Alcoa(AA) - 2024 Q1 - Quarterly Report

PART I – FINANCIAL INFORMATION Item 1. Financial Statements This section presents Alcoa Corporation's unaudited consolidated financial statements for Q1 2024, including operations, comprehensive income, balance sheet, cash flows, and equity changes, along with detailed explanatory notes Statement of Consolidated Operations (unaudited) This statement details Alcoa Corporation's unaudited consolidated operational results for Q1 2024, showing sales, costs, and net loss Consolidated Operations (First Quarter Ended March 31) | Metric (in millions, except per-share) | 2024 | 2023 | | :------------------------------------ | :--- | :--- | | Sales | $2,599 | $2,670 | | Cost of goods sold | 2,404 | 2,404 | | Selling, general administrative, and other expenses | 60 | 54 | | Research and development expenses | 11 | 10 | | Provision for depreciation, depletion, and amortization | 161 | 153 | | Restructuring and other charges, net | 202 | 149 | | Interest expense | 27 | 26 | | Other expenses, net | 59 | 54 | | Total costs and expenses | 2,924 | 2,850 | | Loss before income taxes | (325) | (180) | | (Benefit from) provision for income taxes | (18) | 52 | | Net loss | (307) | (232) | | Less: Net loss attributable to noncontrolling interest | (55) | (1) | | NET LOSS ATTRIBUTABLE TO ALCOA CORPORATION | $(252) | $(231) | | Basic EPS | $(1.41) | $(1.30) | | Diluted EPS | $(1.41) | $(1.30) | Statement of Consolidated Comprehensive Income (unaudited) This statement presents Alcoa Corporation's unaudited consolidated comprehensive income for Q1 2024, including net loss and other comprehensive income components Consolidated Comprehensive Income (First Quarter Ended March 31) | Metric (in millions) | Alcoa Corporation (2024) | Alcoa Corporation (2023) | Noncontrolling interest (2024) | Noncontrolling interest (2023) | Total (2024) | Total (2023) | | :------------------- | :----------------------- | :----------------------- | :----------------------------- | :----------------------------- | :----------- | :----------- | | Net loss | $(252) | $(231) | $(55) | $(1) | $(307) | $(232) | | Other comprehensive income (loss), net of tax: | | | | | | | | Pension and other postretirement benefits | 9 | 4 | 1 | — | 10 | 4 | | Foreign currency translation adjustments | (122) | 2 | (54) | 15 | (176) | 17 | | Net change in unrecognized gains/losses on cash flow hedges | 130 | (122) | — | — | 130 | (122) | | Total Other comprehensive income (loss), net of tax | 17 | (116) | (53) | 15 | (36) | (101) | | Comprehensive (loss) income | $(235) | $(347) | $(108) | $14 | $(343) | $(333) | Consolidated Balance Sheet (unaudited) This balance sheet provides Alcoa Corporation's unaudited consolidated financial position as of March 31, 2024, detailing assets, liabilities, and equity Consolidated Balance Sheet (as of March 31, 2024 and December 31, 2023) | Metric (in millions) | March 31, 2024 | December 31, 2023 | | :------------------- | :------------- | :---------------- | | ASSETS | | | | Current assets: | | | | Cash and cash equivalents | $1,358 | $944 | | Receivables from customers | 869 | 656 | | Inventories | 2,048 | 2,158 | | Total current assets | 4,881 | 4,405 | | Properties, plants, and equipment, net | 6,577 | 6,785 | | Total assets | $14,328 | $14,155 | | LIABILITIES | | | | Current liabilities: | | | | Accounts payable, trade | $1,586 | $1,714 | | Total current liabilities | 3,041 | 3,030 | | Long-term debt, less amount due within one year | 2,469 | 1,732 | | Total liabilities | 8,794 | 8,310 | | EQUITY | | | | Total Alcoa Corporation shareholders' equity | 3,994 | 4,251 | | Noncontrolling interest | 1,540 | 1,594 | | Total equity | 5,534 | 5,845 | | Total liabilities and equity | $14,328 | $14,155 | Statement of Consolidated Cash Flows (unaudited) This statement outlines Alcoa Corporation's unaudited consolidated cash flows for Q1 2024, categorized by operating, financing, and investing activities Consolidated Cash Flows (Three Months Ended March 31) | Metric (in millions) | 2024 | 2023 | | :------------------- | :--- | :--- | | CASH FROM OPERATIONS | | | | Net loss | $(307) | $(232) | | Depreciation, depletion, and amortization | 161 | 153 | | Restructuring and other charges, net | 202 | 149 | | Changes in assets and liabilities: | | | | (Increase) decrease in receivables | (212) | 40 | | Decrease in inventories | 71 | 17 | | Decrease in accounts payable, trade | (98) | (273) | | CASH USED FOR OPERATIONS | $(223) | $(163) | | FINANCING ACTIVITIES | | | | Additions to debt | 965 | 25 | | Payments on debt | (221) | (1) | | Dividends paid on Alcoa common stock | (19) | (18) | | CASH PROVIDED FROM FINANCING ACTIVITIES | $754 | $40 | | INVESTING ACTIVITIES | | | | Capital expenditures | (101) | (83) | | CASH USED FOR INVESTING