form 8-k current report pursuant to …2015/07/15 · current report pursuant to section 13 or...

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): July 13, 2015 (July 7, 2015)

ALCOA INC. (Exact name of Registrant as specified in its charter)

Office of Investor Relations 212-836-2674 Office of the Secretary 212-836-2732

(Registrant’s telephone number, including area code)

(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:

Pennsylvania 1-3610 25-0317820(State or Other Jurisdiction

of Incorporation) (Commission File Number)

(I.R.S. Employer Identification Number)

390 Park Avenue, New York, New York 10022-4608(Address of Principal Executive Offices) (Zip Code)

Written communications 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 communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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

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As previously disclosed, on July 25, 2014, Alcoa Inc. (the “Company”) entered into a Five-Year Revolving Credit Agreement, dated as of July 25, 2014 (the “Credit Agreement”), among the Company, a syndicate of lenders and issuers party thereto from time to time, Citibank, N.A., as administrative agent for the lenders and issuers (the “Administrative Agent”), and JPMorgan Chase Bank, N.A., as syndication agent.

On July 7, 2015, the Administrative Agent notified the Company that all required lender and issuer consents had been received to extend the maturity date of the Credit Agreement from July 25, 2019 to July 25, 2020 pursuant to the Extension Request and Amendment Letter, dated as of June 5, 2015, among the Company, each lender and issuer party thereto, and the Administrative Agent (the “Extension Request and Amendment Letter”). The Extension Request and Amendment Letter also amended the respective definitions of “LIBO Rate” and “Federal Funds Rate” to provide that if such rate is less than zero, such rate will be deemed zero for the purposes of the Credit Agreement; and modified the nature of the letter of credit fronting obligation of each issuer named on Schedule 2.01(b) of the Credit Agreement from committed to uncommitted.

The foregoing description of the amendments to the Credit Agreement is qualified in its entirety by reference to the full text of the Extension Request and Amendment Letter, which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.

In the ordinary course of their respective businesses, the lenders and issuers under the Credit Agreement or their affiliates, have performed, and may in the future perform, commercial banking, investment banking, trust, advisory or other financial services for the Company and its affiliates for which they have received, and will receive, customary fees and expenses.

Ernesto Zedillo, a director of the Company, serves as a director of Citigroup Inc., an affiliate of Citibank, N.A., the Administrative Agent, a lender and an issuer under the Credit Agreement, and Citigroup Global Markets Inc., a joint lead arranger and book-runner under the Credit Agreement. Klaus Kleinfeld, Chairman and Chief Executive Officer and a director of the Company, and James W. Owens, a director of the Company, serve as directors of Morgan Stanley, the parent company of Morgan Stanley Bank, N.A., a co-documentation agent and a lender under the Credit Agreement. Arthur D. Collins, Jr., a director of the Company, serves as a director of U.S. Bancorp, the parent company of U.S. Bank, National Association, a lender under the Credit Agreement.

On July 8, 2015, Alcoa Inc. held its second quarter 2015 earnings conference call, broadcast live by webcast. A transcript of the call and a copy of the slides presented during the call are attached hereto as Exhibits 99.1 and 99.2, respectively, and are hereby incorporated by reference.

The information in Item 2.02 of this report, including Exhibits 99.1 and 99.2, is being furnished in accordance with the provisions of General Instruction B.2 of Form 8-K.

The information set forth under “Item 1.01. Entry into a Material Definitive Agreement” of this report is hereby incorporated by reference in this Item 2.03.

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Item 1.01. Entry into a Material Definitive Agreement.

Item 2.02. Results of Operations and Financial Condition.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

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The following is filed as an exhibit to this report:

The following are furnished as exhibits to this report:

Forward-Looking Statements

This communication contains statements that relate to future events and expectations and as such constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include those containing such words as “anticipates,” “believes,” “could,” “estimates,” “expects,” “forecasts,” “intends,” “may,” “outlook,” “plans,” “projects,” “seeks,” “sees,” “should,” “targets,” “will,” “would,” or other words of similar meaning. All statements that reflect Alcoa’s expectations, assumptions or projections about the future other than statements of historical fact are forward-looking statements, including, without limitation, forecasts concerning global demand growth for aluminum, end market conditions, supply/demand balances, and growth opportunities for aluminum in automotive, aerospace, and other applications; targeted financial results or operating performance; statements about Alcoa’s strategies, outlook, and business and financial prospects; and statements regarding the acceleration of Alcoa’s portfolio transformation, including the expected benefits of acquisitions, including the completed acquisition of the Firth Rixson business and TITAL, and the pending acquisition of RTI International Metals, Inc. (RTI). These statements reflect beliefs and assumptions that are based on Alcoa’s perception of historical trends, current conditions, and expected future developments, as well as other factors management believes are appropriate in the circumstances. Forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties, and changes in circumstances that are difficult to predict. Important factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements include: (a) material adverse changes in aluminum industry conditions, including global supply and demand conditions and fluctuations in London Metal Exchange-based prices and premiums, as applicable, for primary aluminum, alumina, and other products, and fluctuations in indexed-based and spot prices for alumina; (b) deterioration in global economic and financial market conditions generally; (c) unfavorable changes in the markets served by Alcoa, including aerospace, automotive, commercial transportation, building and construction, packaging, defense, and industrial gas turbine; (d) the impact of changes in foreign currency exchange rates on costs and results, particularly the Australian dollar, Brazilian real, Canadian dollar, euro, and Norwegian kroner; (e) increases in energy costs or the unavailability or interruption of energy supplies; (f) increases in the costs of other raw materials; (g) Alcoa’s inability to achieve the level of revenue growth, cash generation, cost savings, improvement in profitability and margins, fiscal discipline, or strengthening of competitiveness and operations (including moving its alumina refining and aluminum smelting businesses down on the industry cost curves and increasing revenues and improving margins in its Global Rolled Products and Engineered Products and Solutions segments) anticipated from its restructuring programs and productivity improvement, cash sustainability, technology, and other initiatives; (h) Alcoa’s inability to realize expected benefits, in each case as planned and by targeted completion dates, from acquisitions (including achieving the expected levels of synergies, revenue growth, or EBITDA margin improvement), sales of assets, closures or curtailments of facilities, newly constructed, expanded, or acquired facilities, or international joint ventures, including the joint venture in Saudi Arabia; (i) political, economic, and

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Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

10.1 Extension Request and Amendment Letter, dated as of June 5, 2015, among Alcoa Inc., each lender and issuer party thereto, and Citibank, N.A., as Administrative Agent, effective July 7, 2015.

99.1 Transcript of Alcoa Inc. second quarter 2015 earnings call.

99.2 Slides presented during Alcoa Inc. second quarter 2015 earnings call.

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regulatory risks in the countries in which Alcoa operates or sells products, including unfavorable changes in laws and governmental policies, civil unrest, imposition of sanctions, expropriation of assets, or other events beyond Alcoa’s control; (j) the outcome of contingencies, including legal proceedings, government or regulatory investigations, and environmental remediation; (k) the impact of cyber attacks and potential information technology or data security breaches; (l) failure to receive the required votes of RTI’s shareholders to approve the merger of RTI with Alcoa, or the failure to satisfy the other closing conditions to the acquisition; (m) the risk that acquisitions (including Firth Rixson, TITAL and RTI) will not be integrated successfully or such integration may be more difficult, time-consuming or costly than expected; (n) the possibility that certain assumptions with respect to RTI or the acquisition could prove to be inaccurate, including the expected timing of closing; (o) the loss of customers, suppliers and other business relationships as a result of acquisitions, competitive developments, or other factors; (p) the potential failure to retain key employees of Alcoa or acquired businesses; (q) the effect of an increased number of Alcoa shares outstanding as a result of the acquisition of RTI; (r) the impact of potential sales of Alcoa common stock issued in the RTI acquisition; (s) failure to successfully implement, to achieve commercialization of, or to realize expected benefits from, new or innovative technologies, equipment, processes, or products, including the MicromillTM, innovative aluminum wheels, and advanced alloys; and (t) the other risk factors discussed in Alcoa’s Form 10-K for the year ended December 31, 2014, and other reports filed with the Securities and Exchange Commission. Alcoa disclaims any obligation to update publicly any forward-looking statements, whether in response to new information, future events or otherwise, except as required by applicable law. Market projections are subject to the risks discussed above and other risks in the market. Nothing on Alcoa’s website is included or incorporated by reference herein.

Additional Information and Where to Find It

This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The proposed business combination transaction between Alcoa and RTI will be submitted to the shareholders of RTI for their consideration. Alcoa has filed with the Securities and Exchange Commission (SEC) a Registration Statement on Form S-4 (Registration No. 333-203275) containing a definitive proxy statement of RTI that also constitutes a prospectus of Alcoa, and RTI has mailed the proxy statement/prospectus to its shareholders. Alcoa and RTI also plan to file other documents with the SEC regarding the proposed transaction. INVESTORS AND SECURITY HOLDERS OF RTI ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. You may obtain copies of all documents filed with the SEC regarding this transaction, free of charge, at the SEC’s website (www.sec.gov). You may also obtain these documents, free of charge, from Alcoa’s website (www.alcoa.com). You may also obtain these documents, free of charge, from RTI’s website (www.rtiintl.com).

Participants in the Solicitation

Alcoa, RTI, and certain of their respective directors, executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies from RTI shareholders in connection with the proposed transaction. You can find information about Alcoa’s executive officers and directors in its definitive proxy statement filed with the SEC on March 19, 2015, its Annual Report on Form 10-K filed with the SEC on February 19, 2015 and in the above-referenced Registration Statement on Form S-4. You can find information about RTI’s executive officers and directors in the proxy statement/prospectus and in RTI’s Annual Report on Form 10-K filed with the SEC on February 26, 2015. You can obtain free copies of these documents from Alcoa and RTI as described in the preceding paragraph.

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SIGNATURES

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.

Date: July 13, 2015

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ALCOA INC.

By: /s/ Audrey Strauss Name: Audrey StraussTitle: Executive Vice President,

Chief Legal Officer and Secretary

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EXHIBIT INDEX

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ExhibitNo. Description

10.1

Extension Request and Amendment Letter, dated as of June 5, 2015, among Alcoa Inc., each lender and issuer party thereto, and Citibank, N.A., as Administrative Agent, effective July 7, 2015.

99.1 Transcript of Alcoa Inc. second quarter 2015 earnings call.

99.2 Slides presented during Alcoa Inc. second quarter 2015 earnings call.

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EXHIBIT 10.1

EXTENSION REQUEST AND AMENDMENT LETTER

June 5, 2015

Citibank, N.A., as Administrative Agent 1615 Brett Road, Building #3 New Castle, Delaware 19720 Attention: Bank Loans Syndications Department

and to each Lender and Issuer under the Credit Agreement (as defined below)

Ladies and Gentlemen:

Reference is made to the Credit Agreement, dated as of July 25, 2014 (as the same may be amended, modified or supplemented from time to time, the “Credit Agreement”) among Alcoa Inc., a Pennsylvania corporation (“Alcoa”), the Lenders and Issuers party thereto, Citibank N.A., as Administrative Agent for the Lenders and Issuers, and JPMorgan Chase Bank, N.A., as Syndication Agent. Capitalized terms used herein and not otherwise defined herein are used herein as defined in the Credit Agreement.

Pursuant to Section 2.21 of the Credit Agreement, Alcoa hereby requests that the Initial Scheduled Maturity Date be extended to July 25, 2020 (the “First Extended Maturity Date”).

Alcoa agrees to pay each Lender that agrees to extend its Commitment to the First Extended Maturity Date an upfront fee in the amount of 0.05% of the amount of such extending Lender’s Commitment as of the date such Lender agrees to so extend its Commitment, such fee being earned, due and payable as of such date.

Alcoa also requests that the Credit Agreement be amended in accordance with Section 10.08 of the Credit Agreement as follows:

Alcoa hereby represents and warrants that the representations and warranties set forth in Article III of the Credit Agreement are true and correct in all material respects on and as of the date hereof, except to the extent such representations and warranties expressly relate to an earlier date (in which case they shall be true and correct in all material respects as of such earlier date) and that no Event of Default or Default has occurred and is continuing.

(i) inserting the following sentence at the end of the definition of “LIBO Rate”: “Notwithstanding the foregoing, if the LIBO Rate shall be less than zero, such rate shall be deemed zero for the purposes of this Agreement.”

(ii) inserting the following sentence at the end of the definition of “Federal Funds Rate”: “Notwithstanding the foregoing, if the Federal Funds Rate shall be less than zero, such rate shall be deemed zero for the purposes of this Agreement.”

(iii) deleting the words “agrees to Issue” in Section 2.22(a) of the Credit Agreement and replacing them with the following: “, in its sole discretion, may elect to Issue”.

(iv) deleting the words “shall, on the requested date, Issue” in the first sentence of Section 2.22(d) of the Credit Agreement and replacing them with the following: “, in its sole discretion, may elect to Issue, on the requested date”.

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The amendments set forth herein are effective solely for the purposes set forth herein and shall be limited precisely as written. Except as expressly provided herein, this letter shall not be deemed to (i) be a consent to any amendment, waiver or modification of any other term or condition of the Credit Agreement or any other Loan Document, or (ii) operate as a waiver or otherwise prejudice any right, power or remedy that the Administrative Agent, the Issuers or Lenders may now have or may have in the future under or in connection with the Credit Agreement or any other Loan Document, except as specifically set forth herein. The Credit Agreement, together with this letter, shall be read and construed as a single agreement. All references in the Loan Documents to the Credit Agreement or any other Loan Document shall hereafter refer to the Credit Agreement or any other Loan Document as amended hereby.

This letter may be executed in any number of counterparts, each of which when so executed and delivered shall be deemed to be an original, but all of which when taken together shall constitute a single instrument. Delivery of an executed counterpart of a signature page of this letter by facsimile or any other electronic transmission shall be effective as delivery of a manually executed counterpart hereof. Each party hereto irrevocably waives all right to trial by jury in any action, proceeding or counterclaim (whether based on contract, tort or otherwise) arising out of or relating to this letter or the transactions contemplated hereby.

This letter shall be governed by, and construed and interpreted in accordance with, the law of the State of New York.

[Signature page follows]

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[Alcoa Extension Request and Amendment Letter]

ALCOA INC.

By: /s/ Peter Hong Name: Peter HongTitle: Vice President and Treasurer

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ACCEPTED AND AGREED as of June 11, 2015:

We hereby agree (i) to the amendments set forth herein and (ii) with respect to our Commitment, the Initial Scheduled Maturity Date shall be extended to the First Extended Maturity Date

CITIBANK, N.A., individually and as Administrative Agent, Lender and Issuer


By: /s/ Michael Vondriska Name: Michael VondriskaTitle: Vice President

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JPMorgan Chase Bank, N.A., as a Lender and Issuer


By: /s/ Peter Predun Name: Peter PredunTitle: Executive Director

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BNP Paribas as a Lender


By: /s/ Claudia Zarate Name: Claudia ZarateTitle: Director

By: /s/ Nicolas Anberree Name: Nicolas AnberreeTitle: Vice President

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ACCEPTED AND AGREED as of July 1, 2015:


Credit Suisse AG, Cayman Islands Branch, as a Lender


By: /s/ William O’Daly Name: William O’DalyTitle: Authorized Signatory

By: /s/ Franziska Schoch Name: Franziska SchochTitle: Authorized Signatory

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GOLDMAN SACHS BANK USA, as a Lender


By: /s/ Rebecca Kratz Name: Rebecca KratzTitle: Authorized Signatory

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Morgan Stanley Bank, N.A., as a Lender


By: /s/ Michael King Name: Michael KingTitle: Authorized Signatory

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We hereby agree to the amendments set forth herein and with respect to our Commitment, the Initial Scheduled Maturity Date shall be extended to the First Extended Maturity Date

ROYAL BANK OF CANADA, as a Lender


By: /s/ Sinan Tarlan Name: Sinan TarlanTitle: Authorized Signatory

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The Bank of Tokyo Mitsubishi UFJ, as a Lender


By: /s/ Ravneet Mumick Name: Ravneet MumickTitle: Director

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We hereby agree (i) to the amendments set forth herein and (ii) with respect to our Commitment, the Initial Scheduled Maturity Date shall be extended to the First Extended Maturity Date.

