ATI INC false 0001018963 0001018963 2023-10-18 2023-10-18

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 18, 2023

 

 

ATI Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   1-12001   25-1792394

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

2021 McKinney Avenue, Dallas, Texas   75201
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code (412) 394-2800

N/A

(Former name or former address, if changed since last report).

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

 

Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading
Symbol(s)

 

Name of each exchange

on which registered

Common Stock, par value $0.10 per share   ATI   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 


Item 8.01.

Other Events.

On October 18, 2023, ATI Inc. (“ATI”) announced that it will purchase group annuity contracts transferring approximately 85% of its U.S. qualified defined benefit pension plan obligations and related pension plan assets to Athene Annuity and Life Company and Athene Annuity & Life Assurance Company of New York. The ATI pension benefits to which these pension plan participants and their beneficiaries are entitled will not change as a result of the transaction.

A copy of the Company’s press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

 

Item 9.01.

Exhibit

 

(d)

  Exhibit 99.1    Press Release dated October 18, 2023
      104    Cover Page Interactive Data File (embedded within the Inline XBRL document).


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

ATI Inc.
By:  

/s/ Donald P. Newman

  Donald P. Newman
  Executive Vice President, Finance and Chief Financial Officer

Dated: October 18, 2023

Exhibit 99.1

 

LOGO  

NEWS RELEASE

 

  
ATI Inc.   Investor Contact:    Media Contact:
Corporate Headquarters   David Weston    Natalie Gillespie
2021 McKinney Avenue, Suite 1100   412.394.2908    412.389.3124
Dallas, TX 75201 U.S.A.   David.Weston@ATImaterials.com    Natalie.Gillespie@ATImaterials.com
www.ATImaterials.com   

ATI reduces U.S. defined benefit pension obligation by

approximately 85% through annuitization

DALLAS, TX—October 18, 2023—ATI Inc. (NYSE: ATI) announced that it will purchase group annuity contracts from each of Athene Annuity and Life Company and Athene Annuity & Life Assurance Company of New York (collectively, “Athene”), transferring approximately 85% of its U.S. qualified defined benefit pension plan obligations to Athene. The U.S. qualified defined benefit pension plans represented $1.77 billion in liabilities on December 31, 2022. In 2023, the company contributed $272 million in cash – including $222 million in September – to the Plans, which is intended to fully fund the remaining defined benefit pension liabilities. These actions are the latest steps in the company’s de-risking strategy, bringing further stability and strength to its balance sheet.

Under the contracts, ATI will transfer the gross pension obligations and related plan assets for approximately 8,200 plan participants to Athene. The pension benefits to which these participants and their beneficiaries are entitled will not change as a result of the transaction.

“With this action, ATI meets all of its pension obligations, and everyone benefits,” said Robert S. Wetherbee, Board Chair and CEO. “Our retirees will gain the security of having a large, financially strong insurer with established expertise provide their pension benefits. Our business meets its commitments to all its pension plan participants, through both the annuity purchase and our decision to fully fund our remaining qualified pension obligations. And our shareholders gain confidence knowing these de-risking actions will result in lower, more predictable pension expense in the future.”

Since 2016, ATI has completed seven annuitization transactions. Through pension de-risking actions, ATI has reduced the number of plan participants by more than 90%. ATI hired independent fiduciary State Street Global Advisors to conduct a thorough review of reputable insurance companies and select the insurer.

ATI: Proven to Perform.

ATI (NYSE: ATI) is a global producer of high-performance materials and solutions for the global aerospace and defense markets, and critical applications in electronics, medical and specialty energy. We’re solving the world’s most difficult challenges through materials science. We partner with our customers to deliver extraordinary materials that enable their greatest achievements: their products fly higher and faster, burn hotter, dive deeper, stand stronger and last longer. Our proprietary process technologies, unique customer partnerships and commitment to innovation deliver materials and solutions for today and the evermore challenging environments of tomorrow. We are proven to perform anywhere. Learn more at ATImaterials.com.

 

 

LOGO

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Document Type 8-K
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