ACTIVITIES | $(117) | $(102) | | Net change in cash and cash equivalents and restricted cash | 408 | (223) | | CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD | $1,455 | $1,251 | Statement of Changes in Consolidated Equity (unaudited) This statement presents Alcoa Corporation's unaudited consolidated equity changes for Q1 2024, detailing movements in common stock, capital, and accumulated loss Changes in Consolidated Equity (Three Months Ended March 31) | Metric (in millions) | Balance at Jan 1, 2024 | Net loss | Other comprehensive income (loss) | Stock-based compensation | Tax withholding/stock options | Dividends paid | Contributions | Distributions | Other | Balance at Mar 31, 2024 | | :------------------- | :--------------------- | :------- | :------------------------------ | :----------------------- | :---------------------------- | :------------- | :------------ | :------------ | :---- | :---------------------- | | Common stock | $2 | — | — | — | — | — | — | — | — | $2 | | Additional capital | 9,187 | — | — | 10 | (15) | — | — | — | 2 | 9,184 | | Accumulated deficit | (1,293) | (252) | — | — | — | (19) | — | — | — | (1,564) | | Accumulated other comprehensive loss | (3,645) | — | 17 | — | — | — | — | — | — | (3,628) | | Noncontrolling interest | 1,594 | (55) | (53) | — | — | — | 61 | (6) | (1) | 1,540 | | Total equity | $5,845 | $(307) | $(36) | $10 | $(15) | $(19) | $61 | $(6) | $1 | $5,534 | Notes to the Consolidated Financial Statements (unaudited) This section provides detailed notes to the unaudited consolidated financial statements, covering accounting policies, acquisitions, restructuring, segment data, and other financial details A. Basis of Presentation This note explains the unaudited interim financial statements' basis, management's estimates, and consolidation policies, including the AWAC joint venture - Alcoa Corporation's interim Consolidated Financial Statements are unaudited and include normal recurring adjustments. Management's estimates are based on historical experience and available information, which may affect reported financial amounts[17][18] - The Consolidated Financial Statements include accounts of Alcoa Corporation and companies with a controlling interest, such as the AWAC joint venture (60% Alcoa, 40% Alumina Limited), which is consolidated for financial reporting. Equity method accounting is used for investments with significant influence but not effective control[19][20] B. Recently Adopted and Recently Issued Accounting Guidance This note discusses new FASB ASUs (2023-09 on income tax and 2023-07 on segment expenses), effective in 2024/2025, with no expected material financial impact - ASU No. 2023-09 (December 2023) changes income tax disclosures, requiring greater disaggregation of information in rate reconciliation and disclosure of taxes paid by jurisdiction. Effective for annual periods beginning after December 15, 2024, with early adoption permitted. No material impact on financial statements expected[21] - ASU 2023-07 (November 2023) requires disclosure of significant segment expenses, other segment items, CODM title/position, and explanation of CODM's use of segment profit/loss measure. Effective for annual reports beginning after December 31, 2024. No material impact on financial statements expected[22] C. Acquisitions and Divestitures Alcoa agreed to acquire Alumina Limited to strengthen its upstream aluminum position, involving share exchange and site separation costs from a prior divestiture - Alcoa entered a Scheme Implementation Deed on March 11, 2024, to acquire Alumina Limited, which holds a 40% interest in the AWAC joint venture. The acquisition aims to enhance Alcoa's position as a pure-play upstream aluminum company and simplify its corporate structure[23] - Alumina Limited shareholders will receive 0.02854 Alcoa common shares for each Alumina Limited share. Post-transaction, Alumina Limited shareholders will own 31.25% and Alcoa shareholders 68.75% of the combined company[24] - Alcoa recorded an additional charge of $11 million in Q1 2024 (vs. $17 million in Q1 2023) in Other expenses, net, related to site separation commitments from the Warrick Rolling Mill divestiture. Related cash outlays were $7 million in Q1 2024 (vs. $14 million in Q1 2023)[26] D. Restructuring and Other Charges, Net Alcoa recorded $202 million in Q1 2024 restructuring charges, mainly for the Kwinana refinery curtailment, up from $149 million in Q1 2023 - In Q1 2024, Alcoa recorded $202 million in Restructuring and other charges, net, primarily a $197 million charge for the curtailment of the Kwinana (Australia) alumina refinery[27] - The Kwinana refinery curtailment charge includes $123 million for water management, $41 million for severance, $15 million for asset retirement obligations, $13 