Howmet Aerospace Sells Engineered Structures for $1.7B

TL;DR

Howmet selling Engineered Structures to Carlyle for $1.7B cash. Focus on core biz.

AI Summary

Howmet Aerospace Inc. announced on May 31, 2024, that it has entered into a definitive agreement to sell its Engineered Structures business to an affiliate of The Carlyle Group for $1.7 billion in cash. This strategic divestiture is expected to close in the second half of 2024, subject to customary closing conditions.

Why It Matters

This divestiture allows Howmet Aerospace to focus on its core aerospace fastening and structural components businesses, potentially leading to improved operational efficiency and profitability.

Risk Assessment

Risk Level: medium — The sale is subject to customary closing conditions and regulatory approvals, which could delay or prevent the transaction.

Key Numbers

• $1.7B — Sale Price (Cash proceeds from the sale of the Engineered Structures business.)

Key Players & Entities

• Howmet Aerospace Inc. (company) — Seller
• The Carlyle Group (company) — Buyer
• $1.7 billion (dollar_amount) — Sale price
• May 31, 2024 (date) — Announcement date
• Engineered Structures (business_segment) — Divested business

FAQ

Key Financial Figures

• $1.00 — h registered Common Stock , par value $1.00 per share HWM New York Stock Exchange
• $3.75 — r share HWM New York Stock Exchange $3.75 Cumulative Preferred Stock , par value
• $100 — Cumulative Preferred Stock , par value $100 per share HWM PR NYSE American Indi
• $205,273,000 — maining outstanding principal amount of $205,273,000 of its 5.125% Notes due 2024 (CUSIP No.
• $208 m — otes to be redeemed to be approximately $208 million, including accrued interest, whic

Filing Documents

• tm2415995d1_8k.htm (8-K) — 33KB
• 0001104659-24-067194.txt ( ) — 249KB
• hwm-20240531.xsd (EX-101.SCH) — 3KB
• hwm-20240531_def.xml (EX-101.DEF) — 26KB
• hwm-20240531_lab.xml (EX-101.LAB) — 36KB
• hwm-20240531_pre.xml (EX-101.PRE) — 25KB
• tm2415995d1_8k_htm.xml (XML) — 5KB

01 Other Events

Item 8.01 Other Events On May 31, 2024, Howmet Aerospace Inc. ("Howmet Aerospace" or "the Company") issued a notice of redemption to redeem on July 1, 2024 (the " Redemption Date ") all of the remaining outstanding principal amount of $205,273,000 of its 5.125% Notes due 2024 (CUSIP No. 013817AW1) (the " 2024 Notes ") in accordance with the terms of the 2024 Notes and the Indenture dated as of September 30, 1993, as supplemented, between Howmet Aerospace and The Bank of New York Mellon Trust Company, N.A., as trustee (the " Indenture "). The redemption price (the " Redemption Price ") for the 2024 Notes to be redeemed shall be equal to 100% of the principal amount of the 2024 Notes to be redeemed (par value), plus accrued interest, if any, to the Redemption Date which has not been paid. The Company expects the aggregate Redemption Price for the 2024 Notes to be redeemed to be approximately $208 million, including accrued interest, which the Company intends to pay with cash on hand. Capitalized terms used in this Item 8.01 and not otherwise defined herein shall have the same meaning as given in the Indenture or the 2024 Notes, as the case may be. This Current Report on Form 8-K does not constitute a notice of redemption of the 2024 Notes. The redemption of the 2024 Notes is made solely pursuant to the notice of redemption pursuant to the Indenture.

Forward-Looking Statements

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 the Company's expectations, assumptions or projections about the future, other than statements of historical fact, are forward-looking statements, including, without limitation, expectations relating to the planned redemption of the 2024 Notes. These statements reflect beliefs and assumptions that are based on the Company's perception of historical trends, current conditions and expected future developments, as well as other factors the Company 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, which could cause actual results to differ materially from those indicated by these statements. 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 Howmet Aerospace; (c) the impact of potential cyber attacks and information technology or data security breaches; (d) the loss of significant customers or adverse changes in customers' business or financial conditions; (e) manufacturing difficulties or other issues that impact product performance, quality or safety; (f) inability of suppliers to meet obligations due to supply chain disruptions or otherwise; (g) failure to attract and retain a qualified workforce a