Alcoa proposes to acquire Alumina Limited for 0.02854 Alcoa CDIs per share

Alcoa Corp

Alcoa entered exclusivity deed to negotiate scheme where subsidiary acquires all Alumina shares at 0.02854 CDIs each.
Alumina's independent directors and CEO intend to recommend the deal, subject to superior proposal and expert opinion.
Alcoa signed share sale agreement with Allan Gray Australia for up to 577.4M Alumina shares at same offer price.
Exclusivity period is 20 business days; upon closing, two Alumina directors would join Alcoa's board.
Alcoa currently owns 60% of AWAC; full acquisition of Alumina would give Alcoa full control of that joint venture.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Alcoa Corp entered into Transaction Process and Exclusivity Deed with Alumina Limited valued at Alcoa to acquire all shares of Alumina; Alumina shareholders receive 0.02854 CDI per share (effective 2024-02-26).

Action: entry
Agreement: merger
Counterparty: Alumina Limited
Value: Alcoa to acquire all shares of Alumina; Alumina shareholders receive 0.02854 CDI per share
Effective: 2024-02-26

Exact text from the filing

On February 26, 2024 (AEDT), Alcoa Corporation ("Alcoa") entered into a Transaction Process and Exclusivity Deed (the "Transaction Process and Exclusivity Deed") with Alumina Limited ("Alumina") and AAC Investments Australia Pty Ltd, a wholly owned subsidiary of Alcoa ("Bidder").

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Alcoa Corp entered into Conditional Share Sale Agreement with Allan Gray Australia Pty Ltd valued at Right to acquire up to 577,434,602 shares of Alumina at Offer Price (effective 2024-02-26).

Action: entry
Counterparty: Allan Gray Australia Pty Ltd
Value: Right to acquire up to 577,434,602 shares of Alumina at Offer Price
Effective: 2024-02-26

Exact text from the filing

On February 26, 2024 (AEDT), Alcoa also entered into a Conditional Share Sale Agreement with Allan Gray Australia Pty Ltd ("Allan Gray Australia") and Bidder (the "Share Sale Agreement").

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Source: SEC EDGAR

accession 0000950103-24-002771

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