Mizuho Bank, Ltd. as a Lender


By: /s/ Donna DeMagistris Name: Donna DeMagistrisTitle: Authorized Signatory

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Australia and New Zealand Banking Group Limited, as a Lender


By: /s/ Robert Grillo Name: Robert GrilloTitle: Director

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BANCO BILBAO VIZCAYA ARGENTARIA, S.A. NEW YORK BRANCH as a Lender


By: /s/ Verónica Incera Name: Verónica InceraTitle: Managing Director

By: /s/ Anne Maureen Sarfati Name: Anne Maureen SarfatiTitle: Vice President-Structured Finance North

America

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BANK OF AMERICA, N.A., as a Lender


By: /s/ Lindsay Kim Name: Lindsay KimTitle: Vice President

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DEUTSCHE BANK AG NEW YORK BRANCH, as a Lender


By: /s/ Virginia Cosenza Name: Virginia CosenzaTitle: Vice President

By: /s/ Ming K. Chiu Name: Ming K. ChiuTitle: Vice President

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Intesa Sanpaolo S.p.A. – New York Branch, as a Lender and Issuer


By: /s/ William S. Denton Name: William S. DentonTitle: Global Relationship Manager

By: /s/ Francesco Di Mario Name: Francesco Di MarioTitle: F.V.P. & Head of Credit

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Sumitomo Mitsui Banking Corp., as a Lender


By: /s/ James D. Weinstein Name: James D. WeinsteinTitle: Managing Director

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THE BANK OF NEW YORK MELLON, as a Lender


By: /s/ William M. Feathers Name: William M. FeathersTitle: Vice President

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U.S. BANK NATIONAL ASSOCIATION, as a Lender


By: /s/ Kenneth Fieler Name: Kenneth FielerTitle: Vice President

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Westpac Banking Corporation, as a Lender


By: /s/ Stuart Brown Name: Stuart BrownTitle: Director

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BANCO BRADESCO S.A., NEW YORK BRANCH, as a Lender


By: /s/ Adrian A. G. Costa Name: B-205 - Adrian A. G. CostaTitle: Manager

By: /s/ Mauro Lopes Name: B-221 Mauro LopesTitle: Manager

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Credit Agricole Corporate & Investment Bank, as a Lender


By: /s/ Brad Matthews Name: Brad MatthewsTitle: Director

By: /s/ Gordon Yip Name: Gordon YipTitle: Director

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We hereby agree (i) to the amendments set forth herein and (ii) with respect to our Commitment of $90,000,000, the Initial Scheduled Maturity Date shall be extended to the First Extended Maturity Date

Industrial and Commercial Bank of China Limited, New York Branch, as a Lender


By: /s/ Yuqiang Xiao Name: Yuqiang XiaoTitle: General Manager

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We hereby agree (i) to the amendments set forth herein and (ii) with respect to our Commitment of $20,000,000, the Initial Scheduled Maturity Date shall be extended to the First Extended Maturity Date

Industrial and Commercial Bank of China Limited, New York Branch as a Lender


By: /s/ Peitao Chen Name: Peitao ChenTitle: Deputy General Manager

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Banco do Brasil S.A. acting through its New York Branch, as a Lender


By: /s/ Reinaldo Lima Name: Reinaldo LimaTitle: Deputy General Manager

By: /s/ Alexandre Alves de Souza Name: Alexandre Alves de SouzaTitle: General Manager

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Bank of China, New York Branch as a Lender


By: /s/ Haifeng Xu Name: Haifeng XuTitle: Executive Vice President

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China Merchants Bank Co., LTD., New York Branch as a Lender


By: /s/ Yu (Richard) Zhang Name: Yu (Richard) ZhangTitle: Head of Corporate Banking

U.S. Group

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PNC BANK, NATIONAL ASSOCIATION as a Lender


By: /s/ David B. Gookin Name: David B. GookinTitle: Executive Vice President

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SOCIETE GENERALE, as a Lender


By: /s/ Linda Tam Name: Linda TamTitle: Director

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Standard Chartered Bank, as a Lender


By: /s/ Pramita Saha Name: Pramita SahaTitle: Executive Director

By: /s/ Hsing H. Huang Name: Hsing H. HuangTitle: Associate Director

Standard Chartered Bank NY

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ACCEPTED AND AGREED as of June 30th, 2015:

We hereby agree to the amendments set forth herein and with respect to our Commitment, the Initial Scheduled Maturity Date shall be extended to the First Extended Maturity Date

TD Bank, N.A., as a Lender


By: /s/ Shreya Shah Name: Shreya ShahTitle: Senior Vice President

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Riyad Bank Houston Agency as a Lender


By: /s/ Michael Meiss Name: Michael MeissTitle: General Manager

By: /s/ Paul N. Travis Name: Paul N. TravisTitle: Vice President and Head of

Corporate Finance

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DBS Bank Ltd., as a Lender


By: /s/ Yeo How Ngee Name: Yeo How NgeeTitle: Managing Director

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Exhibit 99.1

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JULY 08, 2015 / 09:00PM GMT, AA - Q2 2015 Alcoa Inc Earnings Call CORPORATE PARTICIPANTS

Nahla Azmy Alcoa Inc. - VP of IR

Klaus Kleinfeld Alcoa Inc. - Chairman & CEO

William Oplinger Alcoa Inc. - EVP & CFO

CONFERENCE CALL PARTICIPANTS

Timna Tanners BofA Merrill Lynch - Analyst

David Lipschitz CLSA - Analyst

Tony Rizzuto Cowen and Company - Analyst

Brian MacArthur UBS - Analyst

Jeremy Kliewer Deutsche Bank - Analyst

Paretosh Misra Morgan Stanley - Analyst

PRESENTATION Operator

Good day, ladies and gentlemen, and welcome to the second-quarter 2015 Alcoa earnings conference call. My name is Tracy, and I will be your operator for today. As a reminder, today’s conference is being recorded for replay purposes. I would now like to turn the conference over to your host for today, Nahla Azmy, Vice President of Investor Relations. Please proceed. Nahla Azmy - Alcoa Inc. - VP of IR

Thank you, Tracy. Good afternoon, and welcome to Alcoa’s second-quarter 2015 earnings conference call. I’m joined by Klaus Kleinfeld, Chairman and Chief Executive Officer; and William Oplinger, Executive Vice President and Chief Financial Officer. After comments by Klaus and Bill, we will take your questions.

Before we begin, I’d like to remind you that today’s discussion will contain forward-looking statements relating to future events and expectations. You can find factors that cause the Company’s actual results to differ materially from these projections listed in today’s press release and presentations, and in our most recent SEC filings.

In addition, we have included some non-GAAP financial measures in our discussion. Reconciliations to the most directly-comparable GAAP financial measures can be found in today’s press release, in the appendix to today’s presentation, and on our website at www.alcoa.com under the “Invest” section. Any reference in our discussion today to historical EBITDA means adjusted EBITDA, for which we have provided calculations and reconciliations in the appendix. With that, I’d like to turn the call over to Klaus. Klaus Kleinfeld - Alcoa Inc. - Chairman & CEO

Very good, Nahla. Thank you. So let’s, in the usual fashion, summarize this quarter.

Solid operational results, transformation on track, really strong quarter, adjusted earnings up nearly 16%, driven by the downstream record profit, $210 million, up 4%, aerospace revenue is up 29%, midstream up 9%, profitability, auto sheet revenue up 180% year-over-year. And then the upstream. The solid performance in spite of the significant market headwinds. F

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On the alumina segment, it’s been the best first-half profit result since 2007, and on the primary metals, very resilient, even though the Midwest transaction price in this year has dropped by 22%. Productivity gains stand now to half year at $324 million for the quarter, coming from all segments, very, very good. Free cash flow at $205 million, and if you look at cash from operations, $472 million, and that’s after the $300 million that we paid for the Australia gas supply contract. Cash on hand stands at $1.3 billion.

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JULY 08, 2015 / 09:00PM GMT, AA - Q2 2015 Alcoa Inc Earnings Call Now let’s also look at transformation. It’s on track at Firth Rixson, I’ll talk about it later, on track. You see what we’re doing there.

Regulatory approvals for RTI, we have received all the necessary ones, RTI has scheduled the shareholder vote for July 21, and we expect to close by end of July. Micromill, really also exciting news. Qualification agreements are in place with eight major automotive customers from all three continents.

And then on the upstream side, as you know, we announced the capacity review and we are following up on this. We’ve completed this 12 year Australian gas supply contract, allowing us to stay competitive there. We’ve curtailed more part of the alumina refinery in Suriname.

We’ve closed down fully our Sao Luis smelter. We permanently closed Pocos de Caldas, the smelter in Brazil. We’ve announced the permanent closure of the Anglesea power station and the coal mine in Australia.

So this is a good fraction of the most important things we’ve done in this quarter, and all of these actions led to a really strong quarter that we see. With this, over to you, Bill, to give us more color on this. William Oplinger - Alcoa Inc. - EVP & CFO

Thanks, Klaus. Let’s review the income statement. Second-quarter 2015 revenues rose to $5.9 billion from $5.8 billion in the second quarter of 2014, up 1% year-over-year. Organic growth in aerospace, automotive and alumina, combined with acquisitions, grew second-quarter revenues by 12.7%.

This profitable growth more than offset an 11.7% decline in revenues caused by closing and divesting lower-margin businesses and market headwinds. This revenue shift reflects the positive effect of the Company’s transformation. Compared to a year-ago quarter basis, cost of goods sold percentage improved by 250 basis points, driven by strong productivity gains and a stronger US dollar, somewhat offset by cost increases, and lower metal premiums.

Overhead costs continued to decline both sequentially and year-over-year. Year-on-year EBITDA improved to $166 million, up 21% over the second quarter of 2014. This was driven by strong performance from alumina, EPS and GRP, offset partially by pricing and energy headwinds from primary metals.

The second-quarter effective tax rate of nearly 27% was lower than our expected operational tax rate of 31%, due to favorable net discrete and special taxes in the quarter of $22 million. Excluding this impact, our operational rate for the quarter and year-to-date was 31%, which is consistent with our expected operational rate for the year.

Overall, net income was $140 million or $0.10 a share. Excluding special items, net income was $250 million, up nearly 16%, versus the same period in 2014. This resulted in earnings per share excluding special items of $0.19.

Let’s take a closer look at the special items. In the quarter, we recorded an aftertax charge of $110 million or $0.09 per share, primarily restructuring related. We announced the closure of the Pocos smelter and Anglesea power plant and mine facilities resulting in a $95 million and $22 million aftertax charge respectively. The balance largely relates to a $9 million adjustment from the Mt. Holly sale and $6 million for the Suriname curtailment, along with headcount reduction programs in various businesses.

In total, roughly 45% of the restructuring-related charges are non-cash. Other special items for the quarter was a gain of $19 million on the sale of land around the Lake Charles anode facility, $5 million of acquisition fees related to the pending RTI transaction, and a benefit of discrete and special tax items totaling $22 million, all of which have been backed out of the operating earnings.

Let’s look at the results versus a year ago. Second-quarter adjusted earnings of $250 million were up 16% over the prior-year quarter. From a market perspective, the biggest driver was the favorable US dollar, driving an $85 million benefit.

The profit impact from higher volumes was favorable $43 million, benefiting from both organic and inorganic aerospace growth, market share gains, continued strong automotive demand, and to a lesser extent, growth in North American commercial transportation. Lower regional premiums drove the vast majority of the negative price impact.

Also, we delivered $209 million of aftertax productivity gains across all of our segments, which more than offset cost headwinds of $187 million from higher maintenance cost, labor and benefits, and some growth projects. The unfavorable energy impact of $56 million was driven by higher energy costs in Spain, and lower energy sales in Brazil. This was offset partially by lower energy costs in refining.

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JULY 08, 2015 / 09:00PM GMT, AA - Q2 2015 Alcoa Inc Earnings Call Let’s move to the segment results. First, I’d like to cover a change we made this quarter in our reporting. We received numerous comments from investors regarding the complexity and impact of metal lag to the mid and the downstream businesses.

Metal price lag quantifies the timing difference created when the average price of metal sold differs from the average cost of the metal, when purchased by the respective segment. Starting this quarter, we removed the impact of metal price lag from the results of GRP and EPS segments, to provide better insight into the underlying operating performance of these businesses. This revision does not have an impact on the consolidated results. Segment information for all periods has been revised, excluding this item from segment results is consistent with our treatment of LIFO accounting, both of which are now shown in our segment ATOI reconciliation.

So let me get to the EPS operational results. EPS delivered another record result in the quarter. Year-on-year revenues were up 15%, largely benefiting from the acquisitions.

Year-on-year robust growth can be attributed primarily to the aerospace and commercial transportation sectors. The EPS base business revenue was impacted negatively by the stronger US dollar, but on a same currency basis, revenues were up by 3%. EPS delivered an EBITDA margin of 21.5%, inclusive of Firth Rixson’s EBITDA contribution of $42 million.

The base business profitability was in line with last year’s result, when adjusting for the weaker US dollar. Overall, the segment showed an improvement of 1.1% sequentially. ATOI for the quarter was $210 million, up from $202 million in the prior year.

This included the benefit of the Firth Rixson acquisition, gross productivity improvements, and the volume share gains from the base business, which were partially offset by the negative currency impact, some cost increases, and price and mix weakness. As we look out into the third quarter, we expect EPS ATOI to be driven by a number of things.

The aerospace market is remaining strong. We see continued recovery in North American non-residential construction, weakness in Europe continues. We anticipate the usual European summer slowdown across all sectors, and we have continued strength in North American heavy duty truck build rates, and gradual recovery in Europe.

Lastly, we do expect an outage at one of the Savannah conventional presses for scheduled repairs. So in total, ATOI is expected to increase 5% to 10% year-over-year, which includes further currency pressures of $9 million.

Let’s move to GRP. Again, this segment has been revised to eliminate the impact of metal lag in the numbers. GRP year-on-year revenue was down 10%, largely driven by the divestitures or closures of six rolling mills in Australia, Spain and France, and Russia.

Also impacting it was lower metal prices, and the stronger US dollar. These more than offset record auto sheet shipments, coupled with healthy commercial transportation and aerospace growth. These volume gains, predominantly in automotive, and very strong productivity drove earnings higher, but were partially offset by the inability to pass the Rotterdam premium through in Russia, and investments made in the Saudi joint venture and Micromill projects.

As we look out into the third quarter, we expect GRP to be impacted by a number of factors. We see continued strong demand for auto sheet, combined with seasonal volume improvement in packaging. We see a reduction of premium impact in Russia sequentially, as the Rotterdam premium has come down, but it is still impacting the results on a year-over-year basis.

Packaging pricing pressures are expected to continue, and we have continued investments for the ramp-up of the Saudi Arabia rolling mill, and investment in the Micromill R&D. In total, ATOI for the segment is expected to increase 5% to 10% year-over-year, assuming current exchange rates.

Let’s move to the alumina segment. The alumina segment delivered very strong results again this quarter, resulting in the best first half since 2007. ATOI of $215 million was up $177 million from $38 million in the second quarter last year, but down slightly from the $221 million achieved in the first quarter. Second-quarter performance was driven by weaker market prices, which more than offset benefits from volume increases and productivity gains.

On a sequential basis, as we look out into the third quarter, we expect it to be impacted by a number of factors. 75% of third party shipments are now on API or spot pricing for the full year of 2015. API will continue to follow the 30-day lag, whereas LME-based pricing follows a 60 day lag.

We do expect production up 40,000 metric tons due to one additional production day in the quarter, and the Saudi Arabia refinery is reaching stability, and earnings are expected to improve there by $5 million. Productivity and volume improvements will more than offset energy and cost increases by $15 million.

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JULY 08, 2015 / 09:00PM GMT, AA - Q2 2015 Alcoa Inc Earnings Call So we turn to primary metals. The primary metals segment clearly was negatively impacted by the lower premiums and pricing in the quarter. As Klaus referred to earlier, the all-in Midwest transaction price has fallen by 22% since the start of the year, and we’ve seen a 10% sequential decline in the realized pricing in this segment.

The energy impact in the segment was favorable due to lower power costs in the Pacific Northwest and Norway, and that was partially offset by lower earnings in our US energy generators. The higher costs in the segment are largely due to the result of additional costs at our curtailed sites.

Looking into the third quarter, we expect the following sequential impacts: Pricing will continue to follow a 15 day lag to the LME. Production very similar to the alumina segment, production will be up 10,000 metric tons, due to an additional day in the quarter.

Regional premiums continue to negatively impact this segment, and at current market rates, we would anticipate that to have a $70 million aftertax impact. Brazil energy sales should improve by $10 million, and the productivity and higher volume will more than offset energy and cost increases by about $8 million.

We move to days working capital. We continue to focus on driving down days working capital, toward the lows achieved last year. Excluding acquisitions, we achieved a two-day improvement versus the same period last year. Including the acquisitions, DWC was up one day year-on-year, and sequentially.

Overall, the base business reduced DWC by 12 days since the second quarter of 2010, providing over $700 million in free cash flow generation from working capital. This continues to be a significant area of focus and opportunity for the integration team, as we strive to bring Firth Rixson in line with the other EPS businesses.

Let’s move to the cash flow statement and liquidity. For the second quarter, cash from operations was $472 million, contributing to positive free cash flow for the quarter of $205 million. This positive result includes the investment of $300 million in the Western Australia gas supply contract.

Pension expense in the quarter of $122 million was in excess of cash contributions of — I’m sorry, of $84 million. The contributions year-to-date of $169 million represent 35% of our anticipated full-year total. Lastly, capital expenditures of $267 million in the quarter were comprised of $128 million for return-seeking capital projects, including the auto project in Tennessee and aero projects in LaPorte and Davenport, and $139 million for sustaining capital.

Now, if we turn to the balance sheet, we continue to maintain a strong balance sheet. From a liquidity perspective, we’re ending the quarter with $1.3 billion in cash on hand, and debt at $8.8 billion, resulting in net debt of $7.5 billion. For the quarter, debt to EBITDA was 2.1 times on a trailing last 12 months basis, which is below our target range of 2.25 to 2.75. I should also note that we’ve recently extended the maturity of our $4 billion revolver to July of 2020, an additional year.

Now, I’d like to conclude with a review of our progress towards the 2015 goals. As Klaus said, starting off on the productivity target, we are well ahead of our productivity target on a run rate basis. We are targeting $900 million, we’ve achieved $562 million year-to-date, or 60% of the target.

Year-to-date return-seeking capital spend has been $283 million and is anticipated to ramp up toward the $750 million target. Sustaining capital through the first half was $240 million, lower than the run rate necessary to spend $725 million for the year. As discussed in the prior slide, we’re ahead of our target leverage metric. And finally, while the commodity environment has made this target significantly more challenging, we’re maintaining our free cash flow target of $500 million.

Turning to the market fundamentals that influence our upstream business, in the alumina market, as you can see in the chart on the left, we’ve tightened our forecast by about 270,000 metric tons. This is largely attributed to lower than expected production ramp-up in the rest of the world, offset with slower curtailments of high-cost operating capacity in smelting.

Pricing for alumina, either spot or API index, of which I said 75% of our shipments for the year will be based on, has generally held up better than metal pricing, due to the fundamental differences in this part of the supply chain. Given the recent history for alumina, we continue to expect supply-demand balances moderating in the second half of the year, tempered by the supply side.

Now, let’s turn to the aluminum market. Starting with demand, we expect strong global demand growth for aluminum of 6.5% in 2015, or 57 million metric tons, led by China and growth in North American automotive consumption. We’re adjusting our aluminum outlook to a global surplus of 760,000 metric tons.

This is roughly 400,000 metric tons higher than our previous forecast, driven by our expectation of lower Chinese curtailments. We

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now expect a surplus in China of 2.2 million metric tons, compared to a forecast of 1.8 million metric tons last quarter. This is largely driven by the lack of follow through on curtailments on unprofitable operating capacity, even with the recent pressure on metal prices both in and outside of China.