million for take-or-pay contracts, and $5 million for asset impairments. Total cash outlays of approximately $215 million are expected through 2025, with $140 million in 2024[28] - In Q1 2023, Alcoa recorded $149 million in Restructuring and other charges, net, primarily for the permanent closure of the Intalco aluminum smelter ($101 million) and increased reserves for employee obligations at the San Ciprián smelter ($47 million)[29] Restructuring and Other Charges, Net by Segment (First Quarter Ended March 31) | Segment | 2024 (in millions) | 2023 (in millions) | | :-------- | :----------------- | :----------------- | | Alumina | $197 | $1 | | Aluminum | — | 146 | | Corporate | 5 | 2 | | Total | $202 | $149 | E. Segment Information Alcoa's two segments, Alumina and Aluminum, are evaluated by Adjusted EBITDA; Q1 2024 saw Alumina EBITDA rise to $139 million, while Aluminum EBITDA fell to $50 million - Alcoa Corporation has two operating and reportable segments: Alumina and Aluminum. Segment performance is primarily evaluated based on Adjusted EBITDA[34] Segment Performance (First Quarter Ended March 31) | Metric (in millions) | Alumina (2024) | Aluminum (2024) | Total (2024) | Alumina (2023) | Aluminum (2023) | Total (2023) | | :------------------- | :------------- | :-------------- | :----------- | :------------- | :-------------- | :----------- | | Third-party sales | $961 | $1,638 | $2,599 | $857 | $1,810 | $2,667 | | Intersegment sales | 395 | 4 | 399 | 421 | 3 | 424 | | Total sales | $1,356 | $1,642 | $2,998 | $1,278 | $1,813 | $3,091 | | Segment Adjusted EBITDA | $139 | $50 | $189 | $103 | $184 | $287 | Sales by Product Division (First Quarter Ended March 31) | Product Division | 2024 (in millions) | 2023 (in millions) | | :--------------- | :----------------- | :----------------- | | Aluminum | $1,661 | $1,846 | | Alumina | 890 | 714 | | Energy | 33 | 28 | | Bauxite | 61 | 127 | | Other | (46) | (45) | | Total | $2,599 | $2,670 | F. Earnings Per Share Basic and diluted EPS for Q1 2024 were $(1.41), and $(1.30) for Q1 2023, with potential dilutive securities being anti-dilutive due to net losses Earnings Per Share (First Quarter Ended March 31) | Metric (in millions, except per-share) | 2024 | 2023 | | :------------------------------------ | :--- | :--- | | Net loss attributable to Alcoa Corporation | $(252) | $(231) | | Average shares outstanding – basic | 179 | 178 | | Average shares outstanding – diluted | 179 | 178 | | Basic EPS | $(1.41) | $(1.30) | | Diluted EPS | $(1.41) | $(1.30) | - Basic and diluted average shares outstanding were the same in Q1 2024 and Q1 2023 because the effect of potential common shares was anti-dilutive due to net losses[37] G. Accumulated Other Comprehensive Loss Accumulated other comprehensive loss for Alcoa shareholders was $(3,628) million at March 31, 2024, driven by cash flow hedge gains and foreign currency translation losses Accumulated Other Comprehensive Loss (First Quarter Ended March 31) | Component (in millions) | Alcoa Corporation (2024) | Alcoa Corporation (2023) | Noncontrolling interest (2024) | Noncontrolling interest (2023) | | :---------------------- | :----------------------- | :----------------------- | :----------------------------- | :----------------------------- | | Pension and other postretirement benefits (Balance at end of period) | $9 | $66 | $(14) | $(5) | | Foreign currency translation (Balance at end of period) | $(2,715) | $(2,683) | $(1,037) | $(1,025) | | Cash flow hedges (Balance at end of period) | $(922) | $(1,038) | — | $1 | | Total Accumulated other comprehensive loss | $(3,628) | $(3,655) | $(1,051) | $(1,029) | - For Alcoa Corporation shareholders, total other comprehensive income was $17 million in Q1 2024, a significant improvement from a loss of $(116) million in Q1 2023. This was mainly due to a $130 million gain from cash flow hedges in 2024, compared to a $(122) million loss in 2023[11][39] - Foreign currency translation adjustments resulted in a loss of $(122) million for Alcoa Corporation shareholders in Q1 2024, compared to a gain of $2 million in Q1 2023[11][39] H. Investments Alcoa's equity investments include a Saudi Arabia joint venture, which reported an improved net loss of $(8) million in Q1 2024, and the ELYSIS partnership basis is now zero Equity Investments Financial Information (First Quarter Ended March 31) | Metric (in millions) | Saudi Arabia Joint Venture (2024) | Mining (2024) | Energy (2024) | Other (2024) | Saudi Arabia Joint Venture (2023) | Mining (2023) | Energy (2023) | Other (2023) | | :------------------- | :-------------------------------- | :------------ | :------------ | :----------- | :-------------------------------- | :------------ | :------------ | :----------- | | Sales | $711 | $115 | $63 | $115 | $600 | $187 | $58 | $121 | | Net (loss) income | $(8) | $(5) | $31 | $(16) | $(252) | $24 | $24 | $(16) | | Alcoa Corporation's equity in net (loss) income | $(10) | $(2) | $11 | $(13) | $(75) | $11 | $9 | $(15) | - The Saudi Arabia joint venture's Q1 2023 results included a $41 million adjustment for a utility dispute settlement, which was not present in Q1 2024, contributing to the improved net loss[42] - Alcoa's basis in the ELYSIS Limited Partnership has been reduced to zero due to incurred losses, with $54 million in unrecognized losses as of March 31, 2024[41] I. Receivables Alcoa uses a receivables purchase facility to sell up to $130 million of customer receivables, generating $16 million net cash proceeds in Q1 2024 - Alcoa has an agreement to sell up to $130 million of customer receivables without recourse on a revolving basis through a special purpose entity (SPE). The SPE held $181 million in unsold customer receivables as collateral at March 31, 2024[43][44] - In Q1 2024, Alcoa sold $307 million in gross customer receivables and reinvested $291 million, resulting in net cash proceeds of $16 million. This compares to Q1 2023, where $76 million was sold, $23 million reinvested, and $53 million in net cash proceeds[46] J. Inventories Alcoa's total inventories decreased to $2,048 million at March 31, 2024, a reduction across all categories from December 31, 2023 Inventories (as of March 31, 2024 and December 31, 2023) | Inventory Type (in millions) | March 31, 2024 | December 31, 2023 | | :--------------------------- | :------------- | :---------------- | | Finished goods | $326 | $355 | | Work-in-process | 281 | 287 | | Bauxite and alumina | 563 | 586 | | Purchased raw materials | 648 | 700 | | Operating supplies | 230 | 230 | | Total | $2,048 | $2,158 | K. Debt Alcoa's long-term debt increased to $2,469 million due to a $750 million green bond issuance, while revolving credit facilities remain undrawn and compliant - In March 2024, Alcoa Nederland Holding B.V. (ANHBV) completed a $750 million debt issuance of 7.125% Senior Notes due 2031, designated as green bonds. Net proceeds of $737 million will finance/refinance qualifying projects under its Green Finance Framework and support cash position[51] - Alcoa has a $1,250 million Revolving Credit Facility maturing in June 2027 and a $250 million Japanese Yen Revolving Credit Facility maturing in April 2025 (extended in April 2024). Both facilities had no outstanding borrowings at March 31, 2024, and the Company was in compliance with all financial covenants[55][56][57][58] - Short-term borrowings related to inventory repurchase agreements were $52 million at March 31, 2024. In Q1 2024, the Company recorded $21 million in borrowings and repurchased $25 million of inventory under these agreements[49][50] L. Pension and Other Postretirement Benefits Net periodic benefit cost for pensions was $3 million in Q1 2024, with a $1 million curtailment loss from Kwinana refinery, and $17 million expected contributions in 2024 Net Periodic Benefit Cost (First Quarter Ended March 31) | Component (in millions) | Pension benefits (2024) | Pension benefits (2023) | Other postretirement benefits (2024) | Other postretirement benefits (2023) | | :---------------------- | :---------------------- | :---------------------- | :----------------------------------- | :----------------------------------- | | Service cost | $2 | $2 | $1 | $1 | | Interest cost | 27 | 31 | 6 | 6 | | Expected return on plan assets | (35) | (39) | — | — | | Recognized net actuarial loss | 8 | 7 | 1 | 1 | | Amortization of prior service benefit | — | — | (3) | (3) | | Curtailments | 1 | — | — | — | | Net periodic benefit cost | $3 | $1 | $5 | $5 | - The full curtailment of the Kwinana refinery in January 2024 triggered curtailment accounting in Alcoa's Australian pension plan, resulting in a $1 million curtailment loss recognized in Restructuring and other charges, net[59] - Alcoa's estimated minimum required contribution to defined benefit pension plans in 2024 is approximately $17 million, with $6 million contributed to non-U.S. plans during Q1 2024[62] M. Derivatives and Other Financial Instruments Alcoa uses derivatives to mitigate market risks, with $23 million in assets and $1,130 million in liabilities at March 31, 2024, and details fair values of other financial instruments - Alcoa uses derivative instruments (aluminum, energy, foreign exchange, and interest rate contracts) to mitigate risks from changing commodity prices, foreign currency exchange rates, and interest rates, primarily for hedging purposes[64] Derivative Instruments Fair Value (as of March 31, 2024 and December 31, 2023) | Metric (in millions) | March 31, 2024 Assets | March 31, 2024 Liabilities | December 31, 2023 Assets | December 31, 2023 Liabilities | | :------------------- | :-------------------- | :------------------------- | :----------------------- | :---------------------------- | | Level 1 derivatives | $11 | $10 | $16 | $9 | | Level 3 derivatives | 12 | 1,120 | 16 | 1,297 | | Total | $23 | $1,130 | $32 | $1,306 | | Less: Current | 22 | 205 | 29 | 214 | | Noncurrent | $1 | $925 | $3 | $1,092 | Other Financial Instruments Fair Value (as of March 31, 2024 and December 31, 2023) | Metric (in millions) | March 31, 2024 Carrying Value | March 31, 2024 Fair Value | December 31, 2023 Carrying Value | December 31, 2023 Fair Value | | :------------------- | :---------------------------- | :------------------------ | :------------------------------- | :--------------------------- | | Cash and cash equivalents | $1,358 | $1,358 | $944 | $944 | | Restricted cash | 97 | 97 | 103 | 103 | | Short-term borrowings | 52 | 52 | 56 | 56 | | Long-term debt due within one year | 79 | 79 | 79 | 79 | | Long-term debt, less amount due within one year | 2,469 | 2,473 | 1,732 | 1,702 | N. Income Taxes Alcoa's Q1 2024 AETR was (8.9)% on a $(325) million loss before taxes, influenced by valuation allowances and $9 million in Section 45X tax credits Income Tax Information (First Quarter Ended March 31) | Metric (in millions) | 2024 | 2023 | | :------------------- | :--- | :--- | | Loss before income taxes | $(325) | $(180) | | Estimated annualized effective tax rate | (8.9)% | 141.4% | | Income tax expense (benefit) | $29 | $(255) | | (Favorable) unfavorable tax impact related to losses in jurisdictions with no tax benefit | (47) | 305 | | Discrete tax expense | — | 2 | | (Benefit from) provision for income taxes | $(18) | $52 | - The AETR for 2024 differs from the U.S. federal statutory rate of 21% primarily due to losses in certain jurisdictions with full valuation allowances and losses in foreign jurisdictions with higher statutory tax rates[75] - In Q1 2024, Alcoa recorded $9 million in benefits in Cost of goods sold related to the Section 45X Advanced Manufacturing Tax Credit from the Inflation Reduction Act of 2022, for its Massena West and Warrick smelters[76] O. Contingencies Alcoa holds $261 million in environmental remediation reserves and is disputing a $139 million Australian tax assessment on historic alumina sales Environmental Remediation Reserve Activity (in millions) | Metric | Balance at Dec 31, 2022 | Liabilities incurred | Cash payments | Reversals and other | Balance at Dec 31, 2023 | Liabilities incurred | Cash payments | Foreign currency translation and other | Balance at Mar 31, 2024 | | :----- | :---------------------- | :------------------- | :------------ | :------------------ | :---------------------- | :------------------- | :------------ | :------------------------------------- | :---------------------- | | Reserve | $284 | $39 | $(55) | $(1) | $268 | $1 | $(6) | $(2) | $261 | - Alcoa's environmental remediation reserve balance was $261 million at March 31, 2024, with $64 million classified as current. Cash payments for remediation expenses were $6 million in Q1 2024[78][79] - AofA is contesting an Australian Taxation Office (ATO) assessment of approximately $139 million in additional income tax and $460 million in compounded interest related to historic alumina sales. AofA paid 50% of the assessed income tax ($74 million) and filed proceedings in the Australian Administrative Appeals Tribunal[91][96][98] P. Other Financial Information Q1 2024 'Other Expenses, Net' totaled $59 million, driven by equity and foreign currency losses, while 'Other Noncurrent Assets' were $1,605 million Other Expenses, Net (First Quarter Ended March 31) | Component (in millions) | 2024 | 2023 | | :---------------------- | :--- | :--- | | Equity loss | $27 | $95 | | Foreign currency losses (gains), net | 24 | (16) | | Net loss from asset sales | 11 | 14 | | Net loss (gain) on mark-to-market derivative instruments | 5 | (26) | | Non-service costs – pension and other postretirement benefits | 4 | 3 | | Other, net | (12) | (16) | | Total | $59 | $54 | Other Noncurrent Assets (as of March 31, 2024 and December 31, 2023) | Asset (in millions) | March 31, 2024 | December 31, 2023 | | :------------------ | :------------- | :---------------- | | Value added tax credits | $324 | $336 | | Prepaid gas transmission contract | 285 | 297 | | Gas supply prepayment | 262 | 283 | | Deferred mining costs, net | 179 | 187 | | Goodwill | 146 | 146 | | Prepaid pension benefit | 127 | 125 | | Noncurrent prepaid tax asset | 69 | 73 | | Noncurrent restricted cash | 66 | 71 | | Intangibles, net | 36 | 37 | | Other | 111 | 95 | | Total | $1,605 | $1,650 | Cash and Cash Equivalents and Restricted Cash (as of March 31, 2024 and December 31, 2023) | Metric (in millions) | March 31, 2024 | December 31, 2023 | | :------------------- | :------------- | :---------------- | | Cash and cash equivalents | $1,358 | $944 | | Current restricted cash | 31 | 32 | | Noncurrent restricted cash | 66 | 71 | | Total | $1,455 | $1,047 | Q. Supplier Finance Programs Alcoa participates in supplier finance programs, with $100 million in outstanding invoices at March 31, 2024, allowing early supplier payments without affecting Alcoa's obligations - Alcoa has supplier finance programs with third-party financial institutions, enabling suppliers to receive early payments for qualifying invoices. Alcoa's obligations and payment terms to suppliers are not impacted[107] - As of March 31, 2024, $100 million in qualifying supplier invoices were outstanding under these programs (vs. $104 million at December 31, 2023), with payment terms ranging from 45 to 110 days. These obligations are included in Accounts payable, trade[107] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses Alcoa's Q1 2024 financial condition and operations, covering business updates, net loss, sales, segment performance, and liquidity, including the Alumina Limited acquisition Business Update Q1 2024 saw Alcoa agree to acquire Alumina Limited, restart smelter pots, curtail Kwinana refinery, launch a $100 million productivity program, and issue $750 million in green bonds - Alcoa entered a binding agreement on March 11, 2024, to acquire Alumina Limited, aiming to enhance its position as a leading pure-play, upstream aluminum company and simplify its corporate structure[108][109] - In Q1 2024, Alcoa completed the restart of one potline (54,000 mtpy) at Warrick Operations and approximately 6% of pots at the San Ciprián smelter, in compliance with viability agreements[114][116] - Alcoa announced the full curtailment of the Kwinana refinery in January 2024, to be completed in Q2 2024, due to factors including age, scale, operating costs, bauxite grades, and market conditions[117] - The Company completed a $750 million green bond issuance in March 2024 under its new Green Finance Framework, with net proceeds supporting decarbonization, water management, R&D, renewable energy, and low-carbon product projects[118] - Alcoa initiated a global productivity and competitiveness program in Q1 2024, targeting approximately $100 million in operating cost savings (excluding raw materials, energy, and transportation) by Q1 2025[119] Results of Operations Alcoa's Q1 2024 net loss was $252 million, with sales decreasing to $2,599 million due to lower aluminum prices, and restructuring charges rising to $202 million Selected Financial Data (Quarter Ended March 31, 2024 vs. Dec 31, 2023 & March 31, 2023) | Metric (in millions, except per-share) | Mar 31, 2024 | Dec 31, 2023 | Mar 31, 2023 | | :------------------------------------ | :----------- | :----------- | :----------- | | Sales | $2,599 | $2,595 | $2,670 | | Cost of goods sold | 2,404 | 2,425 | 2,404 | | Restructuring and other charges, net | 202 | (11) | 149 | | Net loss attributable to Alcoa Corporation | $(252) | $(150) | $(231) | | Diluted loss per share | $(1.41) | $(0.84) | $(1.30) | | Third-party shipments of alumina (kmt) | 2,397 | 2,259 | 1,929 | | Third-party shipments of aluminum (kmt) | 634 | 638 | 600 | | Average realized price per metric ton of alumina | $372 | $344 | $371 | | Average realized price per metric ton of aluminum | $2,620 | $2,678 | $3,079 | - Net loss attributable to Alcoa Corporation was $252 million in Q1 2024, an unfavorable change of $102 million sequentially (from $150 million in Q4 2023) and $21 million year-over-year (from $231 million in Q1 2023)[125] - Sales decreased $71 million year-over-year, primarily due to lower average realized aluminum prices and lower volumes and price from bauxite offtake and supply agreements, partially offset by higher alumina shipments[126][127] - Cost of goods sold as a percentage of sales increased 2% year-over-year, mainly due to higher production costs in the Alumina segment and lower average realized aluminum prices, partially offset by favorable raw material and energy costs[128][133] - Restructuring and other charges, net, increased to $202 million in Q1 2024 (from $(11) million in Q4 2023 and $149 million in Q1 2023), primarily due to the Kwinana alumina refinery curtailment[135][136] Segment Information Alumina segment Adjusted EBITDA rose to $139 million in Q1 2024, while Aluminum segment Adjusted EBITDA fell to $50 million, impacted by prices and production costs - Alumina Segment Adjusted EBITDA increased to $139 million in Q1 2024, up from $84 million in Q4 2023 and $103 million in Q1 2023. This was driven by a higher average realized price ($28/ton sequentially) and lower energy and raw material costs[159][163] - Alumina production decreased 4% sequentially and 3% year-over-year, primarily due to reduced