Mga Batayang Estadistika
LEI | 549300U5ODNGEYWKSW73 |
CIK | 949157 |
SEC Filings
SEC Filings (Chronological Order)
August 7, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-34474 Ce |
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August 7, 2025 |
Form of RSU Award Agreement (Directors) under the 2025 Incentive Plan CENTURY ALUMINUM COMPANY INDEPENDENT NON-EMPLOYEE DIRECTOR ANNUAL RESTRICTED STOCK UNIT AWARD AGREEMENT UNDER THE CENTURY ALUMINUM COMPANY 2025 INCENTIVE PLAN This Annual Restricted Stock Unit Award Agreement (this “Agreement”) is made as of [], 2025 (the “Award Date”), by and between Century Aluminum Company (the “Company”) and [] (“Participant”). |
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August 7, 2025 |
Exhibit 99.1 Century Aluminum Company Reports Second Quarter 2025 Results Chicago, August 7, 2025 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) today announced its second quarter 2025 results. Second Quarter 2025 Financial Results $MM (except shipments and per share data) Q2 2025 Q1 2025 Aluminum shipments (tonnes) 175,741 168,672 Net sales $ 628.1 $ 633.9 Net (loss) income attributab |
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August 7, 2025 |
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): August 7, 2025 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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August 7, 2025 |
Form of PSU Award Agreement under the 2025 Incentive Plan CENTURY ALUMINUM COMPANY PERFORMANCE STOCK UNIT AWARD AGREEMENT UNDER THE CENTURY ALUMINUM COMPANY 2025 INCENTIVE PLAN This Performance Stock Unit Award Agreement (this “Agreement”) is made as of [] (the “Award Date”), between Century Aluminum Company (the “Company”) and [] (“Participant”). |
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August 7, 2025 |
Form of RSU Award Agreement under the 2025 Incentive Plan CENTURY ALUMINUM COMPANY RESTRICTED STOCK UNIT AWARD AGREEMENT UNDER THE CENTURY ALUMINUM COMPANY 2025 INCENTIVE PLAN This Restricted Stock Unit Award Agreement (this “Agreement”) is made as of [], (the “Award Date”), between Century Aluminum Company (the “Company”) and [] (“Participant”). |
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July 24, 2025 |
Exhibit 10.3 AMENDMENT NO. 5 TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT THIS AMENDMENT NO. 5 TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this "Amendment") is entered into as of July 22, 2025, by and among the Lenders party hereto, WELLS FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as the agent for the Lenders (in such capacity, "Agent"), Century |
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July 24, 2025 |
Century Aluminum Company Closes Private Offering of $400 Million of Senior Secured Notes Exhibit 99.1 Century Aluminum Company Closes Private Offering of $400 Million of Senior Secured Notes 07/22/25 CHICAGO, July 22, 2025 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) (“Century”) announced today that it closed its private offering of 6.875% senior secured notes due August 2032 (the “Secured Notes”) for gross proceeds of $400 million. The net proceeds from the offering wer |
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July 24, 2025 |
Exhibit 4.1 CENTURY ALUMINUM COMPANY, as Issuer the GUARANTORS party hereto and WILMINGTON TRUST, National Association, as Trustee and Noteholder Collateral Agent Indenture Dated as of July 22, 2025 6.875% Senior Secured Notes due 2032 CROSS-REFERENCE TABLE TIA Sections Indenture Sections 310(a)(1) 7.10 (a)(2) 7.10 (a)(3) Not Applicable (a)(4) Not Applicable (a)(5) 7. |
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July 24, 2025 |
Exhibit 10.2 COLLATERAL AGENCY AGREEMENT Dated as of July 22, 2025 among CENTURY ALUMINUM COMPANY, THE OTHER GRANTORS PARTY HERETO, WILMINGTON TRUST, NATIONAL ASSOCIATION, as trustee under the Senior Secured Note Indenture, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent TABLE OF CONTENTS Page SECTION 1. Definitions 3 SECTION 2. Th |
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July 24, 2025 |
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 22, 2025 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission File |
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July 24, 2025 |
Exhibit 10.1 SECOND LIEN PLEDGE AND SECURITY AGREEMENT dated as of July 22, 2025 among CENTURY ALUMINUM COMPANY, the other Grantors party hereto and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, THE LIENS AND SECURITY INTERESTS GRANTED TO THE COLLATERAL AGENT PURSUANT TO THIS AGREEMENT AND THE EXERCISE OF ANY RIGHT OR REMEDY BY THE COL |
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July 17, 2025 |
Exhibit 99.2 Century Aluminum Company Announces Pricing of Private Offering of $400 million of Senior Secured Notes 07/16/25 CHICAGO, July 16, 2025 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) (“Century”) announced today that it had priced its previously announced private offering (the “Secured Notes Offering”) of $400 million aggregate principal amount of 6.875% senior secured notes |