While the rest of the world remains in a deficit, the new supply from China in the form of fake semis has filled an increasing share of that deficit, which has placed the rest of the world total price under pressure. Global inventories have declined, and now stand at 62 days of consumption, eight days lower than a year ago, and down from 66 days last quarter. We’re approaching the 30-year average of 61 days.



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JULY 08, 2015 / 09:00PM GMT, AA - Q2 2015 Alcoa Inc Earnings Call Lastly, premium started the year declining from historical highs, and continued to decline this quarter; however, regional premiums appear to be stabilizing in North America and Europe, while Asia is the weakest of the deficit region, suffering from high inventories and continuing Chinese semi imports. As we said last quarter, we’ve seen increases in semi exports coming out of China. Semi exports from China are up roughly 40% year-to-date, which we believe is largely related to fake semis.

Fake semis compete directly with primary metal by avoiding China’s 15% export duty tax, and capturing a 13% VAT rebate. At current metal pricing and premium levels, the economics of exports have deteriorated. But as we said before, we don’t believe this activity is in line with Chinese policy. Let me turn it back over to Klaus. Klaus Kleinfeld - Alcoa Inc. - Chairman & CEO

Thank you, Bill, and on with the markets. Let’s talk about the end markets. Let’s start with aerospace.

So we do believe that the aerospace market’s going to grow 8% to 9% this year. This is 1 percentage point down from our previous view, and that’s entirely due to the shift that we are seeing on the slower new platform ramp-up, mainly the A-350 and the C series. The good news of this is that all of this moves into 2016 and 2017, and there it leads to a nearly doubling of what we saw before, as the growth rates there.

Then, let’s look at the Paris Air Show, and there was a little bit of an oddity here, because right after the air show, the Chinese Premier Li visit to France. As usual, they signed a lot of contracts there, also for Airbus. If you add this up, the contracts that were signed in Paris, as well as at the then subsequent visit of the Premier, it adds up to $125 billion of orders and commitments for Airbus and Boeing alone. If you compare that with last year, Farnborough, that stood at $116 billion, so that’s actually pretty good news.

Order book on commercial jets is over nine years of production. The airline fundamentals continue to be solid, 6.7% passenger and 5.5% cargo demand, the underlying profitability continues to be good, and $29 billion is the estimate of IATA these days.

Let’s move on to automotive. Let’s start with North America. We expect 1% to 4%, sales currently are strong, with 4.4%, led by light trucks.

Production was up 1.7%. Inventories flat, on 60 days, and incentives are up 4.7%, driven by passenger cars and that’s a response to the strength in light trucks, and the weakness on passenger cars. The average transaction price is up, driven by the light trucks that are hot in demand, and obviously good news, also, for us.

On the automotive European side, we do believe that it’s going to go either down to minus 1% or to plus 3%, so a range. Production currently is flat, stands at plus 1.3%. Western Europe improves, while Russia further declines, but in total going up. Registrations are at 6.8% year-to-date, exports are at 1.6%.

China, we continue to see at 5% to 8%. Production stands at plus 5%, sales at 4%. And that’s where we are on automotive.

So let’s go to the next end market, heavy duty trucks and trailer. Let’s start with North America, and this is really a fascinating story. Last quarter, we said we expected growth this year between 6% to 8%, and we are ramping this up to 9% to 11%, and the reason for this is because we were originally assuming that the supply chain would not be able to support much higher build rates in the second quarter, and we are now seeing production peaking at plus 18.7% at 137,000 trucks.

The order book is large. It has increased 42% year-over-year, stands at 169,000 trucks, just compared to this, a 10-year average is 100,000 trucks. But orders are decreasing by 8.6% after the record fourth-quarter 2014 numbers. The fundamentals are very solid, 2.3% freight ton miles and a 54% fleet profitability in the first quarter this year.

On the European heavy trucks and trailer, we actually also take our number up. Used to be minus 5% to minus 7% for this year, and we believe it could be more likely to be around minus 2% to 0%. The reason for this is because we see the production increasing, by Western Europe 5.2%, and improving conditions in Western Europe, orders up 12.2%, registrations up 17.8%.

In China, we actually bring the number down. We used to think minus 9% to minus 11%. We now think minus 14% to minus 16%.

The production is down by 34%. This still suffers from the strong pull-ahead they had due to the Stage IV regulation. We believe this is going to normalize the more we go into the second quarter.

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JULY 08, 2015 / 09:00PM GMT, AA - Q2 2015 Alcoa Inc Earnings Call Packaging, really no news on the packaging front. So we’ll say North America, we still see minus 1% to minus 2%, carbonated soft drinks declining, beer increasing, but not enough to fully compensate for it. EU, the 1% to 2%, it’s the conversion from steel to aluminum in Western Europe, partially offset by declines in Eastern Europe. China 8% to 12% growth, it’s basically the penetration of aluminum in the beer segment.

Then, when you go to building and construction, actually we do believe in North America, continue to believe in the 4% to 5% growth for this year. The early indicators are really positive, non-residential contracts awarded stands at 13.6% in May. Architectural Billing Index positive at 51.9 in May. Case-Shiller home price index plus 4.1% year-over-year.

In the EU, we do believe it’s going to be minus 2 to minus 3. The weakness continues, but it varies, as it did already before, in our outlook across the market.

China, we take the number a little bit down. We used to see growth, but we used to think of the growth more between 7% to 9%. We now see it more 6% to 8%. It’s really the market drivers are relatively stable, but we do feel that there is a slower industrial production growth, it stands at 6.1%, reflecting commercial building and construction.

On industrial gas turbines, we continue to see growth here, 1% to 3%. This is driven by two factors really, the higher value-add products, the new high efficiency turbines with advanced technologies that customers find attractive.

And then secondly, it’s these strong US 60 hertz gas fired market, it’s up 19.5% year-to-date and that also drives the strong demand for spares and component upgrades for existing turbine all of this in the 60 hertz market. Unfortunately, the 50 hertz markets, mainly Europe, counters this, and gets tempered by it, because of the subsidized renewables that compete against us.

So much about the end markets, let’s go into Alcoa. This chart here you’ve seen before, but I want to remind you all that this is our game plan. We are really transforming the Company and we’re building these two value engines. On the one hand, the lightweight multi- materials innovation powerhouse, increasing share and exciting gross margin in aerospace, automotive, I’ve gone through all of them.

We have a full pipeline of innovative products and solutions. We’re really using all growth levers. You see it shining through this quarter again. We’re shifting the mix to higher value-add, again shining through. We are expanding in multi-material expertise.

At the same time, we are not neglecting our commodity business. We are continuing to make our commodity business more competitive, and how are we doing that, we’re doing it through all the actions that we have talked about, and Bill have talked about and I’ll share some more with you as we go through this.

The whole reason for it is because we can’t influence where pricing is going to be. You saw the pricing drop in the last weeks, but we can influence where we are on the cost curve, and we can through this, mitigate the down side risk, and you again see it also in the second-quarter results.

We also optimize the casthouse value, we shifted the pricing on the alumina pricing index — to the alumina pricing index. This year, we think 75% is going to be alumina pricing, index or spot. And we see productivity coming from all segments.

Let’s take a look at the value-add businesses first, and let’s start with aerospace, and I’m not going to go through all the gory details in this. One thing I want to remind everybody of, that don’t deal with these things every day, what we’ve done in aerospace, because obviously a lot of attention always goes on the acquisitions, but really, the great story is also on the organic growth sides, and be it on the jet engine side or be it on the air frame structures, we’ve done a lot here, on both sides.

And then comes the inorganic investments, the acquisitions, Firth Rixson doubled the engine content. You see it here depicted. The blue spots are Alcoa, the Firth Rixson ones are kind of orangey, and you see how it has worked.

We can now produce over 90% of the structural and rotating components of pretty much any jet engine with nickel and Ti-Aluminide in the hot section, and titanium aluminum steel in the cold section, and all of this being in our portfolio. That is really, really strong, a strong thing, a strong offering for our customers. And then looking at the logic behind RTI and TITAL, it’s basically complementing the titanium value chain on the midstream, as well as on the downstream side.

Let’s look at how this has positioned us in aerospace. This is a little complicated chart, but I think you all will appreciate that, because on the left-hand side, it shows all the major aerospace structures, right? And the bars represent the value-add that we, as Alcoa, have in there.

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And we’ve distinguished between the blue bar, Alcoa, and the gray bar is the acquisition, Firth Rixson and RTI, assuming that we will be able to close this by the end of July, as we’re expecting at this point in time. That’s what you see on the left-hand side. On the left-hand side, you actually, when you go through the numbers, you actually do see that we are on all major platforms. That’s in evidence.



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JULY 08, 2015 / 09:00PM GMT, AA - Q2 2015 Alcoa Inc Earnings Call Then the other thing, for those that don’t follow us every day, we are basically agnostic of whether the plane is being metallic or composite. And frankly, interestingly, on the composite plane, the 787, we have the highest shipset here, and that’s fantastic. We also see how the acquisitions have strengthened our position.

You see it on the left-hand side, but you see it even more so on the right-hand side. The right-hand side is now the same type of logic, but done for every jet engine platform. You actually see what I said before that Firth Rixson, the acquisition of Firth Rixson has doubled the content in every jet engine, that’s what’s reflected in here. I would call this all a very, very nice picture, in a very attractive market.

So saying that, let’s look a little deeper into the market. I already gave you my view on the market expectation for this year, and I also gave you my view on the market expectation for the next two years, right? Recently we’ve seen a lot of questions around how’s it going be in the long haul, going forward on long haul perspective.

So we put together a 10-year perspective, right? And this is what you see reflected here on this slide, right? And I think already the first view shows you this is a pretty robust growth picture. I’ll lead you through this.

What are the aerospace fundamentals? There are new fundamentals, and they are relatively strong. We see emerging Asia 100 million new passengers each year. This is a 5% compound average growth, that’s driving travel demand in the next 20 years, basically, on average.

Aircraft retirement, 600 aircraft per annum in the next 10 years. Lower operating costs for the next-generation aircraft. 20% more fuel efficiency, 30% better maintenance costs. And then look at what’s happening, and this is a result of this, we have an over nine-year production order book.

And we also have, if you look at how the orders are sitting there, we have a much more diversified customer base today. Before it was US and Europe. Now it’s very diversified, and this means it’s also lower risk, in case anything happens.

Now let’s talk about the bars going forward. What you see here, what we’ve done here, these gray bars, we’ve basically taken the most reputed analysts in this market, and looked at what they are forecasting, and then we put a min-max range in here, so that’s what you see here, the dark gray and the lighter gray.

And we also provided here a 2024 delivery probability, so that you get a feel where are they typically in this space. Obviously, this probability varies, depending on where you are going through the years, but it gives you an additional information. I think that’s important.

Interestingly, we could have — a lot of people project 20 years out. We could have done that, and then this would have actually looked even better, because a lot of people project a steep increase after 2024. We just didn’t do that, because I feel, given the volatility that wee we see in our markets, the 10-year outlook is probably the one that you should orient yourself around.

Here, I’m pretty happy with what I’m seeing here. This basically would mean we have growth in average of 3% to 5%. And in this growth market, with the position that we have, and with the innovations that we have in store, we can on top of it gain our market position, so grow, in a growing market. So attractive, just to clarify this, how we see this, because there’s been a lot of talk also about, is there a strong cyclicality coming, and this is the numbers that we see there and not we, but also the most reputed analysts see there, market experts see there, and we agree with that.

Let’s move on to the next one, and this is back to Alcoa. Let me update you on the most recent acquisitions. So, Firth Rixson, we closed end of last year. It’s on track to achieve a 2016 target.

The actuals for 2014 were $1 billion revenues, $150 million EBITDA, so 15.7% profitability. When you annualize the profitability that we see today on a run rate, you already see that we have been able to improve the performance. We have said we target for 2016, $350 million EBITDA and $1.6 billion revenues.

How are we going to get there? I think that was one of the questions I’ve heard quite a number of times from you, not just on the call but also on the one-on-ones. Basically, to make it easy, we put it in two buckets. The one bucket I would call productivity and synergy, so we have two elements in there. The one is a standalone productivity, and it’s around 5% to 6% that you can do pretty much in every business.

The second one is our synergies. As you remember, we said we’re going to get $100 million synergies, so we’re going to get $40 million up until 2016. The interesting thing, we track all of this, including by the way also, the standalone and incremental

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productivity at Firth Rixson already today with our degrees of implementation system.

So today, on the synergy side, we are 190% over-deployed. So I’m pretty comfortable to say that out of this alone, the synergies, we will get, by 2016, $50 million of net integration, $50 million benefit, net the integration costs, right? So even on the gross number, an even higher number, so this is one bucket.



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JULY 08, 2015 / 09:00PM GMT, AA - Q2 2015 Alcoa Inc Earnings Call The second bucket is the market and the share gains. The nice thing is, we are positioned in engine components that grow substantially above the market. So this is going to give us a lift.

So that’s the second part here, and then we also have identified certain opportunities where we believe that we have something unique to offer to our customers, and we are pursuing them as we speak. Unfortunately, life hits, and there are some headwinds, so we are also seeing some headwinds on the oil and gas, as well as on the mining side, but keep in mind, this is a very small percentage of the old Firth Rixson business, so not impacting us that much. This is our game plan here for Firth Rixson, and as I said, we are on track with this.

So let’s also talk about RTI, and get you up-to-speed on where we stand on this. I’m not going to go through all of these things, but just get you orientated. Remember, we did this because we are complementing our titanium portfolio on the mid and downstream. That’s basically the strategic merit, right?

What have we achieved so far? We’ve gotten the approvals from the US and from Europe, the RTI shareholders meeting is scheduled for July 21, and that’s why we expect to close end of July. We’ve basically said we’re going to get $100 million net synergies, 30% in year two, 100% in year four, and here you see a breakdown on the right hand side, and where we see those things, and obviously there’s quite a bit of detail already that have gone into this. Happy to address that in the Q&A, if anybody’s interested.

Operational productivity, $44 million. Procurement $20 million, overhead cost $20 million, and growth $25 million, and if you add that up, you will wonder why is that more than $100 million? Because this, you deduct from that $9 million of integration costs and then you get there.

So, so much about aerospace, acquisitions, so let’s also talk about midstream and automotive. And I think that the process that we have found now, to eliminate these metal swings, the metal lag out of the segment information, particularly for the midstream business, makes it much, much easier to answer the questions that you all have been asking, where do I see what’s happening there.

And I think you do see it, and you do see it also in this quarter. And you will see more of this, because the lightweighting trend will continue, and we are super well-positioned there. Why will it continue?

Because of the CAFE regulations, the OEMs need it. They need to lightweight. Alcoa has the solution, the end customers benefit from it. They get fuel efficiency and money savings, they get more payload. They get faster acceleration and improved braking.

When you think, by the way, when you think automotive, don’t just think auto sheet, also think of brazing sheet, and this is one of those untold stories, but brazing sheet revenues have doubled and profits have tripled in the last years, and it’s a very, very innovative business. So that if you add all of this up, and you go to right-hand side of this slide, you actually see what we are expecting here, and how this is ramping up, and you saw it already in the second quarter GRP numbers, this ramp-up is going exactly as planned, and I would say this is really a very, very good innovation story. So this concludes my value-add business.

Let’s also spend a minute on our commodity business. There’s a lot going on there, as we are reshaping our portfolio and gaining competitiveness. Remember, we restructured the businesses, and created those five separate units there, but overall, they fall into the alumina and the primary metals business.

On the alumina side, we are coming down the cost curve. We started on the 30th percentile. We’re now in the 25th, and we will go on down to the 21st. Primary same thing, 51st percentile start, now at the 43rd, we’ll go down to the 38th percentile.

I’ve just been asked by journalists, before I came here into this meeting, why is the upstream business so resilient? I said that’s why it’s so resilient, because we have been working on it, to bring it down on the cost curve. And then the next question was why is the alumina business doing so well?

Because it’s a different business, right? It’s a different business, and it has to be priced differently, and therefore, we’ve been changing it to alumina pricing index. What has been going on there on the mining side? Saudi Arabia mine pretty much done. Western Australia, we are now shipping bauxite samples to customers for testing, and can see whether we can also ship bauxite from Australia.

On the refining side, we’ve curtailed Suralco more. Completed the Western Australian gas deal. We expect 1.1 million from the refinery in Saudi Arabia, and we’ve come down $15 per metric ton on the cost curve.

Energy side, revised Intalco power contract. Permanent closure of our Anglesea power station as well as the coal mine. Smelting, curtailed Sao Luis entirely, permanent closure of the Pocos smelter, and the Saudi smelter will operate at nameplate 740,000 capacity

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this year. We’ve come down $50 on the cost curve, and we have in total reduced the cash cost by $435.



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JULY 08, 2015 / 09:00PM GMT, AA - Q2 2015 Alcoa Inc Earnings Call And on the casting side, we’re coming up with new and innovative foundry alloys. We’re upgrading our Baie-Comeau casthouse to meet the automotive demand.

So to sum it all up, this has been a strong quarter. We continued to deliver improved operational results. We captured the value at market share from our investments, and we drive continued upstream competitiveness. With this, let’s open the line for questions.

QUESTION AND ANSWER Operator

(Operator Instructions)

Your first question comes from Timna Tanners with Bank of America Merrill Lynch. Your line is open. Timna Tanners - BofA Merrill Lynch - Analyst

I think what I hear from a lot of investors is just the concern over the aluminum market in general, and I see that certainly you detailed for us the expected change in the Midwest premium and the impact into the third quarter. Then there’s the LME impact into the second quarter — third quarter as well.

And you did talk about a little greater surplus, but you didn’t change your Chinese demand forecast. I’m just wondering what you’re thinking about the possible response Alcoa can provide to the market, in light of lower aluminum prices, and the continued issue of Chinese oversupply or over capacity? Klaus Kleinfeld - Alcoa Inc. - Chairman & CEO

Well, Timna, that’s a good point. I mean, let’s start — I don’t even know where to start but let’s start what we believe has happened here, why the regional premium, as well as the primary LME prices have come down. We believe the major driver of this has been a phenomenon called China fake semis, right? And in reality, these fake semis are remelt, disguised as semi-finished product.

They circumvent the China 15% export duty, and they receive a 13% VAT rebate. And they directly compete against Western primary. And that is not in line at all with what the Chinese authorities have intended, with their policy. They intended with the 15% export duties, to avoid exports of primary metals, and with the 13% VAT rebate to incentivize real value-add products, which they are not, right?

