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): April 29, 2021 (April 29, 2021)
                                             

ARCONIC CORPORATION
(Exact name of registrant as specified in its charter)
                                            

Delaware   001-39162   84-2745636
(State or other Jurisdiction   (Commission File Number)   (IRS Employer
of Incorporation)       Identification No.)

201 Isabella Street, Suite 400
Pittsburgh, Pennsylvania
 


15212
(Address of Principal Executive Offices)   (Zip Code)
412-992-2500
(Registrant’s telephone number, including area code)
(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 $0.01 per share ARNC 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 (§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 8.01.    Other Events.

On April 29, 2021, Arconic Corporation (the “Company”) announced the completion of the purchase of a group annuity contract from Massachusetts Mutual Life Insurance Company (“MassMutual”), which reduced the Company’s gross pension obligation by approximately $1.0 billion. A copy of the press release issued in connection with the announcement is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01.    Financial Statements and Exhibits.

(d) Exhibits
Exhibit No.     Exhibit
99.1        Press Release dated April 29, 2021





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.
 
  ARCONIC CORPORATION
     
     
Dated:  April 29, 2021
By: /s/ Erick R. Asmussen
Name:     Erick R. Asmussen
Title:    Executive Vice President and Chief Financial Officer


IMAGE_01A.JPG

FOR IMMEDIATE RELEASE

Investor Contact      Media Contact
Shane Rourke        Tracie Gliozzi
(412) 315-2984    (412) 992-2525
Investor.Relations@arconic.com     Tracie.Gliozzi@arconic.com
    
                                    
Arconic Reduces Gross Pension Obligation by $1 Billion
with Purchase of Group Annuity Contract

PITTSBURGH – April 29, 2021 – Arconic Corporation (NYSE: ARNC) (“Arconic” or “the Company”) announced today it has purchased a group annuity contract from Massachusetts Mutual Life Insurance Company (“MassMutual”) and transferred approximately $1 billion of the Company’s U.S. pension plan obligations and related plan assets to MassMutual.

Arconic Chief Executive Officer Tim Myers said, “We are thoughtfully moving portions of our pension obligation to MassMutual, a highly-rated, well-respected insurance company, to preserve benefits to our retirees and their beneficiaries while maintaining the funded status of the remaining plan obligations. The transaction represents the latest step in our ongoing effort to reduce legacy liabilities and the volatility associated with factors beyond our control.”

The group annuity contract results in the transfer of responsibility for remaining pension benefit payments to MassMutual for approximately 8,400 Arconic retirees or beneficiaries. Participants will continue to receive their benefits from the Company’s plans through July 2021, after which MassMutual is expected to begin making benefit payments. There will be no change to the pension benefits for any plan participants as a result of the transaction. Details will be provided to retired participants and beneficiaries whose continuing payments will be fulfilled by MassMutual.

As part of the transaction, Arconic made a $250 million contribution to its U.S. pension plans to maintain the funding level of the remaining plan obligations. This contribution was funded with proceeds from the previously announced debt offering of $300 million aggregate principal amount of the Company’s 6.125% Senior Secured Second-Lien Notes due 2028, which closed on March 3, 2021.

As a result of the transaction, the Company expects to recognize a non-cash pension settlement charge of approximately $575 million ($450 million after tax), subject to finalization of actuarial assumptions and other applicable adjustments, in the second quarter of 2021.





About Arconic Corporation

Arconic Corporation (NYSE: ARNC), headquartered in Pittsburgh, Pennsylvania, is a leading provider of aluminum sheet, plate and extrusions, as well as innovative architectural products, that advance the ground transportation, aerospace, building and construction, industrial and packaging markets.

Forward-Looking Statements

Certain statements in this Current Report on Form 8-K are or may be considered forward-looking statements, such as statements regarding management’s views with respect to future events relating to, and the financial impact of, the purchase of the group annuity contract and related transactions. These statements reflect management’s current views and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied in these statements. These risks and uncertainties include but are not limited to (a) the Company’s ability to realize, within the expected timeframe, the anticipated benefits of the transactions contemplated by the Agreement; (b) the amount and timing of the expected settlement charge; and (c) the other factors summarized in the Company’s Form 10-K for the year ended December 31, 2020 and other reports filed with the U.S. Securities and Exchange Commission. The Company disclaims any intention or obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.

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