--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-24-121366" form_type: "8-K" ticker: null cik: "0000858655" company_name: "HAYNES INTERNATIONAL INC" filed_at: "2024-11-21T23:59:59+00:00" generated_at: "2026-05-29T21:26:48.885135+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 1.0 calibrated_materiality_score: 1.0 confidence: "high" source: SEC EDGAR --- # Acerinox completes acquisition of Haynes International for $61.00 per share ## Summary - Acquisition closed; Haynes shareholders receive $61.00/share cash, no interest. - Nasdaq listing withdrawn; Haynes deregisters SEC reporting obligations. - Acerinox to invest ~$200M over 4 years; expects $71M annual synergies. - Haynes becomes part of new High-Performance Alloys division with VDM Metals. ## SEC filing metadata - accession: 0001104659-24-121366 - form_type: 8-K - cik: 0000858655 - company_name: HAYNES INTERNATIONAL INC - filed_at: 2024-11-21T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 1.0 - calibrated_materiality_score: 1.0 - confidence: high - sec_items: 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/858655/000110465924121366/0001104659-24-121366-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/858655/000110465924121366/tm2428965d6_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-24-121366 - JSON: https://secwatch.observer/filing/0001104659-24-121366.json - Plain text: https://secwatch.observer/filing/0001104659-24-121366.txt ## Key facts - Executive change Alicia R. Masse resigned as Director at HAYNES INTERNATIONAL INC. - Action: resigned - Role: Director source text: Michael L. Shor, Robert H. Getz, Dawne S. Hickton, Alicia R. Masse, Brian R. Shelton, and Larry O. Spencer each resigned from the Board of Directors of Haynes (the “Board”) and from any and all committees of the Board on which they served and ceased to be directors of Haynes evidence_url: https://www.sec.gov/Archives/edgar/data/858655/000110465924121366/0001104659-24-121366-index.htm - Executive change Dawne S. Hickton resigned as Director at HAYNES INTERNATIONAL INC. - Action: resigned - Role: Director source text: Michael L. Shor, Robert H. Getz, Dawne S. Hickton, Alicia R. Masse, Brian R. Shelton, and Larry O. Spencer each resigned from the Board of Directors of Haynes (the “Board”) and from any and all committees of the Board on which they served and ceased to be directors of Haynes evidence_url: https://www.sec.gov/Archives/edgar/data/858655/000110465924121366/0001104659-24-121366-index.htm - Executive change Cristobal Fuentes was appointed as Director at HAYNES INTERNATIONAL INC. - Action: appointed - Role: Director source text: Cristobal Fuentes, Chris Lyons and Patrick Graf, each a director of Merger Sub immediately prior to the Effective Time, were appointed as directors of Haynes evidence_url: https://www.sec.gov/Archives/edgar/data/858655/000110465924121366/0001104659-24-121366-index.htm - Executive change Michael L. Shor resigned as Director at HAYNES INTERNATIONAL INC. - Action: resigned - Role: Director source text: Michael L. Shor, Robert H. Getz, Dawne S. Hickton, Alicia R. Masse, Brian R. Shelton, and Larry O. Spencer each resigned from the Board of Directors of Haynes (the “Board”) and from any and all committees of the Board on which they served and ceased to be directors of Haynes evidence_url: https://www.sec.gov/Archives/edgar/data/858655/000110465924121366/0001104659-24-121366-index.htm - Executive change Patrick Graf was appointed as Director at HAYNES INTERNATIONAL INC. - Action: appointed - Role: Director source text: Cristobal Fuentes, Chris Lyons and Patrick Graf, each a director of Merger Sub immediately prior to the Effective Time, were appointed as directors of Haynes evidence_url: https://www.sec.gov/Archives/edgar/data/858655/000110465924121366/0001104659-24-121366-index.htm - Executive change Larry O. Spencer resigned as Director at HAYNES INTERNATIONAL INC. - Action: resigned - Role: Director