
FOR IMMEDIATE RELEASE
Alcoa Corporation Announces Closing of Debt Offering to Finance Cash Consideration for Acquisition of South32’s Bauxite, Alumina and Aluminum Assets
September 23, 2026—Pittsburgh— Alcoa Corporation (NYSE:AA, ASX:AAI) (“Alcoa”) announced today the closing of the offering of $2,600,000,000 aggregate principal amount of senior notes (the “notes”), consisting of $1,500,000,000 aggregate principal amount of 6.625% senior notes due 2034 issued by Alumina Pty Ltd (ABN 85 004 820 419) (“Alumina”) and $1,100,000,000 aggregate principal amount of 6.875% senior notes due 2036 issued by Alcoa Nederland Holding B.V. (together with Alumina, the “Issuers”). Each of the Issuers is a wholly-owned subsidiary of Alcoa. The notes are guaranteed on a senior unsecured basis by Alcoa and certain of its subsidiaries.
The Issuers intend to use the net proceeds of the issuance of the notes, together with cash on hand, to fund the approximately $3.1 billion cash portion of the consideration for the previously announced proposed acquisition (the “Acquisition”) by Alcoa of South32 Limited’s (ASX: S32, LSE: S32.L, JSE: S32) (“South32”) interests in certain bauxite, alumina and aluminum smelter operations and to pay related fees and expenses.
Concurrently with the closing of the notes offering, Alcoa terminated all remaining outstanding commitments in respect of the senior unsecured 364-day bridge term loan credit facility entered into in connection with the Acquisition. Completion of the Acquisition is subject to the satisfaction or waiver (if applicable) of certain conditions, including approval of South32’s shareholders, receipt of required regulatory approvals and other customary closing conditions.
The notes and related guarantees were sold in a private placement to persons reasonably believed to be qualified institutional buyers in accordance with Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to certain non-United States persons in offshore transactions in accordance with Regulation S under the Securities Act. The notes and related guarantees have not been and will not be registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States or to, or for the benefit of, U.S. persons absent registration under, or an applicable exemption from, the registration requirements of the Securities Act.
This press release does not constitute an offer to buy or sell or a solicitation of an offer to buy or sell the notes and related guarantees or any other security or a solicitation of any vote of approval and there will be no offer, solicitation, purchase or sale in any state or jurisdiction in which, or to any persons to whom, such an offer, solicitation, purchase or sale would be unlawful. Any offers of the notes and related guarantees were made only by means of a private offering memorandum.
About Alcoa Corporation
Alcoa is a global industry leader in bauxite, alumina and aluminum products with a vision to build a legacy of excellence for future generations. Since developing the process that made aluminum an affordable and vital part