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ATI (NYSE: ATI) to issue 7-year notes to redeem 2027 debt

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

ATI Inc. is planning an underwritten public offering of a new series of seven-year senior notes, subject to market and other conditions. The company intends to use the net proceeds primarily to redeem all of its outstanding 5.875% Senior Notes due 2027, with any remainder earmarked for general corporate purposes. The notes will be issued under an effective shelf registration statement, with Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC acting as joint book-running managers and co-global coordinators.

Positive

  • None.

Negative

  • None.

Insights

ATI plans to refinance 2027 notes with new seven-year debt.

ATI is preparing a seven-year senior notes offering, with stated intent to redeem its existing 5.875% Senior Notes due 2027. This points to a liability management transaction, extending the company’s debt maturity profile while retiring a specific outstanding issue.

The filing does not disclose the size, coupon, or pricing of the new notes, so impacts on interest expense and leverage cannot be assessed from this excerpt alone. The transaction’s economics will depend on market conditions at pricing and investor demand for ATI’s credit.

The use of proceeds is clearly focused on redeeming the 2027 notes, with any excess for general corporate purposes. Subsequent prospectus materials and pricing details will clarify the final terms and the net effect on ATI’s capital structure.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Existing notes coupon 5.875% Coupon on Senior Notes due 2027 targeted for redemption
Existing notes maturity 2027 Maturity year of 5.875% Senior Notes to be redeemed
New notes tenor Seven-year senior notes Planned term of new senior notes offering
senior notes financial
"ATI Inc. announced its intention to offer a series of seven-year senior notes"
Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.
shelf registration statement regulatory
"The offering of the Notes is being made pursuant to an effective shelf registration statement"
A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.
general corporate purposes financial
"Any net proceeds that are not used to fund this redemption will be used for general corporate purposes"
"General corporate purposes" refer to the broad range of activities and expenses a company can use its funds for to support its overall operations and growth. This can include things like paying bills, investing in new projects, or strengthening its financial position. For investors, understanding this term helps clarify how a company plans to use its resources to sustain and expand its business over time.
forward-looking statements regulatory
"This news release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
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ATI INC false 0001018963 0001018963 2026-06-03 2026-06-03
 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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) June 3, 2026

 

 

ATI Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   1-12001   25-1792394
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

 

2021 McKinney Avenue, Dallas, Texas   75201
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code (800) 289-7454

N/A

(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))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading
Symbol(s)

 

Name of each exchange
on which registered

Common Stock, par value $0.10 per share   ATI   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 8.01

Other Events

On June 3, 2026, ATI Inc. (the “Company”) issued a press release announcing its intention to offer a series of seven-year senior notes in an underwritten public offering. The Company’s press release announcing this intention is filed herewith as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01

Financial Statements and Exhibits

(d) Exhibits

 

Exhibit 99.1    Press Release dated June 3, 2026.
Exhibit 104    Cover Page Interactive Data File (embedded within the Inline XBRL document).

 


SIGNATURE

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.

 

ATI Inc.
By:  

/s/ Vaishali S. Bhatia

  Vaishali S. Bhatia
  Senior Vice President, General Counsel and
  Chief Compliance Officer

Dated: June 3, 2026

Exhibit 99.1

 

LOGO    NEWS RELEASE

 

ATI Inc.    Investor Contact:    Media Contact:
Corporate Headquarters    David Weston    Natalie Gillespie
2021 McKinney Avenue, Suite 1100    412.394.2908    412.389.3124
Dallas, TX 75201 U.S.A.    david.weston@ATImaterials.com    natalie.gillespie@ATImaterials.com
www.ATImaterials.com   

ATI Announces Proposed Senior Notes Offering

DALLAS, TX — (PR Newswire)—June 3, 2026 — ATI Inc. (NYSE: ATI) announced today its intention to offer, subject to market and other conditions, a series of seven-year senior notes (the “Notes”).

ATI intends to use the net proceeds of the offering of the Notes to redeem all of its outstanding 5.875% Senior Notes due 2027 (the “2027 Notes”). Any net proceeds that are not used to fund this redemption will be used for general corporate purposes. This news release is not a notice of redemption with respect to the 2027 Notes.

Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC are acting as the joint book-running managers and co-global coordinators for the offering.

The offering of the Notes is being made pursuant to an effective shelf registration statement. The offering will be made only by means of a prospectus supplement and the accompanying prospectus. Copies of the preliminary prospectus supplement and the accompanying prospectus may be obtained from Goldman Sachs & Co. LLC, Attention: Registration Department, 200 West Street, New York, NY 10282, telephone: (866) 471-2526, or by emailing registration-syndops@ny.email.gs.com or from the Securities and Exchange Commission’s website at www.sec.gov.

This news release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of the Notes in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

***********


This news release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Certain statements in this news release relate to future events and expectations and, as such, constitute forward-looking statements. Forward-looking statements, which may contain such words as “anticipates,” “believes,” “estimates,” “expects,” “would,” “should,” “will,” “will likely result,” “forecast,” “outlook,” “projects,” and similar expressions, are based on management’s current expectations and include known and unknown risks, uncertainties and other factors, many of which we are unable to predict or control. Our performance or achievements may differ materially from those expressed or implied in any forward-looking statements due to the following factors, among others: (a) material adverse changes in economic or industry conditions generally, including global supply and demand conditions and prices for our specialty materials; (b) material adverse changes in the markets we serve; (c) our inability to achieve the level of cost savings, productivity improvements, synergies, growth or other benefits anticipated by management from strategic investments and the integration of acquired businesses; (d) volatility in the price and availability of the raw materials that are critical to the manufacture of our products; (e) declines in the value of our defined benefit pension plan assets or unfavorable changes in laws or regulations that govern pension plan funding; (f) labor disputes or work stoppages; (g) equipment outages; (h) business and economic disruptions associated with extraordinary events beyond our control, such as war, terrorism, international conflicts, public health issues, such as epidemics or pandemics, natural disasters and climate-related events that may arise in the future; and (i) other risk factors summarized in our Annual Report on Form 10-K for the year ended December 28, 2025, and in other reports filed with the Securities and Exchange Commission. We assume no duty to update our forward-looking statements.

ATI: Proven to Perform

ATI (NYSE: ATI) is a global producer of high performance materials and solutions for the global aerospace & defense markets, and critical applications in electronics, medical and specialty energy. We’re solving the world’s most difficult challenges through materials science. We partner with our customers to deliver extraordinary materials that enable their greatest achievements: their products fly higher and faster, burn hotter, dive deeper, stand stronger and last longer. Our proprietary process technologies, unique customer partnerships and commitment to innovation deliver materials and solutions for today and the evermore challenging environments of tomorrow. We are proven to perform anywhere.

FAQ

What did ATI (ATI) announce in this 8-K filing?

ATI announced its intention to offer a series of seven-year senior notes. The planned underwritten public offering is subject to market and other conditions and will be made under an effective shelf registration statement using a prospectus supplement and accompanying prospectus.

How will ATI (ATI) use the proceeds from the new senior notes?

ATI intends to use net proceeds primarily to redeem all outstanding 5.875% Senior Notes due 2027. Any remaining proceeds from the offering will be used for general corporate purposes, giving the company some flexibility beyond the targeted redemption activity.

What existing ATI (ATI) debt is targeted for redemption?

ATI plans to redeem all of its outstanding 5.875% Senior Notes due 2027 using net proceeds from the new notes. The news release specifies that this announcement is not itself a formal notice of redemption for those 2027 notes under their governing terms.

Who is managing ATI’s proposed senior notes offering?

Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC are serving as joint book-running managers and co-global coordinators. They will manage the underwritten public offering process for ATI’s proposed seven-year senior notes under the effective shelf registration statement.

Is ATI’s senior notes offering already priced or finalized?

No, ATI’s announcement describes only an intention to offer seven-year senior notes, subject to market and other conditions. Final terms, including pricing and size, will be set through the underwritten public offering process using a prospectus supplement and accompanying prospectus.

Filing Exhibits & Attachments

4 documents