Arconic (NYSE:ARNC) today announced that it has waived the limited
voting commitment of Oak Hill Capital Partners III, L.P. and Oak Hill
Capital Management Partners III, L.P. (“Oak Hill”). Oak Hill received
Arconic shares as part of the sale of Firth Rixson to Arconic at the end
of 2014. The commitment was contained in an August 2016 agreement
resolving a working capital adjustment related to the sale.
The agreement did not restrict Oak Hill from selling shares of Arconic
at any time, and if Oak Hill were to sell any shares, the voting
commitment would terminate with respect to those shares. The voting
commitment was added only after the financial terms were finalized; no
additional value was given for the commitment. At the time of the
agreement there was no pending proxy contest.
The settlement agreement with Oak Hill, of which the voting commitment
was a part, was not considered material at that time and therefore was
not publicly disclosed. Arconic promptly disclosed the commitment as
soon as it confirmed that Oak Hill was a shareholder as of the record
date for the contested 2017 Annual Meeting.
After reviewing in the context of the current active proxy contest,
management and the Arconic Board determined that this provision should
be waived in order to facilitate the fullest participation by all
shareholders in the current proxy contest.
Arconic believes shareholders have an important decision to make at the
Annual Meeting on May 16, 2017. We welcome the participation of all
Arconic shareholders at the upcoming Annual Meeting.
Arconic (NYSE: ARNC) creates breakthrough products that shape
industries. Working in close partnership with our customers, we solve
complex engineering challenges to transform the way we fly, drive, build
and power. Through the ingenuity of our people and cutting-edge advanced
manufacturing techniques, we deliver these products at a quality and
efficiency that ensure customer success and shareholder value. For more
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Dissemination of Company Information
Arconic intends to make future announcements regarding Company
developments and financial performance through its website at www.arconic.com.