And they are doing it because they don’t want to deplete critical natural resources like water and energy, and on top of it, these folks often inflate their prices to get increased VAT returns. So if they’re taking the money away from the Chinese people. So we believe that this should stop. We need a level playing field. We are obviously carefully monitoring it, and considering all options.

We believe the Chinese government will not tolerate such an abuse, and given these prices today, that’s the other interesting thing, the attractiveness of even the fake semis exports has strongly declined. And there’s, by the way, to clarify this, there is really no primary metal, no real primary metal coming out of China for a whole host of reasons. One, because the 15% export duty as a barrier, and the second one, because of the economics that exist today. Go ahead, Timna. Timna Tanners - BofA Merrill Lynch - Analyst

I was just going to say, no, I think it’s clear that the arb is closed, and that there should be conceivably fewer exports from China of the fake semis, as you call it, but I was just wondering two specific things. One is, do you believe that the Chinese will curtail capacity, because they’re not always as efficient as maybe we would like on that front. Two, if prices were to stay at these low LME price levels, what are further measures that Alcoa could take?



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JULY 08, 2015 / 09:00PM GMT, AA - Q2 2015 Alcoa Inc Earnings Call Klaus Kleinfeld - Alcoa Inc. - Chairman & CEO

Well, look, I mean, on your first question, keep in mind this is the first time that those two planets have communicated with each other. I’ve always described it, and we had — I think we had some good conversations, Timna, that in reality whatever China did with their primary business was their business. So they haven’t exported, and I can be clear, that hasn’t changed.

What has changed is this phenomenon of fake semis, which is going against primary in the west. So is this is the first time these two planetary systems have talked, and literally, they have talked in a way that the deficit in the west got destroyed was the fake semis that came out in a really — I mean, I would call it an illegal fashion, stealing money away from the Chinese people, and being totally against that.

In reality, I don’t know whether they are going to curtail more. You’ve seen that for the first time, by the way, last week, Chinalco has now announced that they are curtailing. And you see that there is an increased pressure also from SASAC, the owner of all state-owned enterprises, on the state-owned enterprises that are not profitable, have non-profitable business to become profitable, so all of these things are there.

But can we guarantee that all of this gets executed? No. But under normal circumstances, assuming the fake semis would go away, I would not be too concerned.

Secondly, what can Alcoa do? Alcoa, it has been doing and will continue to do, to optimize the portfolio. You’ve seen it again this quarter.

I mean, we’ve basically — we’ve — on the smelting side, we’ve taken off full capacity in Sao Luis. Totally curtailed. We permanently closed our Pocos de Caldas smelter. Then, on the refinery side, we continue to also improve our cost position.

And there are many, many more ideas. On that end, plus then also to bring our costs down on the short term, as well as on the long term. The Intalco contract is a short term way, how to get our energy cost down, and the gas contract for Australia is a very long-term one, to really make sure that the value of the really high value asset like our system in Western Australia will be enjoyed, frankly, by generations that come after us, because this thing only kicks in, in 20— William Oplinger - Alcoa Inc. - EVP & CFO

2020. Klaus Kleinfeld - Alcoa Inc. - Chairman & CEO

2020. So this is not something that comes tomorrow, but we believe that’s the right thing to do, to get shareholder value here. William Oplinger - Alcoa Inc. - EVP & CFO

The only thing I would add to that, Timna, is recall we have a review, a capacity review currently under way of 2.8 million metric tons in refining, and 500,000 metric tons in smelting. So Sao Luis and Pocos were the first curtailments and closures under that review. Timna Tanners - BofA Merrill Lynch - Analyst

Okay, so more to come, potentially. Thank you for that answer. Klaus Kleinfeld - Alcoa Inc. - Chairman & CEO

Thank you, Timna. Operator

(Operator Instructions)

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Your next question comes from the line of David Lipschitz with CLSA. Your line is now open.



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Hello. William Oplinger - Alcoa Inc. - EVP & CFO

Hi, Dave. Klaus Kleinfeld - Alcoa Inc. - Chairman & CEO

Dave is calling from New York Stock Exchange. David Lipschitz - CLSA - Analyst

Can you hear me okay? William Oplinger - Alcoa Inc. - EVP & CFO

We can hear you now. David Lipschitz - CLSA - Analyst

Sorry about that. Klaus Kleinfeld - Alcoa Inc. - Chairman & CEO

That’s good. Okay. David Lipschitz - CLSA - Analyst

So I guess my question is, you’ve done the Firth Rixson, you’ve done the RTI. Are you looking at any more either upstream or other metal type of stuff in the specialty side? Is that something that still interests you, or pretty much, you’re feeling pretty good where you are right now? Klaus Kleinfeld - Alcoa Inc. - Chairman & CEO

What I would say, we know how to manage innovation, and we know how to professionally integrate, and I’ve said this before. Some people have said oh, my God, they are now on acquisition mode, but it’s really been a bit coincidental that those two opportunities came so close after each other, and I’d be happy to indulge in that, why this happened. But you sometimes can’t plan for something that you build up over a longer period of time.

The integration, by the way, is handled by different teams inside of Alcoa. So the worry that some people have raised, oh, my God, I mean, are they over-eating, can they handle it, I think it’s way overblown, and we are very well aware of it, and that’s, by the way, one of the most important criteria that we use before we go after it. So we are really committed to do all that we can do, to create shareholder value. That’s really all I would say with this. F

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And I think I’ve shown in my presentation how the organic growth as well as the inorganic growth has strengthened our position in attractive markets like aerospace, and those that have been at the Paris Air Show, I would think could really feel it. You could feel it by the response from our customers, the attractiveness of our offerings, and that’s I think that’s really what counts, and that’s what’s going to create shareholder value, short as well as long-term.



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JULY 08, 2015 / 09:00PM GMT, AA - Q2 2015 Alcoa Inc Earnings Call David Lipschitz - CLSA - Analyst

Thank you. Operator

Your next question comes from the line of Tony Rizzuto with Cowen and Company. Your line is open. Tony Rizzuto - Cowen and Company - Analyst

I’ve got a question on Rolls Royce, and there’s been some negative commentary coming out of that Company, and with regard to the trend engine build rates and the supply chain. I’m wondering, can you talk about that a little bit. How concerned are you? And are we possibly looking at another supply chain destock period going forward here? Klaus Kleinfeld - Alcoa Inc. - Chairman & CEO

Well, Tony, I’ve shown you our forecast for this year, and the next 2 years, and then the 10 years out. Right? And you can see that we are really optimistic, as most people are, in where this market is going. Right?

And the fundamentals are there, and they are very different from what we’ve seen before. We didn’t have an emerging Asia that had 100 million new passengers every year in the next 20 years, every year. We didn’t have a situation where the next-generation aircraft was so much more attractive in terms of fuel efficiency and maintenance costs, and where we literally had 600 aircraft per annum retiring every year.

All of this, I think, plays into this, and we — I mean, we do see a robust demand also on the engine side, which is basically a derivative of the planes, and of the new planes and the usage. We do not see any dips in there, or any risks. I think that is more — and I think if you talk to the experts, they would very soon see that this is more a Company specific thing rather than a market situation.

And the good news is, we cater to everybody. Basically, every jet engine maker as well as every airplane platform maker is our customer, and we are really, really happy about this business. Tony Rizzuto - Cowen and Company - Analyst

Okay. I wonder if I may ask a second question? Klaus Kleinfeld - Alcoa Inc. - Chairman & CEO

Sure. Tony Rizzuto - Cowen and Company - Analyst

It’s your spending thus far on capital, both growth and sustaining, has been obviously at a run rate thus far through the first six months, that’s been below what you’re targeting for the year. I did hear you say it was expected to ramp up as we go through the year. But as you sit there today, and talking to us about this, is it likely — you’ve done a very good job at managing capital spending and cash flows over the last couple of years, and can you provide any further granularity on your thought process about overall capital spending for the year? William Oplinger - Alcoa Inc. - EVP & CFO

Sure, Tony. I made the point on the return seeking capital, that we’re looking to ramp it up. Those return seeking capital projects have very good returns.



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JULY 08, 2015 / 09:00PM GMT, AA - Q2 2015 Alcoa Inc Earnings Call They’re generally either cost savings or organic growth opportunities, and so we really want to ensure that we spend the money on the return seeking projects, so that we can get the returns. Given the current market environment in the upstream business, we’ll do everything we can to manage sustaining capital successfully, and that’s the area that as we look forward to our $500 million free cash flow target, it’s one of the areas we’ll be looking to manage, to try to achieve that target. Tony Rizzuto - Cowen and Company - Analyst

Thank you very much, Bill and Klaus. Operator

Your next question comes from the line of Brian MacArthur with UBS. Your line is open. Brian MacArthur - UBS - Analyst

Hi, good evening. I was just — thank you very much, I think it is very helpful to take out the metal float in the GRP business. But you also didn’t go back and restate 2010, 2011, and 2012, and you set your goal of getting an EBITDA per ton of $344 based on those three years, and yet since then, we’ve sold a lot of mills that probably weren’t doing that well.

Obviously auto’s got a lot better. You managed to do $342 already this quarter in an environment that’s pretty tough. Is it fair to assume that — I’m just curious, you didn’t reset that target, because obviously I would think it would be quite a bit better, given your mix going forward. Or am I incorrect in assuming that? Klaus Kleinfeld - Alcoa Inc. - Chairman & CEO

Well, I mean, when we put the target out, we were actually assuming that we would change the mix. So without a change of the mix, this would have been impossible to achieve, right? Particularly when you see the decline in the enormous headwinds that we are facing on the packaging side.

When I look at our rolling business, I must say, they are doing on both sides a really good job to bring the costs down in the packaging business, they are facing a lot of headwinds there. At the same time, we are growing with innovation, and then we have this revolutionary innovation there with the Micromill and the Micromill materials. I hope that this is not getting buried. The very fact that we announced — when did we announce it, actually, end of last year, December or so, wasn’t that about the time when we announced the Micromill? William Oplinger - Alcoa Inc. - EVP & CFO

Yes. Klaus Kleinfeld - Alcoa Inc. - Chairman & CEO

We have now eight customers that have signed up in qualification contracts and they are coming — eight automotive customers, big names, they are coming from all three continents. That shows you what this team has been doing, right? So this is how we look at it from a short term, but the $344 has already been, on your specific question, this was already — assuming that portfolio actions would be necessary for this. Brian MacArthur - UBS - Analyst

That would have included obviously the metal price pass-through and everything as well, too, right?



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JULY 08, 2015 / 09:00PM GMT, AA - Q2 2015 Alcoa Inc Earnings Call William Oplinger - Alcoa Inc. - EVP & CFO

The targets were set on the trailing three years, and we assumed essentially flat metal prices from there. So in essence, by setting the target with flat metal prices, you didn’t have a metal price impact in the numbers. Brian MacArthur - UBS - Analyst

Okay. That’s what I was just going to — William Oplinger - Alcoa Inc. - EVP & CFO

Yes, yes. The target is still a valid target, and as Klaus eloquently said, really a tale of two cities. You’ve got a packaging business that has some significant headwinds, and you’ve got an aerospace and automotive business that’s doing well. Brian MacArthur - UBS - Analyst

Great. That helps a lot clarifying it. Thanks very much. Operator

Your next question comes from the line of Jeremy Kliewer with Deutsche Bank. Your line is now open. William Oplinger - Alcoa Inc. - EVP & CFO

Hi, Jeremy. Klaus Kleinfeld - Alcoa Inc. - Chairman & CEO

Hello, Jeremy. Jeremy, you have to unmute. Jeremy Kliewer - Deutsche Bank - Analyst

Hi, guys, just wanted a bit more clarity — William Oplinger - Alcoa Inc. - EVP & CFO

We need you to speak up, Jeremy. Klaus Kleinfeld - Alcoa Inc. - Chairman & CEO

Speak up a little bit more. Jeremy Kliewer - Deutsche Bank - Analyst

Just need a little bit more clarity on the fake semis coming out of China. I was just wondering if you would perchance take the same route as some of the steel companies and perhaps raise a trade case, or if you’re just waiting for China to employ the discipline on their own companies?



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Jeremy, that’s a good question. Frankly, as I said, we are considering all options here, but I believe — I’ve last been in China four weeks ago or so, and had a lot of conversations also with high level folks. They are very clear that this is not in line with their policy, and that they are deeply looking into this.

My strong assumption is that they will be shutting this down. Because in reality, why have they put these procedures in place, because they don’t want primary metal to leave the country, because primary metal is another way, it’s a liquefied way of energy, and this energy that they don’t have enough in their country, and that has a level of pollution, creates a level of pollution and eats up water in areas where there’s water shortage.

One of the big expansions that has happened on the primary metals production is in the Gobi Desert up in the north, in the Xinjiang province. The Xinjiang province is a desert. They don’t have water there. And they either still use water-cooled power, coal-fired power generation, which is really terrible to do in a desert, or they go with air-cooled and air-cooled, you basically now have to live with a lower efficiency, which basically means you burn more coal.

So with this, your CO2 amount goes up, in an area where they already suffer from enormous problems with air quality, right? And this government, as we could see today again, and yesterday, is very much also focused on how their people are feeling about the government, right? And social stability, and social stability is more and more tied also to environmental conditions, which is kind of typical, as economies move up. So that’s how I see this. But I would say our position is, we are open to all options, but at this point in time I’m relatively optimistic that the Chinese will take care of it. Jeremy Kliewer - Deutsche Bank - Analyst

One more, if I may. Klaus Kleinfeld - Alcoa Inc. - Chairman & CEO

Sure. Jeremy Kliewer - Deutsche Bank - Analyst

On power and propulsion, you had set a goal for 2016 of $2.2 billion. We were just wondering how close are you to getting that with the organic growth, versus having the acquired growth from Firth Rixson and RTI and TITAL? Klaus Kleinfeld - Alcoa Inc. - Chairman & CEO

On the APP, in fact, on APP was. The only non-organic growth that we’ve had there is TITAL, and that’s relatively small. William Oplinger - Alcoa Inc. - EVP & CFO

About $100 million. Klaus Kleinfeld - Alcoa Inc. - Chairman & CEO

About $100 million. The $2.2 billion is really organic growth. When you look at my list that I had in there on aerospace, right? You see a lot of APP plans there, like Hampton. F

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William Oplinger - Alcoa Inc. - EVP & CFO

LaPorte.



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LaPorte, where we are putting in investments, and for instance that allow us to have bigger casts for bigger investment casts for the larger jet engines, and a better coating for blades in Hampton, and then for Whitehall, we have investments there. So most of it is really organic growth there through innovation, really strong innovation. Thank you for asking. APP is a really, really great business, doing very, very well. Jeremy Kliewer - Deutsche Bank - Analyst

Thank you. Good luck. Operator

Your next question comes from the Paretosh Misra with Morgan Stanley. Your line is now open. Paretosh Misra - Morgan Stanley - Analyst

Thanks. I have a question on slide 21, regarding your aerospace market guidance. I was wondering if you could provide some more color as to what platforms are driving this growth, and driving the change in your guidance, and particularly interested in 2016 and 2017. Klaus Kleinfeld - Alcoa Inc. - Chairman & CEO

Oh, I see. You’re talking about the end market slide. Okay. Paretosh Misra - Morgan Stanley - Analyst

Right. Klaus Kleinfeld - Alcoa Inc. - Chairman & CEO

The end market slide. And I think you’re referring to the first bullet point, the shift of this — this is purely referring, to explain, if you take this chart and you compare it with the chart, with the same chart that we had for aerospace at the end of first quarter, you would see that at that point in time, we predicted a growth for this year from 9% to 10%, and we are now taking this down to 8% to 9%, and the reason why we’re taking it down is because we’ve seen in the first half of the year that the ramp-up in the supply chain for the new platforms, mainly the A350 and the C series has been too slow.

However, this is not a reflection of the orders that are there, right? It’s just a reflection of the ramp-up that’s impossible, basically, with the supply chain to catch up as the rest of this year. So this is moving into next year, and into the year after this.

So that’s why we are on the one hand shifting, taking the 1% down here, at the same time we’re adding this to the 2016 and 2017, what we’ve seen there, and you see that this growth rate basically doubles then, through this move. Does that explain your question? Paretosh Misra - Morgan Stanley - Analyst

Yes. That’s it. Operator

There are no further questions at this time. I turn the call back over to Mr. Kleinfeld.



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Okay. Very good, and good discussion also. Let me close. This was a strong quarter, shows the transformation is right on. Our value-add businesses are outperforming, acquisitions fully on track.

Upstream faced tough headwinds, showed resilience, strong productivity, excellent cash generation. One thing that I can guarantee you, we are laser beam focused on shifting the portfolio to higher profitability and the repositioning is at work. Thank you for calling in, and I’m looking forward to our next conversations. Thank you very much. Operator

Thank you for joining, ladies and gentlemen. This concludes today’s conference call. You may now disconnect.