production at Australian refineries from lower bauxite grade, partially offset by increased production at the San Ciprián refinery[153][154] - Aluminum Segment Adjusted EBITDA decreased to $50 million in Q1 2024, down from $88 million in Q4 2023 and $184 million in Q1 2023. This decline was primarily due to lower average realized prices ($58/ton sequentially, $459/ton year-over-year) and higher production costs[173][174][176] - Aluminum production increased 5% year-over-year in Q1 2024, driven by restarts at the Warrick and Alumar smelters. However, the Alumar smelter experienced operational instability[166][172] Alumina Segment Key Metrics (Quarter Ended March 31) | Metric (kmt or millions) | Mar 31, 2024 | Dec 31, 2023 | Mar 31, 2023 | | :----------------------- | :----------- | :----------- | :----------- | | Bauxite production (mdmt) | 10.1 | 10.4 | 9.9 | | Alumina production (kmt) | 2,670 | 2,789 | 2,755 | | Third-party alumina shipments (kmt) | 2,397 | 2,259 | 1,929 | | Total sales | $1,356 | $1,354 | $1,278 | | Segment Adjusted EBITDA | $139 | $84 | $103 | | Average realized third-party price per metric ton of alumina | $372 | $344 | $371 | Aluminum Segment Key Metrics (Quarter Ended March 31) | Metric (kmt or millions) | Mar 31, 2024 | Dec 31, 2023 | Mar 31, 2023 | | :----------------------- | :----------- | :----------- | :----------- | | Production (kmt) | 542 | 541 | 518 | | Total shipments (kmt) | 634 | 638 | 600 | | Total segment third-party sales | $1,638 | $1,683 | $1,810 | | Segment Adjusted EBITDA | $50 | $88 | $184 | | Average realized third-party price per metric ton | $2,620 | $2,678 | $3,079 | | Average cost per metric ton of aluminum shipped | $2,474 | $2,483 | $2,695 | Environmental Matters This section refers to Note O for detailed environmental matters, including Alcoa's participation in site assessments, cleanups, and remediation reserves - For detailed information on environmental matters, refer to the Environmental Matters section of Note O to the Consolidated Financial Statements in Part I Item 1 of this Form 10-Q[183] Liquidity and Capital Resources Alcoa's liquidity is deemed adequate; Q1 2024 cash used for operations increased to $223 million, while financing cash flow surged to $754 million from green bond issuance - Management believes Alcoa's cash on hand, projected cash flows, and liquidity options are adequate to fund short-term and long-term operating and investing needs, with no significant debt maturities until 2027[184] - Cash used for operations was $223 million in Q1 2024, compared to $163 million in Q1 2023. This unfavorable change was primarily due to a $22 million increase in net loss (excluding restructuring) and a $23 million increase in working capital accounts, mainly receivables[187][189] - Cash provided from financing activities was $754 million in Q1 2024, a significant increase from $40 million in Q1 2023. This was primarily driven by $737 million net proceeds from the 2031 green bond issuance and $55 million in net contributions from noncontrolling interest[190][193] - Cash used for investing activities was $117 million in Q1 2024 (vs. $102 million in Q1 2023), primarily for $101 million in capital expenditures and $17 million in cash contributions to the ELYSIS partnership[201] - Credit ratings for Alcoa Corporation and ANHBV's long-term debt were downgraded by Moody's, Fitch, and Standard and Poor's in March 2024, with outlooks revised to stable[199][200] Recently Adopted and Recently Issued Accounting Guidance This section refers to Note B for details on recently adopted and issued accounting guidance, including ASUs on income tax and segment expense disclosures - For information on recently adopted and issued accounting guidance, refer to Note B to the Consolidated Financial Statements in Part I Item 1 of this Form 10-Q[202] Dissemination of Company Information Alcoa Corporation will disseminate future company developments and financial performance via its website, press releases, SEC filings, and webcasts - Alcoa Corporation will disseminate future company developments and financial performance through its website (www.alcoa.com), press releases, SEC filings, conference calls, and webcasts[203] Item 3. Quantitative and Qualitative Disclosures About Market Risk Alcoa's market risk exposure remains materially unchanged since December 31, 2023, with further details available in the Annual Report and Note M - Alcoa Corporation's exposure to market risk has not materially changed since December 31, 2023[204] - For additional information on market risk, refer to Part II Item 7A of Alcoa Corporation's Annual Report on Form 10-K for the year ended December 31, 2023, and Note M to the Consolidated Financial Statements in Part I Item 1 of this Form 10-Q[204] Item 4. Controls and