Rhea-AI Summary

Alcoa Corporation filed a current report to make its latest earnings information available to the market. On January 22, 2026, the company issued a press release announcing its fourth quarter and full year 2025 financial results, which is attached to the report as Exhibit 99.1. This earnings press release is treated as information that is "furnished" rather than "filed" under the Exchange Act, meaning it is not subject to certain liability provisions and is not automatically incorporated into other securities filings unless specifically referenced.

Rhea-AI Summary

Alcoa Corporation announced that its wholly owned subsidiary Alcoa Nederland Holding B.V. has elected to redeem all of its outstanding 5.500% Notes due 2027, with an aggregate principal amount of $140,899,000. The notes will be redeemed on December 15, 2025 at 100.000% of principal, plus accrued and unpaid interest to, but not including, the redemption date. The notes are guaranteed on a senior unsecured basis by Alcoa Corporation and certain subsidiaries. The company also issued a press release describing the planned redemption, which is attached as an exhibit.

8-K
Rhea-AI Summary

Alcoa Corporation furnished a Form 8-K to announce it issued a press release with its third quarter 2025 financial results. The press release is attached as Exhibit 99.1 and incorporated by reference into Item 2.02. The company specifies that the information under Item 2.02, including Exhibit 99.1, is deemed “furnished” and not “filed” under the Exchange Act. The filing also lists the company’s common stock (symbol AA) as traded on the NYSE.

Rhea-AI Summary

Alcoa Corporation approved the permanent closure of its Kwinana alumina refinery in Western Australia, effective immediately. The refinery has been fully curtailed since June 2024 and has an annual nameplate capacity of 2.2 million metric tons.

In the third quarter of 2025, Alcoa will record total restructuring and related charges of approximately $890 million (about $623 million after tax, or $2.41 per share) tied to the closure, including approximately $375 million of non-cash impairment charges. The charges comprise about $425 million for asset retirement obligations and environmental remediation, $265 million of asset impairments, $110 million to write off remaining net book value of various assets, and $90 million of other costs.

Total cash outlays related to the closure are expected to approximate $600 million over the next six years, including about $75 million in the fourth quarter of 2025 for restructuring costs of $45 million and asset retirement obligations of $30 million. The refinery currently has approximately 220 employees, with headcount to be reduced during 2026 as closure activities progress, while some employees will stay on beyond 2026 to prepare the site for future redevelopment.