18

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2nd

Quarter E

arnings C

onference

12

July 8, 2015

[Alcoa logo]

Exhibit 99.2F

or p

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nly

portant Inform

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lcoa logo]

rd-L

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g S

tate

me

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mm

unica

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ments that re

late to future

events a

nd expectations an

d as such constitute fo

rward-looking statem

ents within the m

eanin

g of the P

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ecurities

on Reform

Act of 1

995. Forw

ard-looking state

ments include

those contain

ing such w

ords as “anticip

ates,”“b

elieves,” “could,”

“estimate

s,”“expects,”

“forecasts,”“inte

nds,”“m

ay,”k,” “p

lans,” “projects,” “seeks,” “se

es,” “should,” “targets,”“w

ill,”“w

ould,”or oth

er wo

rds of similar m

eaning. All state

ments tha

t reflect Alco

a’s expectations, assum

ptions or

ons about the future oth

er than state

ments of h

istorical fact are forw

ard-lookin

g statem

ents, includin

g, withou

t limitation, fore

casts concern

ing global de

mand

growth for

um, en

d market conditions, sup

ply/dema

nd balances, and g

row

th oppo

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inum in a

utomo

tive, aerospace, and

other applications; targeted fin

ancial results orng

performance

; statemen

ts about A

lcoa’s strategies, ou

tlook, and business an

d financial pro

spects; and statem

ents re

garding the

acceleration of A

lcoa’s p

ortfolio rm

ation, includin

g the expected

benefits o

f acquisitions, inclu

ding the com

pleted acquisition o

f the Firth R

ixson busin

ess and TIT

AL

, and the pe

nding acquisitio

n of RT

Itio

nal Metals, Inc. (R

TI). T

hese state

ments refle

ct belie

fs and assum

ptions that are based o

n Alco

a’s perception

of historical trends, curren

t conditio

ns, and expected fu

turepm

ents, as w

ell as oth

er factors ma

nagem

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the circum

stances. F

orward-loo

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temen

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nd areto risks, uncertain

ties, and changes in circum

stances that are difficult to pred

ict. Importa

nt factors that co

uld cause actual results to d

iffer materia

lly from tho

se expressed

orin the forw

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) materia

l adverse

changes in a

luminum

industry conditions, including g

lobal su

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nd conditions and fluctuatio

ns inM

etal Exch

ange-based

prices an

d premium

s, as applicable, fo

r prima

ry alum

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, alumin

a, and othe

r products, and flu

ctuations in indexed-ba

sed and spot p

rices for alumin

a; erioration in glo

bal econo

mic and finan

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nditions genera

lly; (c) unfavorable chang

es in the marke

ts served by Alcoa, includin

g aerospace, autom

otive, comm

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rtation, build

ing and constructio

n, packa

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as turbine

; (d) the impact of chang

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s on costs an

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stralian dolla

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anadian dollar, euro, and N

orwegian kro

ner; (e) increases in en

ergy costs or the unavailability o

r interruption

of energy supplies; (f) incre

ases ints of other raw

ma

terials; (g) Alcoa’s in

ability to ach

ieve the leve

l of revenue grow

th, cash gene

ration, cost saving

s, improve

ment in profitability and m

argins, fiscal discip

line, or

hening

of com

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d opera

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g its alum

ina re

fining and alu

minu

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elting busine

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wn on the

indu

stry cost curves and in

creasing revenu

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rovin

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Pro

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ngineered P

roducts and

So

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its restructuring program

s and produ

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ergies, revenue g

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d facilities, o

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the joint venture

in Sau

di Arabia; (i) po

litical, econom

ic, and regulatory risks in

the countries in wh

ich A

lcoa opera

tes or sells

s, including unfavo

rable chan

ges in law

s and gove

rnmen

tal policies, civil u

nrest, impo

sition of sanctions, expropria

tion of assets, or oth

er events b

eyond A

lcoa’s control; (j) th

e e

of contingencies, including le

gal procee

dings, go

vernment o

r regula

tory investigations, and

environme

ntal rem

ediation; (k) the im

pact o

f cyber attacks and

potential

tion technology or data

security breaches; (l) failure to receive th

e required votes of RT

I’s shareholde

rs to approve the m

erger of R

TI w

ith Alco

a, or the failure to satisfy th

eo

sing con

ditions to the acqu

isition; (m) the risk th

at acquisitions (in

cluding F

irth Rixson, T

ITA

L and R

TI) w

ill not be inte

grated successfully o

r such integration m

ay be m

ore tim

e-consum

ing or costly th

an expected; (n) the po

ssibility that ce

rtain assu

mptio

ns with

respect to

RT

I or the acquisition could

prove to be

inaccurate, including th

e expectedo

f closin

g; (o) the loss of custom

ers, supplie

rs and other b

usiness relationships as a resu

lt of acquisitions, co

mpetitive

developm

ents, or other factors; (p) th

e potentia

l failure toe

y employees of A

lcoa or acquired bu

sinesse

s; (q) the effe

ct of an increased nu

mber o

f Alco

a shares o

utstandin

g as a result of th

e acquisition of R

TI; (r) the im

pact of poten

tialf A

lcoa co

mm

on stock issu

ed in the R

TI acquisition; (s) fa

ilure to su

ccessfully im

plem

ent, to a

chieve comm

ercialization

of, or to realize e

xpected benefits fro

m, new

orive

technolo

gies, equipm

ent, processes, or produ

cts, including the

Micro

mill™

, innovative a

luminum

whe

els, and advan

ced allo

ys; and (t) the othe

r risk factors discu

ssed in

Form

10-K for the year en

ded Decem

ber 31, 2

014, and oth

er reports filed with th

e Secu

rities and E

xchange C

omm

ission (S

EC

). Alcoa disclaim

s any obligation to upda

te a

n y forw

ard-looking statements, w

hether in resp

onse to new

informa

tion, future even

ts or otherw

ise, except as requ

ired by applicable

law. M

arket projections are subject to th

escussed ab

ove and o

ther risks in the m

arket. Nothin

g on Alcoa’s w

ebsite is inclu

ded or inco

rporated by re

ference herein.

For

per

sona

l use

onl

y

portant Inform

ation (continued)

3[A

lcoa logo]

GA

AP

Fin

anc

ial M

eas

ure

s

of the in

form

ation includ

ed in

this p

resenta

tion

is derive

d fro

m A

lcoa’s co

nso

lida

ted fin

an

cial inform

ation

but is n

ot prese

nted

in A

lcoa

’s finan

cial

me

nts prep

ared

in a

ccorda

nce w

ith acco

un

ting

principle

s gen

era

lly acce

pted

in th

e U

nite

d S

tates o

f Am

erica (GA

AP

). Ce

rtain

of these

da

ta are

de

red

“non

-GA

AP

finan

cial m

easu

res” u

nde

r SE

C ru

les. T

hese

no

n-GA

AP

fina

ncial me

asu

res su

pp

lem

en

t our G

AA

P d

isclosu

res a

nd sh

ou

ld n

ot be

de

red

an a

ltern

ative to th

e G

AA

P m

ea

sure. R

eco

ncilia

tions to

the m

ost d

irectly com

pa

rable G

AA

P fin

ancia

l me

asures an

d m

an

age

me

nt’s ra

tiona

le fo

r e

of th

e n

on-G

AA

P fin

ancia

l me

asu

res ca

n be

foun

d in

the

App

en

dix to th

is pre

sen

tation

. Any refe

rence

to h

istorical E

BIT

DA

me

ans a

dju

sted

EB

ITD

A,

ich w

e ha

ve pro

vided

calcu

lation

s an

d re

concilia

tions in

the

App

en

dix. Alco

a ha

s no

t pro

vided

a recon

ciliation o

f an

y forw

ard-looking

non-GA

AP

ia

l me

asu

re to

the m

ost dire

ctly com

para

ble G

AA

P fin

ancial m

ea

sure

, du

e prim

arily to

variab

ility an

d difficu

lty in making

accura

te fo

reca

sts an

dtion

s, as n

ot all o

f the info

rma

tion

necessa

ry for a q

uan

titative

reconcilia

tion is a

vailable to

Alcoa

witho

ut u

nre

asona

ble

effo

rt.

ion

al In

form

ation

and

Wh

ere to

Fin

d It

om

mun

icatio

n do

es n

ot co

nstitute a

n o

ffer to

sell o

r the

solicita

tion

of an

offer to

buy a

ny secu

rities or a

solicita

tion o

f an

y vote or a

ppro

val no

r sha

ll there

y sale o

f securitie

s in an

y jurisd

iction

in w

hich

such

offer, so

licitatio

n o

r sale w

ou

ld be

un

law

ful p

rior to reg

istratio

n o

r qu

alifica

tion u

nde

r the

secu

rities

of a

ny such ju

risdictio

n. T

he

pro

posed

busine

ss com

bin

ation tra

nsaction

betw

ee

n Alco

a an

d R

TI w

ill be

subm

itted

to the

sha

reho

lde

rs of R

TI fo

r their

de

ration

. Alco

a ha

s filed

with

the

SE

C a R

eg

istratio

n S

tatem

ent o

n Fo

rm S

-4 (R

egistra

tion

No

. 33

3-20

327

5) co

ntainin

g a de

finitive pro

xy statem

ent o

fa

t also con

stitutes a

prosp

ectus of Alco

a, a

nd R

TI h

as ma

iled

the

proxy sta

teme

nt/prosp

ectus to its sh

areh

olde

rs. Alco

a an

d R

TI a

lso pla

n to file

oth

erm

en

ts with

the S

EC

rega

rding

the p

ropo

sed

tran

sactio

n. INV

ES

TO

RS

AN

D S

EC

UR

ITY

HO

LDE

RS

OF

RT

I AR

E U

RG

ED

TO

RE

AD

TH

E P

RO

XY

EM

EN

T/P

RO

SP

EC

TU

S A

ND

AN

Y O

TH

ER

RE

LEV

AN

T D

OC

UM

EN

TS

FILE

D W

ITH

TH

E S

EC

CA

RE

FU

LLY A

ND

IN T

HE

IR E

NT

IRE

TY

BE

CA

US

EC

ON

TA

IN IM

PO

RT

AN

T IN

FO

RM

AT

ION

AB

OU

T T

HE

PR

OP

OS

ED

TR

AN

SA

CT

ION

. You

ma

y ob

tain co

pie

s of all do

cum

ents file

d w

ith the

SE

Cd

ing

this tran

saction

, free o

f charg

e, a

t the

SE

C’s w

eb

site (ww

w.se

c.gov). Y

ou m

ay a

lso ob

tain

these d

ocu

me

nts, free

of cha

rge

, from

Alco

a’s w

ebsite

a

lcoa

.com

). Yo

u may also

obta

in these

do

cum

ents, fre

e of ch

arge

, from

RT

I’s we

bsite (w

ww

.rtiintl.com

).

cipa

nts in

the

So

licita

tion

RT

I, and

certain

of their re

spective

dire

ctors, exe

cutive

office

rs and

othe

r me

mb

ers o

f ma

nag

em

ent a

nd e

mp

loyees m

ay b

e d

ee

me

d to be

particip

ants

solicita

tion o

f proxie

s from

RT

I sha

reho

lde

rs in co

nne

ction w

ith the

pro

posed

transactio

n. Y

ou ca

n fin

d inform

ation a

bou

t Alco

a’s exe

cutive o

fficers an

do

rs in its d

efin

itive pro

xy state

men

t filed w

ith th

e S

EC

on M

arch

19, 2

015

, its An

nu

al Re

port on

Fo

rm 1

0-K file

d w

ith the

SE

C o

n Fe

brua

ry 19, 2

015

and

ab

ove-refere

nced R

eg

istration S

tate

men

t on F

orm

S-4

. Yo

u ca

n find info

rma

tion a

bou

t RT

I’s exe

cutive o

fficers a

nd

directo

rs in the p

roxy

me

nt/pro

spectu

s and

in RT

I’s An

nua

l Re

po

rt on

Fo

rm 1

0-K

filed w

ith the S

EC

on

Fe

brua

ry 26, 20

15. Y

ou

can o

bta

in fre

e co

pies o

f the

se do

cume

nts from

a

nd

RT

I as d

escrib

ed in

the

pre

ced

ing

para

grap

h.

For

per

sona

l use

onl

y

Klaus K

leinfeld

Ch

airma

n and C

hief E

xecutive O

fficer

4

July 8, 2015

[Alcoa logo]

For

per

sona

l use

onl

y

ving

Solid O

perational Results

+ T

ransformation O

n Track

5a

rnin

gs

of

$140

millio

nin

2Q15

vs2Q

14o

f$1

38m

illion

,u

p1.4%

.S

eeap

pen

dix

for

adju

stedea

rnin

gs

recon

ciliatio

n.

[Alcoa logo]

Ad

justed

Earn

ing

s 1u

p n

early 16% D

riven b

y:D

ownstream

: Reco

rd A

TO

I of $210 m

illion, up 4%

; aerosp

ace re

venu

e u

p 29%

Yo

YM

idstream

: AT

OI of $76 m

illion, up 9%

; auto

sheet reven

ue u

p ~

180%

YoY

Upstream

: So

lid P

erform

ance in face of significant m

arket headw

inds

Pro

du

ctivity Gain

s: $324 millio

n a

cross all segm

ents

Free C

ash F

low

: $205 m

illion

; Cash

from

Op

eration

s $472 millio

n,

after $300 millio

n p

repaym

ent for ga

s supply contract

Cash

on

Han

d: $1.3 billion

Firth

Rixso

ninte gration o

n trac

k$1.6 b

illion

reven

ue and $350 millio

n E

BIT

DA

in 2016

Micro

mill

: Qu

alificatio

n ag

reemen

ts in place w

ith 8 majo

r auto

mo

tive custo

mers from

thre

e continentsP

rog

resson

12-mo

nth

capacityre

view:

2.8M

MT

Refining,

500km

tS

melting

Expecte

d toclo

se

by end o

f July

Co

mp

leted 1

2-year We

stern Australia G

as Su

pp

ly Contract

Cu

rtailed S

urin

ame

alumina refin

ing

capacity and São

Lu

ísalum

inum sm

elting

capacityP

ermanen

tly clo

sed P

oço

sd

e Cald

as primary alum

inum sm

elter in B

razil

An

no

un

ced perm

anent clo

su

re of A

ngle

sea

power statio

n & coal m

ine in

Austra

lia

2Q

201

5 Ove

rview

vin

g S

olid

eratio

nal

rform

ance

rtfolio

n

sform

ation

T

rack

Ob

tain

edreg

ulato

ryap

pro

valsfor

RT

Iacq

uisitio

n –

RT

I Sh

are

hold

er V

ote

July 2

1

TM

Alum

ina segm

ent: AT

OI o

f $215 million; B

est First H

alf A

TO

I result since 20

07P

rimary M

etals segment: A

TO

I of $67 million; a

s Mid

west transaction

price lo

wer by 22%

, YT

D 2015F

or p

erso

nal u

se o

nly

Willia

m O

plin

ger

Execu

tive Vice

Pre

sident an

d Ch

ief Finan

cial O

fficer

6

July 8, 2015

[Alcoa logo]

For

per

sona

l use

onl

y

come S

tatement S

umm

ary

7n

dix

for E

BIT

DA

and

Ad

jus

ted

Inco

me

reco

nc

iliation

s.[A

lcoa logo]

For

per

sona

l use

onl

y

ecial Items

Ro

lled P

rod

ucts. 1

) To

tal restru

cturin

g-re

lated c

harg

es in 2

Q1

5 of $

143 millio

n (5

5 perce

nt c

ash, 45 p

ercen

t no

n-cash

). fo

r Ad

justed

Inco

me reco

nciliatio

n

8[A

lcoa logo]

s, except per-share am

ounts2Q

141Q

152Q

15In

com

e Statem

ent

Classificatio

nS

egm

ent

nco

me

$138$195

$140n

com

e Per D

iluted

Sh

are$0.12

$0.14$0.10

estructu

ring

-Re

late

d1

($54

)($

158

)($

143

)R

estructuringand O

ther

Charge

s/CO

GS

Corporate /

Prim

aryM

etals

ax Item

s($

2)($

4)$

22Incom

e Taxes

Corporate/G

RP

Gain o

n Lan

d Sale

--

$19

Other Incom

e, Net

Corporate

cquisition Costs

($11

)($

7)($

5)S

G&

AC

orporate

Ma

rk-to-Ma

rket E

nerg

y Contracts

$6

$1

($3)

Other E

xpenses(Income),

Net

Corporate

Ma

sterU.S

. Lab

or A

gre

emen

t($

11)

--

CO

GS

Corporate/A

ll

audi JV

Potlin

eIm

pact

($6)

--

CO

GS

/ Other E

xpenses, NetP

rimary M

etals

al Items

($78

)($

168

)($

110

)

nco

me excl S

pecial Item

s$216

$363$250

nco

me

per

Dilu

tedS

hare

exclSp

ecialItems

$0.18$0.28

$0.19

For

per

sona

l use

onl

y

usted E

arnings Up nearly 16%

on Perform

ance and Market F

actors

dix

for A

dju

sted In

com

e recon

ciliation

9[A

lcoa logo]

Net Incom

e excluding S

pecial Items ($ M

illions)

Ma

rket

+$88

Perfo

rman

ce+

$184C

os

t He

adw

ind

s-$238

$5$209

$43$85

$19$250

16

Ra

w

Materials

-$187

Co

st In

creases / O

ther

2Q 15

Vo

lum

eC

urren

cyA

PI

LM

E

-$16

14

En

ergy

-$56

Pro

du

ctivityP

rice / M

ix

-$68

For

per

sona

l use

onl

y

S: R

ecord Second Q

uarter

10o

d am

ou

nts h

ave b

een

revised to

remo

ve imp

act of m

etal price

lag. S

ee ap

pen

dix fo

r add

ition

al in

form

ation

.ix

for E

BIT

DA

recon

ciliation

. [A

lcoa logo]

2Q 14

1Q 15*

2Q 15*

rty Revenue ($ Millions)

1,5021,689

1,733

$ Millions)

202194

210

Margin

122.9%

20.4%21.5%

3rd

Quarter Y

ear-over-Year O

utlook2

nd

Quarter A

TO

I Perform

ance Bridge

2Q

15

Actua

l and

3Q

15 O

utlo

ok –E

ngin

eere

d Pro

ducts a

nd S

olutio

ns

$71

$21$21

0

2Q 15

Cost Increa

se

-$57

Pro

ductivityP

rice / Mix

-$16

Volu

me

Curre

ncy

-$11

irth Rixson an

d TIT

AL

.B

usiness

EB

ITD

AM

argin1:

21.8%

for1Q

15,

22.6%

for2Q

15

.

