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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): October 29, 2019 (October 29, 2019)

 

 

 

ARCONIC INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   1-3610   25-0317820

(State or other Jurisdiction
of Incorporation)

 

(Commission File Number)

 

(IRS Employer
Identification No.)

 

201 Isabella Street, Suite 200  
Pittsburgh, Pennsylvania   15212-5872
(Address of Principal Executive Offices)   (Zip Code)

 

Office of Investor Relations (412) 553-1950

Office of the Secretary (412) 553-1940

(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 $1.00 per share ARNC New York Stock Exchange
$3.75 Cumulative Preferred Stock, par value $100 per share ARNC PR NYSE American

 

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 Results of Operations and Financial Condition.

 

In the third quarter of 2019, Arconic Inc. (“Arconic” or the “Company”) management made the decision to realign its operations by eliminating its Transportation and Construction Solutions (TCS) segment and transferring the Forged Wheels business to its Engineered Products and Forgings segment (formerly named the Engineered Products and Solutions segment) and the Building and Construction Systems business to its Global Rolled Products segment. The Latin American extrusions business, which was formerly part of the Company’s TCS segment until its sale in April of 2018, was moved to Corporate. The Company’s new reporting segments are consistent with how the CEO is assessing operating performance and allocating capital in conjunction with the planned separation of the Company, as previously announced. This realignment has no impact on the Company’s historical consolidated balance sheet, statement of consolidated operations, and statement of consolidated cash flows. Prior period segment information will be recast to conform to the new reporting structure. Differences between segment totals and consolidated Arconic are in Corporate.

 

The Company is furnishing this Form 8-K to provide investors with historical segment information that is consistent with its new reporting structure. The schedules in Exhibit 99.1 provide unaudited segment information and segment measures on the basis of the new reporting segments for the previously reported year ended December 31, 2018 and the three-month periods ended March 31, 2019 and June 30, 2019.  The recast financial information contained in Exhibit 99.1 does not represent a restatement or reissuance of previously issued financial statements.

 

Non-GAAP Financial Measures

Some of the information included in this report is derived from Arconic’s consolidated financial information but is not presented in Arconic’s financial statements prepared in accordance with accounting principles generally accepted in the United States of America (GAAP). Certain of these data are considered “non-GAAP financial measures” under SEC rules. These non-GAAP financial measures supplement our GAAP disclosures and should not be considered an alternative to the GAAP measure. Reconciliations to the most directly comparable GAAP financial measures and management’s rationale for the use of the non-GAAP financial measures can be found in Exhibit 99.1.

 

In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

The following is furnished as an exhibit to this report:

 

Exhibit No.   Description
99.1   Schedules of unaudited Segment Information and Calculation of Segment Financial Measures for the year ended December 31, 2018 and the three-month periods ended March 31, 2019 and June 30, 2019.

 

 

 

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 INC.
     
Dated:   October 29, 2019 By: /s/ Katherine H. Ramundo  
  Name:  Katherine H. Ramundo  
  Title: Executive Vice President, Chief Legal Officer and Secretary  

 

 

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