source text: Michael L. Shor, Robert H. Getz, Dawne S. Hickton, Alicia R. Masse, Brian R. Shelton, and Larry O. Spencer each resigned from the Board of Directors of Haynes (the “Board”) and from any and all committees of the Board on which they served and ceased to be directors of Haynes evidence_url: https://www.sec.gov/Archives/edgar/data/858655/000110465924121366/0001104659-24-121366-index.htm - Executive change Brian R. Shelton resigned as Director at HAYNES INTERNATIONAL INC. - Action: resigned - Role: Director source text: Michael L. Shor, Robert H. Getz, Dawne S. Hickton, Alicia R. Masse, Brian R. Shelton, and Larry O. Spencer each resigned from the Board of Directors of Haynes (the “Board”) and from any and all committees of the Board on which they served and ceased to be directors of Haynes evidence_url: https://www.sec.gov/Archives/edgar/data/858655/000110465924121366/0001104659-24-121366-index.htm - Executive change Chris Lyons was appointed as Director at HAYNES INTERNATIONAL INC. - Action: appointed - Role: Director source text: Cristobal Fuentes, Chris Lyons and Patrick Graf, each a director of Merger Sub immediately prior to the Effective Time, were appointed as directors of Haynes evidence_url: https://www.sec.gov/Archives/edgar/data/858655/000110465924121366/0001104659-24-121366-index.htm - Executive change Robert H. Getz resigned as Director at HAYNES INTERNATIONAL INC. - Action: resigned - Role: Director source text: Michael L. Shor, Robert H. Getz, Dawne S. Hickton, Alicia R. Masse, Brian R. Shelton, and Larry O. Spencer each resigned from the Board of Directors of Haynes (the “Board”) and from any and all committees of the Board on which they served and ceased to be directors of Haynes evidence_url: https://www.sec.gov/Archives/edgar/data/858655/000110465924121366/0001104659-24-121366-index.htm - Governance Changes HAYNES INTERNATIONAL INC: Amended and Restated Bylaws amended and restated to bylaws of Merger Sub as in effect prior to Effective Time. - Change: bylaw amendment source text: Pursuant to the Merger Agreement, at the Effective Time, the Amended and Restated Bylaws of Haynes were amended and restated in their entirety to be replaced by the bylaws of Merger Sub as in effect immediately prior to the Effective Time except that all references to Merger Sub were automatically amended and became references to Haynes. evidence_url: https://www.sec.gov/Archives/edgar/data/858655/000110465924121366/0001104659-24-121366-index.htm - Governance Changes HAYNES INTERNATIONAL INC: Second Restated Certificate of Incorporation amended and restated to Fourth Restated Certificate of Incorporation pursuant to merger. - Change: charter amendment source text: Pursuant to the Merger Agreement, at the Effective Time, the Second Restated Certificate of Incorporation of Haynes was amended and restated in its entirety to be replaced by the Fourth Restated Certificate of Incorporation of Haynes. evidence_url: https://www.sec.gov/Archives/edgar/data/858655/000110465924121366/0001104659-24-121366-index.htm - M&A Transactions HAYNES INTERNATIONAL INC underwent a change of control involving North American Stainless, Inc. (Parent) and Warhol Merger Sub, Inc. for $61.00 per share (closed 2024-11-21). - Action: change of control - Counterparty: North American Stainless, Inc. (Parent) and Warhol Merger Sub, Inc. - Consideration: $61.00 per share - Closing: 2024-11-21 source text: any of its subsidiaries (including Merger Sub), in each case as of immediately prior to the Effective Time) was automatically cancelled and converted into the right to receive $61.00, without interest and subject to applicable tax withholdings. In addition, pursuant to the Merger Agreement, at the Effective Time: (a) each Company stock option (an “Option”) evidence_url: https://www.sec.gov/Archives/edgar/data/858655/000110465924121366/0001104659-24-121366-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.