Aero

space m

arket remains

stron

g

No

n-R

esiden

tial Co

nstru

ctio

n: C

ontinued recovery in

N.A

.,E

uro

pean

we

akness co

ntin

ues

Co

ntin

ued

streng

thin N

.A. H

eavy D

uty T

ruck build rates;

gradual reco

very in Europe

Eu

rop

ean su

mm

er slo

wd

ow

n across all sectors

Firth

Rixs

on

Savann

ah press re

pair o

uta

ge

(33k ton)

Sh

are gain

s through

innova

tion &

pro

du

ctivity co

ntin

ue a

cross all sectors

AT

OIis expected to in

crease 5%

-10%, inclu

ding unfavorable cu

rrency

pres

sures o

f $9M

Reco

rd s

econ

d q

uarter A

TO

I, up

4% year-o

ver-year

Reven

ue

up

15% ye

ar-over-yea

r, EB

ITD

A m

argin

of 21.5%

Reven

ue

gro

wth

drive

n by acquisition

s and share gains in ae

rosp

ace, som

ew

hat offset by curre

ncy

Un

favo

rable

curren

cy AT

OI im

pact of$11

M, d

ue to

stron

ge

r U.S

. do

llar

Firth

Rixs

on

Q2 E

BIT

DA

of $42M

and

EB

ITD

A m

arg

in o

f 16.8% (2014

A

full year EB

ITD

A m

argin of 15.7%

)

Yea

r-over-year A

TO

Iim

pro

vemen

t driven by p

rod

uctivity, acq

uisitio

ns,

strong A

eros

pac

e an

d C

om

mercial T

ransp

ortatio

n revenues

2n

dQ

uarter AT

OI R

esults2

nd

Quarter B

usiness H

ighlights

For

per

sona

l use

onl

y

11

P: S

tronger Results on P

erformance and V

olume

od

amo

un

ts ha

ve be

en revised

to rem

ove im

pact o

f metal p

rice lag

. Se

e app

end

ix for ad

ditio

na

l info

rmatio

n.

ix fo

r EB

ITD

A reco

nciliatio

n.

[Alcoa logo]

2Q 14

1Q 15

2Q 15

rty Revenue ($ Millions)

1,8601,621

1,668

($ Millions)

7054

76

A/MT

1($)289

347342

2Q

15

Actua

l and

3Q

15 O

utlo

ok –G

loba

l Ro

lled P

rodu

cts

2Q15

$76

Portfolio

Actions

-$7

Cost Incr./ O

ther

-$32

Prod

-uctivity

$42

Price

/ Mix

-$12

Volu

me

$19

Currency

-$4

AT

OI u

p 9

% a

nd EB

ITD

A/M

T u

p 18%

, year-o

ver-year

Stro

ng

pro

du

ctivity and

record

Au

to sh

eet reven

ue (u

p ~

180% yea

r-o

ver- year)

Unfa

vorable cu

rrenc

yim

pacts of $4M

Russia ne ga

tivelyim

pacted by m

etal premium

s and continued

pricin

gp

ressu

res in Packa

gin

g

Increase

dinvestm

ents in Micro

mill T

MR

&D

and S

au

di

JV ram

p-u

p

Au

to an

d A

ero d

eman

d expected to re

main

stron

g, com

bined w

ithsea

son

al volume increases in P

acka g

ing

Metal p

rem

ium

ne

gatively im

pac

ts Ru

ssia and P

ackagin

g p

ricep

ressu

resexpecte

d to continu

e

Eu

rop

ean su

mm

er slo

wd

ow

n in C

om

mercial T

ransp

ortation

/Industrial

Co

ntin

ued

inv

estmen

ts in theM

icrom

ill TM

and S

aud

iJV ram

p-u

p

AT

OI is exp

ected

to in

crease 5%

-10%, a

ssuming cu

rrent cu

rrency

rates

3rd

Quarter Y

ear-over-Year O

utlook2

nd

Quarter A

TO

I Perform

ance Bridge

2n

dQ

uarter Busine

ss Highlights

2n

dQ

uarter AT

OI R

esults

For

per

sona

l use

onl

y

mina D

elivers Best F

irst Half A

TO

I since 2007

12[A

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casthouse

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eet auto

mo

tived

eman

d

Cu

rtailedS

uralco

Co

mp

leted12- year

Western A

ustralia Gas

Sup

pl y Contract

1.1 MM

TS

audi JV

2015prod

uction on

track

$15/m

tlow

er on cost curve

2

Revised

IntalcoB

PA

pow

er contra

ct

Ann

ounced p

erman

en

t closu

re of

Ang

lesea

power

station & coa

l mine (by

8/31/2015 )

Cu

rtailedS

ão Luís

Ann

ounced perm

anen

t clo

su

re of Poços

740 km

tS

audi JV

2015 prod

uction on

track

$50/m

tlow

er on cost curve

2

$435/m

tredu

ced cost 3

udi JV

min

e 99%

m

plete

pp

edW

estern stralian bauxite m

ples to

6 tom

ers for testin g

-mo

nth

ity R

evie

w1

T R

efinin

g a

nd

m

tSm

elting

re op

po

rtun

ities tern

al markets

Leve

rage

ass

ets;

Secu

re lon

g-term

so

lutio

ns

Imp

rove

co

mp

etitive

nes

s; T

ransfo

rm p

ricing

Lo

wer co

st;E

nh

ance o

peratio

nal

exc

ellence

Gro

w valu

e-add

p

rod

uct m

ix

Alu

min

aP

rimary M

etals

2010

30th

2014

25th

2016

21st

2010

2014

2016

Targe

t

-9% p

oin

ts co

st position

Targe

t

-13%p

oin

ts co

st position

43rd

38th

51st

For

per

sona

l use

onl

y

Cap

ture V

alue A

dd

Market S

hare fro

m O

ur In

vestmen

ts

Drive C

on

tinu

ed U

pstream

Co

mp

etitiveness

Co

ntin

ue to

Deliver Im

pro

ved O

peratio

nal R

esults

32

ating

Sustainable V

alue for Shareholders

[Alcoa logo]

For

per

sona

l use

onl

y

Nah

la Azm

yV

ice President, Investor R

elations

Alco

a390 P

ark Avenue

New

York, N

Y 10022-4608

Telephone: (212) 836-2674

Em

ail: nahla.azmy@

alcoa.comw

ww

.alcoa.com

Additional Inform

ation

33[A

lcoa logo]

For

per

sona

l use

onl

y

nual Sensitivity S

umm

ary

Cu

rrency

An

nu

al N

et Inco

me

Se

nsitiv

ity

+/-$1

00/M

T =

+/-

$190

millio

n

LM

E A

lum

inu

m A

nn

ua

l Net In

com

e S

en

sitivity

Australian $

+/-

$11 million

per 0.01 change in U

SD

/ AU

D

Brazilian

$+

/-$ 1 million

per 0.01 change in B

RL / U

SD

Euro €

+/-$ 2 m

illionper 0.01 chang

e in US

D / E

UR

Canadian $

+/-$ 4 m

illionper 0.01 chang

e in CA

D / U

SD

Norw

egian K

roner+

/-$ 4 million

per 0.10 change in N

OK

/ US

D

34

+/-

$10/M

T =

+/-

$20

millio

n

AP

I/Sp

ot A

lum

ina A

nn

ual N

et Inco

me S

ens

itivity

[Alcoa logo]

For

per

sona

l use

onl

y

om

position of Re

gional P

remium

Pricing C

onvention

2015E

Sh

ipm

ents

Reg

ion

al Prem

ium

sE

stimated

Pricin

g C

on

ven

tion

50%M

idwest–

Pla

tts15

-day lag

35%R

otterdam

DD

P–

Metal B

ulletin45

-day lag

10%C

IF Japan

–P

latts

Month

prior to Qu

arter star t

5%N

egotiatedA

nnual

35[A

lcoa logo]

For

per

sona

l use

onl

y

36

cond Quarter 2015 S

upplemental S

egm

ent Bridg

es

gin

eere

d P

rod

ucts an

d S

olu

tion

so

bal R

olled

Pro

du

cts[A

lcoa logo]

nsns$ M

illions

$ Millions

EP

S S

equ

ential Q

uarter B

ridg

eG

RP

Seq

ue

ntial Q

uarter B

ridg

e

Energy

$10

Pro

d-uctivity

$46

Price / M

ix

$3

Volu

me

$1

Curre

ncy

$95

2Q15

$215

Cost

Increases

/ Other

-$32

AP

I

$50

LME

$4

2Q15

$67

Cost

Increases

/ Other

-$10

Energy

-$62

Pro

d-uctivity

$56

Price / M

ix

-$42

Volu

me

$2

FX

$52

AP

I

-$11

LME

-$15

2Q14

$97

2Q15

$210

Cost

Increases/

Oth

er

-$6

Pro

ductivity

$18

Price / M

ix

-$6

Volu

me

$11

Curre

ncy

-$1

15

94

Alu

min

a Year-o

ver-Year B

ridg

eP

rimary M

etals Year-o

ver-Year B

ridg

e

$76

2Q15

-$5

Cost

Increases

/ Other

Pro

ductivityE

nergy

$1$1

Price / M

ix

$12

$6

Volu

me

Curre

ncy

$4

LME

$3

1Q15

$54

For

per

sona

l use

onl

y

evenue

Chan

ge

by

Market

-2Q

2015

37[A

lcoa logo]

1%

9%

7%3%

(0%

)

15%

(1%

)

(17%

)

4%

(2%

)

24%

54%

(20%

)

5%

(32%

)

(9%

)

(18%

)

209

%

21%

(8%

)

22%

5%

5%

7%

5%

2%

11%

1%

% 26%

Aerosp

ace

Auto

motive

B&

C

Co

mm

. Tra

nspo

rt

Indu

strial Pro

ducts

IGT

Packa

ging

Distribution/O

ther

Alu

min

a

Prim

ary M

etals

2Q15 T

hird

-Party R

evenu

eS

equ

ential

Ch

ang

eY

ear-Over-Y

ear

Ch

ang

e

For

per

sona

l use

onl

y

evenue

Chan

ge

by

Market

–Y

TD

2015

38[A

lcoa logo]

Year-O

ver-Year C

han

ge

22%

5%

5%

7%

5%

1%

11%

1%

%

7%

Aerosp

ace

Auto

motive

B&

C

Co

mm

. Tra

nspo

rt

Indu

strial Pro

ducts

IGT

Packa

ging

Distribu

tion/O

ther

Alu

min

a

Prim

ary M

etals

2Q Y

TD

Th

ird-P

arty Reven

ue

24%

50%

(19%

)

9%

(30%

)

(7%

)

(12%

)

195

%

13%

1%

For

per

sona

l use

onl

y

om

position of Upstream

Production C

osts

39[A

lcoa logo]

Fu

el Oil

6%N

atural g

as14%

Cau

stic9%

Bau

xite29%

rsion

%

Inp

ut C

ost

Inve

nto

ry flow

Pricin

g

con

ventio

nA

nn

ual A

TO

IS

ensitiv

ity

Fue

l oil

1 –2 m

onths

Prior m

onth$2m

per $1/b

bl

Natural ga

sN

/AS

pot 1$13m

per$1/GJ

1

Caustic soda

3 -6 m

onths

Spot &

sem

i-annu

al$8m

pe r

$10/DM

T

Refining C

ost Structure

Alu

min

a3

5%

Carb

on

12%

Po

wer

24%

als nv

ers

ion

22% S

melting C

ost Structure

Inp

ut C

ost

Inve

nto

ry flow

Pricin

g co

nven

tion

An

nu

al AT

OI

Sen

sitivity

Coke

Spot, quarterly &

sem

i-annual

$7m p

er$10/M

T

Pitch

Spot, quarterly &

sem

i-annual

$2m p

e r$10/M

T

info

rmatio

nco

rresp

on

ds

toP

oin

tC

om

fort,

asA

ustralia

isp

ricedo

na

rollin

g16

qu

arterav

erage

1 -2 m

onths

1 -2 m

onths

For

per

sona

l use

onl

y

coa Upstream

capacity closed, sold and idled

40

tyY

ear

km

t

Co

meau

200

853

co201

0195

2010

60

ck201

040

ssee201

1215

ale201

176

Co

meau

2013

105

a201

344

ena E

ast201

341

ena E

ast201

484

He

nry201

4190

vesme

2014

150

olly(sale of 50

.33%

interest)2

014

115

2015

96

1,46

4

Clo

sed/s

old

sinc

e Dece

mb

er 2007

Fa

cilityk

mt

Rockdale

191

Sao L

uis268

Intalco

49

Wena

tchee

41

Aviles

32

Portla

nd30

La Coru

na24

To

tal6

35

Sm

elting

Cap

acity

Idled

Refin

ing

Cap

acity

Fa

cilityY

ear

km

t

Jam

alco(sale of 55

% interest)

2014

779

To

tal7

79

Clo

sed/s

old

sinc

e Dece

mb

er 2007

Fa

cilityk

mt

1,324

Poin

t Co

mfort

295

To

tal1

,619

Idled

inclu

de a p

ote

ntia

l sale tran

sactio

n w

ith th

e Go

vern

men

t of S

urin

ame.

[Alcoa logo]

Surina

me

1

For

per

sona

l use

onl

y

oa estim

ates, CR

U, H

arb

or, W

oo

d M

acken

zie

% 2015E

Dem

and Grow

th

41[A

lcoa logo]

29.2

6.7

6.7

4.3

2.3

2.1

2.1

1.0

0.9

4%

1.5

%

5%

9.5

%

5%

1%

10%

7%

-1%

-3%

57.5 mm

t1 O

ther includes Africa, E

. Europe, Latin A

merica ex B

razil, a

nd Oce

ania

201

5E P

rima

ry Alum

inum

Co

nsum

ptio

n (mm

t), An

nualized

Grow

th (%

)

Am

erica

Asia

a

2.1

2015

dem

and

+6.5%

Wo

rld ex C

hin

a +3.5%F

or p

erso

nal u

se o

nly

lco

a estimates, IA

I, LM

E, M

arub

eni, S

han

gh

ai M

etal Exch

ang

e

bal Inventories F

all to 62 days; Dow

n 8 days YoY

42[A

lcoa logo] $1,000

$1,500

$2,000

$2,500

$3,000

0 7

14 21 28 35 42 49 56 63 70 77 84 91 98

105

Ch

ina Incl S

RB

Pro

ducer

Japa

n Po

rtL

ME

On

Warra

nt

Ca

nce

lled

Wa

rrants

Off E

xchan

ge

LM

E C

ash

Days o

f C

on

su

mp

tion

108 d

ays

LM

E C

ash

Price

$2,18

0/MT

Days o

f C

on

su

mp

tion

83 d

ays

LM

E C

ash

Price

$2,66

3/MT

Glo

bal In

vento

ries -46 d

ays from

the ’09 p

eak;-8 d

a ys Yo

Y

Days o

fC

on

sum

ptio

nD

ays of

Co

ns

um

ptio

n62

days

LM

E C

ash

Price

$1,68

3/MT

$ pe

r me

tric to

n

Glo

bal in

vento

ries vs. LM

E price o

ver time $D

ays of

Co

ns

um

ptio

n70

da

ys

LM

E C

ash

Price

$1,83

4/MT

For

per

sona

l use

onl

y

mium

s Dow

n from R

ecord Highs, B

reak Below

2014 Levels

43p

hsh

ow

sm

on

thly

averag

eo

fd

aily

prices

-Platts

Metals

Wee

kQ

14 bu

bb

le/table d

ata

sho

ws q

uarte

rly av

erage o

f daily p

rices[A

lcoa logo]

$0 $100

$200

$300

$400

$600

Re

gional P

rem

ium

s over tim

etric

$ p

er m

etricto

n

Reg

ion

2Q15

Avera

ge

Europe

$203/M

T

Japan$184

/MT

Midw

estUS

A$264

/MT

Averag

e2Q

15 vs. 2Q

14E

uro

pe -4

8%Jap

an -50%

Mid

west U

SA

-36%

$500F

or p

erso

nal u

se o

nly

ecial Items

rollin

g in

tere

st. 1) To

tal restructu

ring

-rela

ted

charg

es in 2Q

15 of $143

millio

n (55 p

ercen

t cash

, 45 p

ercen

t no

n-ca

sh).

44[A

lcoa logo]

Pre-tax, B

efore N

CI

After-tax

, After N

CI

ns, except per-share am

ounts1

Q1

5

2Q

15

1Q

15

2Q

15

In

com

e S

tate

me

nt

Cla

ssifica

tion

Se

gm

en

t

com

e$

481

$28

2$

195

$14

0

com

e P

er D

iluted

Sh

are-

-$

0.14

$0.1

0

Restructuring

-Related

1($1

77)($2

21)($1

58)($1

43)R

estru

cturing

and

O

the

r Cha

rges/C

OG

SC

orp

orate

/ P

rima

ry meta

ls

Tax Ite

ms

--

($4)

$22In

com

e T

axes

Co

rpora

te/G

RP

Gain on L

and Sale

-$28

-$19

Oth

er In

com

e, Ne

tC

orp

orate

Acq

uisition Costs

($9)

($6)

($7)

($5)

SG

&A

Corporate

Mark-to-M

arket Energy C

ontracts$2

($4)

$1($3

)O

the

r Exp

enses

(Inco

me

), Net

Co

rpora

te

ial Items

($184)

($203)

($168)

($110)

nco

me

excl S

pec

ial Items

$66

5$

485

$36

3$

250

nco

me

pe

r Dilu

ted

Sh

are ex

clS

pec

ial Items

--

$0.2

8$

0.19

For

per

sona

l use

onl

y

onciliationofA

TO

ItoC

onsolidatedN

et(Loss)Incom

eA

ttributableto

Alcoa45

lions)

1Q14

2Q14

3Q14

4Q14

2014

1Q15

2Q15

segm

ent AT

OI*

$318

$407

$581

$659

$1,965$65

6$56

8

located am

ounts (net of tax):

Imp

act of LIF

O(7)

(8)(18)

(21)(54)

736

Me

talprice lag*

711

3822

78(23)

(39)

Interest e

xpense

(78)(69)

(81)(80)

(308)

(80)(80)

Noncontrolling interests

199

1845

91(60)

(67)

Corporate

expense

(67)(70)

(74)(83)

(294)

(64)(66)

Restructurin

g and other charge

s(321

)(77)

(189)

(307)

(894)

(161)

(159)

Other

(49)(65)

(126)

(76)(316

)(80)

(53)

solidated n

et (loss)in

come

attributable to A

lcoa$(17

8)$13

8$14

9$15

9$26

8$19

5$14

0

[Alcoa logo]

ffective in the second q

uarter of 2015

, man

agement rem

oved the im

pact of metal p

rice lag from

the results of the E

ngineered P

roducts and S

olutions and

Glo

bal Rolled

oducts segme

nts in order to en

hance the visibility of the u

nderlying opera

ting perform

ance o

f these busine

sses. M

etal p

rice lag describes the tim

ing diffe

rence

created w

henavera

ge price of metal sold differs from

the averag

e cost of the m

etal w

hen purch

ased by the respective

segment. T

he im

pact of metal price la

g is now repo

rted as a se

paratee ite

m in

Alcoa

’s reconciliation

of total se

gmen

t AT

OI to

consolidated net incom

e (loss) attributable to

Alcoa

. As a re

sult, this revision doe

s not impa

ct the con

solidated resu

lts A

lcoa. Se

gmen

t inform

ation for all prio

r periods presente

d was revise

d to reflect this cha

nge.