Procedures Alcoa's CEO and CFO affirmed the effectiveness of disclosure controls and procedures as of March 31, 2024, with no material changes in internal control - Alcoa Corporation's CEO and CFO concluded that the Company's disclosure controls and procedures were effective as of March 31, 2024[205] - There have been no changes in internal control over financial reporting during Q1 2024 that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting[206] PART II – OTHER INFORMATION Item 1. Legal Proceedings Alcoa is involved in various legal proceedings, including environmental and tax matters, but management expects no material adverse effect on financial position - Alcoa is involved in various lawsuits and claims, including environmental, safety and health, commercial, tax, product liability, intellectual property infringement, employment, and employee and retiree benefit matters[207] - Management believes that the disposition of these pending or asserted matters will not have a material adverse effect, individually or in the aggregate, on the financial position of the Company[207] - For additional information regarding legal proceedings, refer to Part I Item 1 of this Form 10-Q in Note O to the Consolidated Financial Statements[209] Item 1A. Risk Factors This section outlines risks associated with the proposed Alumina Limited acquisition, including significant costs, potential delays from approvals, and adverse impacts if the transaction fails - Alcoa expects to incur significant costs associated with the proposed acquisition of Alumina Limited, including financial advisor, filing, legal, accounting, and regulatory fees, some of which are payable regardless of transaction completion[211] - Completion of the Alumina Limited acquisition is subject to various conditions, including shareholder and court approvals, regulatory clearances (antitrust, foreign investment in Australia and Brazil), and NYSE listing approval for Alcoa shares. Delays or failure to obtain these approvals could prevent completion[212][213][216] - If the transaction is not completed, Alcoa's business and operations could be adversely affected, potentially leading to negative financial market reactions, litigation, and termination fees (e.g., $20 million if Alumina Limited terminates due to Alcoa's failure to obtain stockholder approval, or $50 million in other circumstances)[214][215][218] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds Alcoa did not repurchase common stock in Q1 2024, with $500 million remaining available under its ongoing share repurchase program Issuer Purchases of Equity Securities (First Quarter Ended March 31, 2024) | Period | Total Number of Shares Purchased | Weighted Average Price Paid Per Share | Total Number of Shares Purchased as Part of Publicly Announced Program | Approximate Dollar Value of Shares that May Yet be Purchased Under the Program | | :---------------------- | :------------------------------- | :------------------------------------ | :--------------------------------------------------------------------- | :----------------------------------------------------------------------------- | | January 1 to January 31 | — | — | — | $500,000,000 | | February 1 to February 29 | — | — | — | $500,000,000 | | March 1 to March 31 | — | — | — | $500,000,000 | | Total | — | — | — | | - As of March 31, 2024, Alcoa Corporation did not repurchase any shares of its common stock[218] - Alcoa has a common stock repurchase program, approved in July 2022, authorizing up to $500 million in repurchases. The full $500 million remains available for repurchase as of the report date[218] Item 5. Other Information No directors or officers adopted, modified, or terminated Rule 10b5-1 or non-Rule 10b5-1 trading arrangements in Q1 2024 - None of Alcoa's directors or officers adopted, modified, or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement during the fiscal quarter ended March 31, 2024[219] Item 6. Exhibits This section lists exhibits filed with Form 10-Q, including Alumina Limited acquisition agreements, Senior Notes indenture, and executive certifications - Exhibits include the Scheme Implementation Deed for the Alumina Limited acquisition, the Indenture for the 7.125% Senior Notes due 2031, and certifications of principal executive and financial officers[221] - Certain schedules, exhibits, and appendices have been omitted in accordance with Item 601(a)(5) of Regulation S-K, with the Company undertaking to furnish copies upon request[221] SIGNATURES The report was signed on May 2, 2024, by Molly S. Beerman, EVP and CFO, and Renee R. Henry, SVP and Controller - The report was signed on May 2, 2024, by Molly S. Beerman, Executive Vice President and Chief Financial Officer, and Renee R. Henry, Senior Vice President and Controller[224]