Alcoa has priced a $2.6 billion senior notes offering that will help finance the approximately $3.1 billion cash portion of its proposed acquisition of South32’s interests in bauxite, alumina and aluminum smelting operations.
The offering consists of $1.5 billion aggregate principal amount of 6.625% senior notes due 2034 and $1.1 billion of 6.875% senior notes due 2036.
The 2034 notes will be issued by Alcoa subsidiary Alumina Pty Ltd., while the 2036 notes will be issued by Alcoa Nederland Holding B.V.
Alcoa and certain subsidiaries will guarantee the notes on a senior unsecured basis.
The offering is expected to close on September 23, 2026, subject to customary closing conditions.
Alcoa plans to combine the net proceeds from the notes with cash on hand to finance the approximately $3.1 billion cash component of the proposed South32 transaction and related expenses.
The financing is intended to replace the remaining commitments under a senior unsecured 364-day bridge term loan facility that Alcoa arranged in connection with the acquisition.
The proposed acquisition covers South32 interests in certain bauxite, alumina and aluminum smelter operations.
Closing of the South32 acquisition remains subject to several conditions, including approval from South32 shareholders, required regulatory approvals and customary closing requirements.
The senior notes are being offered through a private placement to qualified institutional buyers under Rule 144A and to certain non-U.S. investors under Regulation S.
The securities and related guarantees have not been registered under the Securities Act.
The transaction represents a major permanent financing step toward Alcoa’s planned acquisition and would increase the company’s exposure across the bauxite, alumina and aluminum value chain.