For

per

sona

l use

onl

y

onciliation of A

djusted Incom

e

46[A

lcoa logo]

except

mounts)

Inco

me

Dilu

ted E

PS

(3)

Qu

arte

r en

ded

Qu

arte

r en

ded

Jun

e 30,M

arch

31, Ju

ne 30,

Jun

e 30,M

arch

31, Ju

ne 30,

2014

2015

2015

2014

2015

2015

ele to Alcoa

$138

$195

$140

$0.12$0.14

$0.10

ing and

arges

54 158

141a

x item

s(1)

(2)(5)

cial ite

ms

(2)26

10 (26)

e le to A

lcoasted

$216

$363

$250

0.18

0.28

0.19

bu

tab

le to A

lcoa – a

s adju

sted

is a n

on

-GA

AP

fina

ncial m

easu

re. M

an

age

men

t be

lieves tha

t this m

easu

re is m

ea

ningfu

l to inve

stors b

eca

use m

ana

ge

me

nt re

view

s the

ope

rating

resu

lts of A

lcoa

exclu

din

g th

e im

pacts o

f restru

cturin

g an

d

iscrete ta

x item

s, an

d oth

er sp

ecia

l items (collectively, “sp

ecial ite

ms”). T

he

re ca

n be

no

assura

nces th

at a

dd

itiona

l spe

cial item

s will n

ot occu

r in fu

ture

pe

riods. T

o co

mp

en

sate

for th

is limita

tion, m

ana

ge

me

nt be

lieve

s that it is a

ppro

pria

te

Net in

com

e attribu

tab

le to A

lcoa

dete

rmin

ed

und

er G

AA

P a

s we

ll as N

et inco

me a

ttributa

ble

to A

lcoa

–as a

dju

sted.

em

s inclu

de th

e follow

ing:

r en

ded

Jun

e 30

, 201

5, a n

et be

ne

fit for a

nu

mbe

r of sm

all ite

ms; a

nd

r en

ded

Jun

e 30

, 201

4, a n

et be

ne

fit for a

nu

mbe

r of sm

all ite

ms.

item

s includ

e th

e follo

win

g:

r en

ded

Jun

e 30

, 201

5, a fa

vora

ble

tax imp

act re

late

d to the

inte

rim p

erio

d tre

atm

en

t of o

pe

ratio

na

l losses in

certa

in fore

ign

jurisdictio

ns fo

r wh

ich n

o ta

x be

ne

fit wa

s recog

nize

d ($

21

), a g

ain o

n th

e sa

le o

f lan

d ($

19), co

sts asso

ciate

d with

a

on

of a

n a

erosp

ace b

usin

ess ($5

), an

un

favo

rab

le ta

x imp

act resulting

from th

e diffe

ren

ce be

twe

en

Alco

a’s co

nso

lida

ted e

stima

ted

ann

ua

l effective

tax ra

te a

nd

the

statuto

ry rates a

pp

licab

le to sp

ecial item

s ($4

), a n

et u

nfa

vorab

le ch

an

ge in

-m

arket en

erg

y de

rivative co

ntra

cts ($3), an

d a

write

-dow

n o

f inven

tory re

lated

to the

pe

rma

nen

t closu

re o

f a sm

elter in

Brazil an

d a

po

we

r statio

n in

Au

stralia

($2

); r e

nd

ed M

arch

31, 2

01

5, an

unfa

vora

ble

tax imp

act re

lated

to the

inte

rim p

eriod

trea

tme

nt of o

pe

ratio

nal lo

sses in

certa

in fore

ign ju

risdictio

ns fo

r wh

ich no

tax be

ne

fit wa

s recog

nize

d ($

35

), a favo

rable

tax im

pa

ct resu

lting

from

the

diffe

ren

ce s co

nsolid

ate

d e

stima

ted

an

nua

l effe

ctive ta

x rate

and

the sta

tutory ra

tes a

pplica

ble

to spe

cial ite

ms ($

31), costs a

ssocia

ted w

ith cu

rrent a

nd

futu

re a

cqu

isitions o

f aero

space

bu

sinesse

s ($7), a

nd a

net fa

vora

ble

chan

ge

in certain

ma

rk-to-m

arke

t ve

contracts ($

1); a

nd

r en

ded

Jun

e 30

, 201

4, a fa

vora

ble

tax imp

act re

late

d to the

inte

rim p

erio

d tre

atm

en

t of o

pe

ratio

na

l losses in

certa

in fore

ign

jurisdictio

ns fo

r wh

ich n

o ta

x be

ne

fit wa

s recog

nize

d ($

20

), an

unfa

vora

ble

tax imp

act re

sulting

from th

e diffe

ren

ce be

twe

en

date

d estim

ated

an

nua

l effective

tax ra

te an

d th

e statu

tory rates a

pplica

ble

to sp

ecia

l item

s ($24

), costs asso

ciated

with

(i) a th

en-p

lann

ed

acqu

isition

of an

aero

space

bu

siness ($

11) a

nd (ii) p

repa

ration

for a

nd

ratifica

tion o

f a ne

w la

bo

r ag

ree

men

t S

teelw

orke

rs ($1

1), a n

et favo

rab

le cha

nge

in ce

rtain

ma

rk-to-m

arket en

ergy d

erivative

con

tracts ($6

), and

an u

nfa

vorab

le im

pa

ct rela

ted to

the re

start of o

ne

po

tline

at the

joint ven

ture in

Sa

udi A

rab

ia th

at w

as pre

viously sh

ut d

own d

ue

to a

perio

d

($6

).

num

ber o

f sha

res a

pp

licab

le to d

iluted

EP

S fo

r Ne

t incom

e a

ttribu

table

to A

lcoa

exclu

de

s certain

share

eq

uiva

lents a

s their e

ffect wa

s an

ti-dilu

tive (se

e foo

tno

te 3 to

the

Sta

teme

nt o

f Co

nso

lidate

d O

pera

tions). H

owe

ver, certa

in o

f these

sha

re

ay b

ecom

e d

ilutive in

the E

PS

calcu

latio

n ap

plica

ble to N

et inco

me

attrib

utab

le to

Alcoa

–a

s ad

juste

d du

e to

a la

rge

r, po

sitive nu

me

rato

r. Spe

cifically, th

ese sha

re e

qu

ivalents w

ere

asso

ciated

with

ma

nd

ato

ry conve

rtible

pre

ferred sto

ck for the q

ua

rter

31, 2

015

. As a

resu

lt, the a

vera

ge

num

be

r of sha

res ap

plica

ble

to d

ilute

d EP

S fo

r Ne

t inco

me

attrib

uta

ble to

Alco

a –

as a

djuste

d w

as 1,3

15

,558

,890

for th

e qu

arter e

nde

d M

arch

31, 2

015

. Ad

dition

ally, th

e sub

traction

of p

refe

rred sto

ck dividen

ds

the

num

erato

r (see

footn

ote

1 to

the

Sta

teme

nt o

f Co

nsolida

ted

Op

era

tions) ne

ed

s to be

reve

rsed fo

r the

qua

rter en

ded

March

31, 2

015

since

the relate

d m

an

da

tory co

nvertib

le pre

ferred

stock w

as d

ilutive

in the

EP

S ca

lculatio

n fo

r Ne

t inco

me

A

lcoa

– a

s ad

justed

.

-

For

per

sona

l use

onl

y

onciliation of A

lcoa Ad

justed EB

ITD

A

47

ons)

2004

2005

2006

2007

2008

2009

2010

2011

2012

2013

2014

2Q14

1Q15

2Q15

me

(loss) attributable to A

lcoa$1,310

$1,233 $2,248

$2,564 $(74

)$(1,1

51)$25

4 $61

1 $19

1 $(2,2

85)$26

8$13

8$19

5 $14

0

me

(loss) attributable to n

oncontrolling s

233

259

436

365

221

61 138

194(29)

41 (91)

(9) 60

67

ve effect of accounting change

s–

2 –

––

––

––

––

––

–

come) from

discontin

ued operations

27 50

(22)250

303

166

8

3 –

––

––

–

n (benefit) for incom

e taxes546

464

853

1,6

23 342

(574

)148

255162

428

320

78

22675

come) e

xpenses, net

(266)

(478)

(236)

(1,920)

(59)(161

)5

(87)(341

)(25)

475

(12)–

expen

se271

339

384

401

407

470

494

524490

453

473

105

122

124

uring and

other charges

(29)266

507

268

939

237

207

281172

782

1,1

68 110

177

217

ent of g

oodwill

––

––

––

––

–1,7

31 –

––

–

n for depreciation

, depletion, and

ation

1,142

1,227

1,252

1,244

1,234

1,311

1,450

1,479

1,460

1,421

1,371

349

321319

EB

ITD

A$3,234

$3,362 $5,422

$4,795 $3,313

$359

$2,704 $3,260

$2,105 $2,546

$3,556 $77

6 $1,089

$942

$21,370

$24,149

$28,950

$29,280

$26,901

$18,439

$21,013

$24,951

$23,700

$23,032

$23,906

$5,836 $5,819

$5,897

EB

ITD

A M

argin

15.1%13.9%

18.7%16.4%

12.3%1.9

%12.9%

13.1%8.9

%11.1%

14.9%13.3%

18.7%16.0%

[Alcoa logo]

finition

of A

dju

sted

EB

ITD

A (E

arnin

gs be

fore

intere

st, taxes, de

precia

tion

, an

d a

mo

rtizatio

n) is net m

arg

in plu

s an

ad

d-b

ack fo

r de

precia

tion, d

eple

tion

, and

am

ortiza

tion. N

et ma

rgin

nt to

Sa

les m

inus th

e fo

llow

in g ite

ms: C

ost of g

ood

s sold; S

ellin

g, ge

nera

l adm

inistra

tive, an

d other e

xpe

nse

s; Re

search

an

d d

eve

lop

me

nt exp

enses; a

nd

Pro

vision

for dep

reciation,

an

d a

mo

rtizatio

n. Ad

justed

EB

ITD

A is a

no

n-G

AA

P fin

ancia

l me

asu

re. M

an

age

me

nt b

elieves th

at th

is me

asu

re is m

ea

ning

ful to

inve

stors b

ecause

Ad

juste

d E

BIT

DA

provide

s add

ition

aln

with

respect to A

lcoa

’s op

era

ting

pe

rform

ance

an

d th

e C

om

pa

ny’s ab

ility to me

et its fina

ncial o

bliga

tion

s. Th

e A

djuste

d EB

ITD

A p

rese

nte

d m

ay n

ot be

com

para

ble to

simila

rly titled

of o

the

r com

pan

ies.

For

per

sona

l use

onl

y

onciliation of A

lumina A

djusted E

BIT

DA

48

, except pe

r metric ton am

ounts)

2004

2005

2006

2007

2008

2009

2010

2011

2012

2013

2014

2Q14

1Q15

2Q15

perating inco

me (A

TO

I)$63

2 $68

2 $1,050

$956

$727

$112

$301

$607

$90

$259

$370

$38

$221

$215

tion, de

pletion, and am

ortization

153

172192

267

268

292

406

444

455

426

387100

80

77

come

) loss(1)

–2

(1)(7)

(8)(10)

(25)(5)

4 29

77

11

axes240

246

428

340

277

(22)60

179

(27)66

15312

92 87

(46)(8)

(6)2

(26)(92)

(5)(44)

(8)(6)

(28)–

––

EB

ITD

A$97

8 $1,092

$1,666 $1,564

$1,239 $28

2 $75

2 $1,161

$505

$749

$911

$157

$400

$390

n (thousand m

etric tons) (kmt)

14,34314,598

15,12815,084

15,25614,265

15,92216,486

16,34216,618

16,6064,0

773,9

333,9

77

EB

ITD

A / P

roductio

n etric ton)

$68

$75$11

0 $10

4 $81

$20

$47

$70

$31

$45

$55$39

$102

$98

[Alcoa logo]

efinitio

n of A

dju

sted E

BIT

DA

(Ea

rning

s be

fore in

terest, ta

xes, d

epre

ciation

, and

amo

rtization

) is net m

argin p

lus an a

dd-b

ack for de

preciation

, dep

letion,

rtizatio

n. Ne

t ma

rgin

is equ

ivale

nt to

Sa

les m

inus th

e fo

llow

ing item

s: Co

st of g

ood

s sold

; Se

lling, ge

nera

l adm

inistra

tive, and

othe

r expen

ses; Rese

archlo

pm

en

t exp

en

ses; a

nd P

rovisio

n for de

preciatio

n, dep

letion, a

nd a

mo

rtizatio

n. T

he O

the

r line in

the

tab

le a

bove in

clude

s ga

ins/lo

sses on a

sset sales

r non

-ope

ratin

g ite

ms. A

djusted

EB

ITD

A is a n

on-G

AA

P fin

ancia

l me

asu

re. Man

age

men

t belie

ves that this m

easure

is me

anin

gfu

l to inve

stors b

ecause

EB

ITD

A p

rovid

es add

itiona

l info

rma

tion

with

respect to

Alco

a’s ope

rating p

erfo

rman

ce a

nd the

Co

mp

an

y’s ability to

me

et its fin

an

cial o

blig

atio

ns. T

he

EB

ITD

A p

rese

nted

ma

y no

t be

com

pa

rable

to sim

ilarly title

d m

ea

sure

s of o

ther com

pan

ies.

For

per

sona

l use

onl

y

onciliation of P

rimary M

etals Ad

justed EB

ITD

A

49

, except pe

r metric ton am

ounts)

2004

2005

2006

2007

2008

2009

2010

2011

2012

2013

2014

2Q14

1Q15

2Q15

perating inco

me (A

TO

I)$80

8 $82

2 $1,760

$1,445 $93

1 $(61

2)$48

8$48

1 $30

9 $(20

)$59

4$97

$187

$67

tion, de

pletion, and am

ortization

326

368

395410

503

560

571

556

532

526494

129

109

109

come

) loss(58)

12 (82)

(57)(2)

26 (1)

7 27

51 34

173

5

axes314

307

726

542

172

(365)

96 92

106(74)

20330

57 6

20 (96)

(13)(27)

(32)(176

)(7)

2 (422

)(8)

(6)(5)

(1)–

EB

ITD

A$1,410

$1,413 $2,786

$2,313 $1,572

$(567)

$1,147 $1,138

$552

$475

$1,319 $26

8 $35

5 $18

7

n (thousand m

etric tons) (kmt)

3,376

3,554

3,552

3,693

4,007

3,564

3,586

3,775

3,742

3,550

3,125

795711

701

EB

ITD

A / P

roductio

n etric ton)

$418

$398

$784

$626

$392

$(159)

$320

$301

$148

$134

$422

$337

$499

$267

[Alcoa logo]

finition of A

djusted E

BIT

DA

(Earnings before interest, taxes, depreciation, a

nd amortiza

tion) is net m

argin plus an add-b

ack for deprecia

tion, depletion, and am

ortization. Net m

argin is to S

ales min

us the follow

ing item

s: Cost o

f goods sold; S

ellin

g, general a

dmin

istrative, and o

ther expenses; Re

search and develop

ment e

xpenses; and

Pro

vision for depre

ciation,

and am

ortiza

tion. The O

ther line in the table above includ

es gains/losses on asset sales an

d other non-o

perating ite

ms. A

djusted E

BIT

DA

is a non-GA

AP

financial measure.

ent belie

ves that this m

easure is mean

ingful to investors because

Adjusted E

BIT

DA

provides additional inform

ation with respect to A

lcoa’s operating

performance

and the Com

pany’s

eet its fin

ancial obliga

tions. T

he A

djusted EB

ITD

A prese

nted may n

ot be com

parable to similarly title

d mea

sures of other com

panies.

For

per

sona

l use

onl

y

onciliation of G

lobal Rolled P

roducts Adjusted E

BIT

DA

(1)

50[A

lcoa logo]

except pe

r metric ton am

ounts)

2004

2005

2006

2007

2008

2009

2012

(2)201

3201

42Q

141Q

152Q

15

perating inco

me (A

TO

I)$29

0 $30

0 $31

7 $15

1 $(41

)$(10

6)$24

1 $26

0 $34

6$25

2 $24

5 $70

$54

$76

tion, de

pletion, and am

ortization

200220

223

227

216

227

238

237229

226

235

58

56 56

ss1

–2

––

––

3 6

13 27

69

7

axes97

135

113

77 14

12 103

98

159

108

89 18

36 25

1 1

20 1

6 (2)

1 1

(2)–

(1)2

––

EB

ITD

A$58

9 $65

6 $67

5 $45

6 $19

5 $13

1 $58

3 $59

9 $73

8$59

9 $59

5 $15

4 $15

5 $16

4

me

nts (thousa

nd me

tric tons) (km

t) 2,1

362,2

502,3

762,4

822,3

611,8

881,7

551,8

661,9

431,9

892,0

56533

447479

EB

ITD

A / T

otal sh

ipme

nts tric ton

)$27

6 $29

2 $28

4 $18

4 $83

$69

$332

$321

$380

$301

$289

$289

$347

$342

in the secon

d quarter of 20

15, ma

nagem

ent rem

oved the im

pact of m

eta

l price lag fro

m the results of th

e Globa

l Ro

lled Prod

ucts segmen

t in o

rder to enh

ance the visibility o

f the underlying ope

rating

ce of this bu

siness. M

etal price lag describes the tim

ing difference

create

d whe

n the a

verage p

rice of me

tal sold d

iffers from

the average cost of the

metal w

hen purchased by th

is segm

ent. Th

is es no

t impa

ct the consolida

ted results of A

lcoa. S

egmen

t inform

ation for all prior 2

014 and 2

015 pe

riods p

resented w

as revise

d to refle

ct this change

.

age A

djusted EB

ITD

A per m

etric ton o

f these three years eq

uals $344

and re

presents the ave

rage histo

rical high

for the G

lobal Ro

lled P

roducts se

gment. A

lcoa h

as a 2016 target to

mee

t or exceed

ge historical high.

2011

(2)201

0(2)

nition of Adjusted E

BIT

DA

(Earnings be

fore interest, taxes, depreciatio

n, and am

ortization) is net ma

rgin plus an ad

d-back for depreciatio

n, deple

tion, and amo

rtization. Net m

arg

in is equivalent to

s the follow

ing ite

ms: C

ost of goo

ds sold; Sellin

g, general a

dmin

istrative, and othe

r expense

s; Resea

rch a

nd developm

ent expense

s; and Pro

vision for depreciation

, deple

tion, and am

ortization. T

he n the ta

ble a

bove includes ga

ins/losses on a

sset sales a

nd other non-o

perating item

s. Ad

justed E

BIT

DA

is a n

on-GA

AP

financia

l measu

re. M

anag

ement believe

s that this m

easure is m

eaning

ful to

ecause A

djuste

d EB

ITD

A p

rovid

es additional in

form

ation w

ith respect to A

lcoa’s op

erating p

erforman

ce and the Com

pany’s ability to m

eet its financial obligations. T

he Ad

justed E

BIT

DA

presented com

para

ble to simila

rly titled m

easures of o

ther co

mp

anies.

For

per

sona

l use

onl

y

onciliation of E

ng

ineered Products and S

olutions Adjusted E

BIT

DA

(1)

51[A

lcoa logo]

2004

2005

2006

2007

2008

2009

2010

2011

2012

2013

(2)201

4(3)

2Q14

1Q15

(4)2Q

15(4)

perating inco

me (A

TO

I)$16

1 $27

6$38

2 $42

3 $52

2 $31

1$41

9 $53

7 $61

2 $72

6 $75

6 $20

2 $19

4 $21

0

168160

152

163

165177

154

158

158

159

173

41 60

64

s (incom

e)–

–6

––

(2)(2)

(1)–

––

––

–

axes70

120

164

184215

138

198

258

297348

368

101

90

99

106(11)

(2)(7)

2 1

–(1)

(9)(2)

––

1(1)

BIT

DA

$505

$545

$702

$763

$904

$625

$769

$951

$1,058 $1,231

$1,297 $34

4 $34

5 $37

2

y sales

$4,283 $4,773

$5,428 $5,834

$6,199 $4,689

$4,584 $5,345

$5,525 $5,733

$6,006 $1,502

$1,689 $1,733

BIT

DA

Marg

in11.8%

11.4%12.9%

13.1%14.6%

13.3%16.8%

17.8%19.1%

21.5%21.6%

22.9%20.4%

21.5%

on, de

pletion, and am

ortization

n the secon

d quarter of 20

15, ma

nagem

ent rem

oved the im

pact of m

eta

l price lag fro

m the results of th

e Eng

ineered P

roducts and S

olutions seg

ment in order to

enhan

ce the visibility of the

underlying

rforman

ce of this busin

ess. Me

tal price

lag describes the tim

ing difference create

d wh

en the averag

e price of m

eta

l sold differs from the

average

cost of the

me

tal whe

n purchased by this se

gment. T

his no

t impa

ct the consolida

ted results of A

lcoa. S

egmen

t inform

ation for all prior 2

014 and 2

015 pe

riods p

resented w

as revise

d to refle

ct this change

.te

d EB

ITD

A M

arg

in for the ye

ar ended

Dece

mb

er 31, 20

13 represents the historica

l high fo

r the En

gineered P

roducts and

Solu

tions segm

ent. Alcoa

has a

2016 target to exceed this h

istorical high.

r ende

d Dece

mber 31, 2

014, the T

hird-party sa

les and A

djusted EB

ITD

A of E

ngine

ered Prod

ucts and S

olutions in

cludes $81

and $(10), respective

ly, related

to the acqu

isition of an aerosp

ace busine

ss, Firth

uding

these amoun

ts, Adjusted E

BIT

DA

Margin w

as 22.1

% for the

year ende

d Dece

mber 31, 2

014.rters e

nded M

arch

31, 20

15 and Ju

ne 30, 2015, the T

hird-party sale

s and A

djuste

d EB

ITD

A o

f En

gineered

Pro

ducts and S

olutions includes $233 an

d $27, re

spectively, and $2

68 and $

42, respectively,

acquisition

of tw

o aero

space b

usinesse

s, Firth R

ixson and T

ITA

L. Exclu

ding th

ese amou

nts, Ad

justed E

BIT

DA

Margin w

as 2

1.8% and

22.6

% for the

quarters e

nded M

arch 3

1, 2015 and

June 30, 201

5,

tion of Adjusted E

BIT

DA

(Earnings be


n, and am


rgin plus an ad

d-back for de

preciation, de

pletion, and am

ortization. N

et ma

rgin is e

quivalent to Sa

leso

wing item

s: Co

st of good

s sold; S

elling

, general ad

ministra

tive, and other expe

nses; Re

search and d

evelopme

nt expenses; and P

rovision fo

r deprecia

tion, depletion, an

d amortizatio

n. Th

e Other line in

thenclude

s gain

s/losses on asse

t sales and othe

r non-operating item

s. Adju

sted E

BIT

DA

is a non-G

AA

P fin

ancial mea

sure. Mana

gemen

t believes th

at this me

asure is mea

ningful to inve

stors be

causeT

DA

pro

vides addition

al info

rma

tion with re

spect to A

lcoa’s op

erating p

erforman

ce and the C

ompan

y’s ability to meet its financia

l obliga

tions. The A

djusted

EB

ITD

A presented m

ay not be compa

rable

tod

mea

sures of oth

er com

panies.

For

per

sona

l use

onl

y

onciliation of F

irth Rixson A

djusted E

BIT

DA

1/1/14

–11/18/14

(1)11/19/14

–12/31/14

2014

(2)2Q

152Q

15A

nn

ualize

d

perating inco

me (A

TO

I)$77

$(12

) $65

$15

$60

on, de

pletion, and

amortiza

tion47

9 56

20 80

s (incom

e)–

––

––

xes28

(6) 22

7 28

(3)(1)

(4)–

–

BIT

DA

$149

$(10)

$139

$42

$168

sales

$889

$81

$970

$247

BIT

DA

Marg

in16.8%

(12.3)%

14.3%16.8%

52

mb

er 19, 20

14, Alcoa com

pleted the acquisition

of Firth R

ixson, an

aerospace jet engine com

ponen

ts comp

any, from O

ak Hill C

apital P

artne

rs. Firth R

ixson w

as integrated into

Alco

a’s Enginee

red P

roducts an

d g

ment. A

lcoa’s primary m

easure

of perform

ance for its rep

ortable

segm

ents is after-tax operating

income

(AT

OI). A

s such, A

lcoa estim

ated the AT

OI, a

nd therefore the A

djusted EB

ITD

A, of F

irth R

ixson for the

014 through N

ovem

ber 18, 2014 tim

eframe using una

udited interna

l manag

ement finan

cial state

me

nts of F

irth Rixso

n. The

AT

OI e

stimate and calculation

of A

djusted

EB

ITD

A for F

irth Rixson

does not purport to

er in wh

ich F

irth R

ixson’s prior m

anagem

ent wou

ld ha

ve calculated F

irth Rixson

’s AT

OI and

Adjusted E

BIT

DA

. Ad

ditionally, this calculation

of A

TO

I and A

djusted EB

ITD

A is not inten

ded to suggest that F

irthor m

anag

ement used A

TO

I or Ad

justed E

BIT

DA

as a measure of F

irth R

ixson’s profitability.

e Adjusted

EB

ITD

A of F

irth Rixson

includes a negative

impact of $

13 due to th

e integration of F

irth Rixson, prim

arily driven by th

e rem

easurem

ent of inventory to fair value, in acco

rdance

with pu

rchase accountin

gs. E

xcludin

g this am

ount, F

irth Rixson

’s Adju

sted E

BIT

DA

and A

djusted

EB

ITD

A M

argin wa

s $152

and 15.7%

, respectively, fo

r 2014.

tion of Adjusted E

BIT

DA

(Earnings be


n, and am


rgin plus an ad

d-back for depreciatio

n, deple

tion, and amo

rtization. Net m

arg

in is equivalent to S

ales m

inus the m

s: Cost o

f goods sold; S

elling, general adm

inistrative, and

oth

er expenses; Resea

rch and develo

pment expe

nses; and P

rovision fo

r depreciatio

n, deple

tion, and amo

rtization. The O

ther lin

e in the ta

ble a

boves/losses on

asset sa

les a

nd other non-operating

item

s. Adjusted

EB

ITD

A is a

non-G

AA

P finan

cial m

easure

. Ma

nagem

ent believe

s that th

is measure is m

eaningful to investors because A

djuste

d EB

ITD

A p

rovid

esorm

ation w

ith respect to A

lcoa’s operating perform

ance and the

Com

pany’s a

bility to m

eet its fina

ncial oblig

ations. T

he A

djuste

d EB

ITD

A presen

ted m

ay not be

com

parable to sim

ilarly titled m

easures of other

For

per

sona

l use

onl

y

onciliation of F

ree Cash F

low

53

million

s)Y

ear end

ed

Qu

arte

r en

ded

Decem

be

r 31, 201

0D

ecemb

er 31,

2011

Decem

be

r 31, 201

2D

ecemb

er 31,

2013

Decem

be

r 31, 201

4Ju

ne 30,

2014

Ma

rch 31,

2015

Jun

e 30, 201

5

sh from

e

rations

$2,261 $2,193

$1,497 $1,578

$1,674 $51

8$ (17

5) $47

2

pital

penditures

(1,015)

(1,287)

(1,261)

(1,193)

(1,219)

(258)

(247)

(267)

e cash flow

$1,246 $90

6$23

6 $38

5 $45

5 $26

0$(42

2) $20

5

[Alcoa logo]

e Ca

sh F

low

is a n

on-G

AA

P fin

ancial m

easu

re. M

anag

em

ent b

elieve

s that th

is mea

sure

is mea

ning

ful to in

vesto

rs be

cau

se m

an

age

me

nt review

s cash

flows g

ene

rate

d fro

mra

tion

s after ta

king into co

nsidera

tion ca

pital expe

nd

itures d

ue to

the

fact that th

ese

exp

end

iture

s are

con

sidere

d n

ecessary to m

ainta

in a

nd expa

nd

Alco

a’s a

sset b

ase

an

d a

re ecte

d to

ge

nera

te fu

ture

cash

flow

s from

ope

ratio

ns. It is im

po

rtant to no

te tha

t Fre

e C

ash

Flo

w do

es n

ot re

presen

t the

resid

ual cash flo

w a

vailab

le fo

r discre

tion

ary e

xpen

ditu

res

e o

the

r no

n-discre

tiona

ry expen

ditu

res, su

ch a

s ma

nda

tory d

eb

t service re

qu

irem

en

ts, are no

t ded

ucte

d fro

m th

e m

easure

.

For

per

sona

l use

onl

y

s Workin

g C

apital

54[A

lcoa logo]

Qu

arte

r en

ded

31

-Ma

r-12

30-J

un

-12

30-S

ep

-123

1-D

ec-12

31

-Ma

r-13

30-J

un

-13

30-S

ep

-133

1-D

ec-13

31

-Ma

r-14

30-J

un

-14

30-S

ep

-143

1-D

ec-14

31-M

ar-1

5(3

)30-J

un

-15

(3)

s from custom

ers, less s

$1,709 $1,650

$1,600 $1,573

$1,704 $1,483

$1,427 $1,383

$1,391 $1,401

$1,526 $1,513

$1,487 $1,548

red purchase price

(1)85

144104

5350

223347

339238

371438

395389

421

s from custom

ers, lesss, a

s adjusted

1,794

1,794

1,704

1,626

1,754

1,706

1,774

1,722

1,629

1,772

1,964

1,908

1,876

1,969

ories3,0

79 3,0

97 3,0

51 2,8

94 2,9

61 2,9

49 2,9

32 2,7

83 2,9

74 3,2

01 3,1

94 3,0

64 3,1

89 3,2

30

unts pa

yable, trad

e 2,6

60 2,5

94 2,4

96 2,5

87 2,6

56 2,8

20 2,7

46 2,8

16 2,8

13 2,8

80 3,0

16 3,0

21 2,9

36 2,9

78

apital

(2)$2,213

$2,297 $2,259

$1,933 $2,059

$1,835 $1,960

$1,689 $1,790

$2,093 $2,142

$1,951 $2,129

$2,221

$6,006 $5,963

$5,833 $5,898

$5,833 $5,849

$5,765 $5,585

$5,454 $5,836

$6,239 $6,377

$5,819 $5,897

ng C

apital

3435

3630

3229

3128

3033

3228

3334

g C

ap

ital =

Wo

rking C

apita

l divid

ed by (S

ale

s/nu

mb

er of da

ys in th

e qua

rter).

red pu

rcha

se p

rice receivab

le rela

tes to

an

arra

ng

emen

t to se

ll certa

in cu

stom

er receivab

les to se

veral fin

ancia

l institution

s on a re

curring

basis. A

lcoa

is add

ing ba

ck this

or the pu

rposes o

f the D

ays W

orkin

g C

ap

ital ca

lculation

.

ng

Ca

pita

l for e

ach

perio

d p

resente

d re

pre

sen

ts an avera

ge q

uarte

r Wo

rking C

apital, w

hich

refle

cts the

cap

ital tie

d u

p d

uring a

give

n qua

rter. A

s such

, the

com

po

nen

ts of

pita

l for each

pe

riod pre

sen

ted rep

rese

nt the

ave

rage

of the

en

ding

ba

lance

s in each

of the

three

mo

nth

s du

ring the

resp

ective qu

arte

r.

rters end

ed M

arch 3

1, 201

5 a

nd

Jun

e 30, 2

015

, Wo

rking C

ap

ital a

nd S

ale

s inclu

de $

279

an

d $23

3, re

spe

ctively, an

d $31

5 a

nd 26

8 re

spe

ctively, rela

ted

to the

acq

uisitio

n ofce bu

sine

sses, F

irth R

ixson an

d T

ITA

L. Exclud

ing th

ese

am

oun

ts, Da

ys Wo

rking C

apita

l was 3

0 and

31

for the qu

arte

rs en

ded

Ma

rch 3

1, 20

15

and

June

30

, 201

5,

For

per

sona

l use

onl

y

onciliation of N

et Debt

55[A

lcoa logo]

s)D

ecemb

er 31,

Ma

rch 31,

Jun

e 30,

2010

2011

2012

2013

2014

2015

2015

rm borrow

ings

$92

$62

$53

$57

$54

$80

$50

rcial paper

–224

––

––

–

m d

ebt due w

ithin one year

231445

465655

2926

26

m d

ebt, less amou

nt due w

ithin one year

8,842

8,640

8,311

7,607

8,769

8,711

8,713

bt

9,165

9,371

8,829

8,319

8,852

8,817

8,789

ash and cash eq

uivalents

1,543

1,939

1,861

1,437

1,877

1,191

1,311

$7,622 $7,432

$6,968 $6,882

$6,975 $7,626

$7,478

is a n

on-G

AA

P fin

an

cial m

easure

. Ma

nag

em

ent b

elie

ves th

at this m

easure

is me

anin

gful to

inve

stors be

cau

se m

an

age

me

nt a

ssesses Alco

a’s leverag

e

after fa

ctorin

g in

ava

ilable

cash

that co

uld b

e used to

repa

y outsta

ndin

g d

ebt.

For

per

sona

l use

onl

y

onciliation of D

ebt-to-Adjusted E

BIT

DA

Ratio

56[A

lcoa logo]

ons )

2010

2011

2012

2013

2014

1Q15*

2Q15*

me

(loss) attributable to A

lcoa$25

4 $61

1 $19

1 $(2,2

85)$26

8$64

1 $64

3

ome

(loss) attributable to non

controlling

sts138

194

(29)41

(91) (12)

64

om

discontinu

ed operatio

ns8

3 –

––

––

on for in

come

taxes

148255

162

428

320

623

620

xpenses (income),net

5 (87)

(341)

(25)47

105

expen

se494

524

490

453

473

475494

turing

and othe

r charges

207281

172

782

1,1

68 884

991

men

tof g

oodwill

––

–1,7

31 –

––

on

for depreciatio

n, depletion, an

dza

tion1,4

50 1,4

79 1,4

60 1,4

21 1,3

71 1,3

52 1,3

22

EB

ITD

A$2,704

$3,260 $2,105

$2,546 $3,556

$3,973 $4,139

bt$9,165

$9,371 $8,829

$8,319 $8,852

$8,817 $8,789

Adjuste

d EB

ITD

A R

atio3.3

92.8

74.2

03.2

72.4

92.2

22.1

2

lculation of A

djusted EB

ITD

A for the quarters ende

d Ma

rch 31, 2015

and June 30, 2

015 is based o

n the respe

ctive trailing tw

elve m

onths.

definition of A

djusted E

BIT

DA

(Earnings before interest, taxes, depreciation, a

nd amortiza

tion) is net m

argin plus an add-b

ack for deprecia

tion, depletion, and

tion. Net m

argin is equivalent to S

ales m

inus the

follow

ing items: C

ost of goods sold; S

elling, genera

l administrative, an

d other exp

enses; R

esearch and developm

ent

s; and P

rovision for depreciatio

n, depletion, an

d amortiza

tion. Ad

justed EB

ITD

A is a

non-G

AA

P financial m

easure. Ma

nagem

ent believes that this measure is

ful to investo

rs because Adju

sted EB

ITD

A provides add

itional inform

ation with

respect to A

lcoa’s o

perating perfo

rmance and

the Com

pany’s ability to

meet its financial

ns. The A

djusted E

BIT

DA

presen

ted may no

t be comp

arable to sim

ilarly titled m

easures of other com

panies.

For

per

sona

l use

onl

y

[Alcoa logo]

For

per

sona

l use

onl

y