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July 17, 2025 |
Century Aluminum Company Announces Proposed Private Offering of $400 Million of Senior Secured Notes Exhibit 99.1 Century Aluminum Company Announces Proposed Private Offering of $400 Million of Senior Secured Notes 07/16/25 CHICAGO, July 16, 2025 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) (“Century”) announced today a proposed private offering of $400 million aggregate principal amount of senior secured notes due July 2032 (the “Secured Notes”) subject to market and other conditio |
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July 17, 2025 |
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 16, 2025 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission File |
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June 20, 2025 |
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): June 16, 2025 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission File |
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June 16, 2025 |
As filed with the Securities and Exchange Commission on June 16, 2025 As filed with the Securities and Exchange Commission on June 16, 2025 Registration No. |
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June 16, 2025 |
Century Aluminum Company 2025 Incentive Plan* EXHIBIT 99.1 CENTURY ALUMINUM COMPANY 2025 INCENTIVE PLAN Article 1 Establishment, Purpose, and Duration 1.1 Establishment. Century Aluminum Company, a Delaware corporation, establishes this incentive compensation plan known as the Century Aluminum Company 2025 Incentive Plan (this “Plan”). This Plan permits the grant of Nonqualified Stock Options, Incentive Stock Options, Stock Appreci |
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June 16, 2025 |
EXHIBIT 24 POWER OF ATTORNEY The undersigned, acting in the capacity or capacities stated with their respective names below, hereby constitute and appoint Jesse E. |
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June 16, 2025 |
Calculation of Filing Fee Tables S-8 CENTURY ALUMINUM CO Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Common Stock Other 5,519,839 $ 19. |
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June 9, 2025 |
SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material Pursuant to § 240. |
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May 8, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-34474 C |
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May 7, 2025 |
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): May 7, 2025 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission File N |
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May 7, 2025 |
Exhibit 99.1 Century Aluminum Company Reports First Quarter 2025 Results Chicago, May 7, 2025 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) today announced its first quarter 2025 results. First Quarter 2025 Financial Results $MM (except shipments and per share data) Q1 2025 Q4 2024 Aluminum shipments (tonnes) 168,672 166,677 Net sales $ 633.9 $ 630.9 Net income attributable to Century |
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April 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☒ Filed by the Registrant ☐ Filed by a Party other than the Registrant Check the appropriate box: ☐ Preliminary Proxy Statement ☐ CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14a-6(e)(2)) ☒ Defin |
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April 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☒ Filed by the Registrant ☐ Filed by a Party other than the Registrant Check the appropriate box: ☐ Preliminary Proxy Statement ☐ CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14a-6(e)(2)) ☒ Defin |
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March 21, 2025 |
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): March 21, 2025 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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March 21, 2025 |
Century Aluminum Names Veteran Executive Peter Trpkovski Chief Financial Officer Exhibit 99.1 Century Aluminum Names Veteran Executive Peter Trpkovski Chief Financial Officer CHICAGO, March 21, 2025 - Century Aluminum Company (NASDAQ:CENX) announced today that its Board of Directors has appointed Peter Trpkovski to be the Company’s next Executive Vice President and Chief Financial Officer. As CFO, Trpkovski will build on his 12-years of experience at Century and focus on advan |
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March 3, 2025 |
EXHIBIT 21.1 CENTURY ALUMINUM COMPANY Subsidiaries of the Registrant Company Name State or Other Jurisdiction of Incorporation or Organization Name Under Business is Conducted Century Aluminum of South Carolina, Inc. Delaware Century Aluminum of South Carolina, Inc. Century Aluminum Sebree, LLC Delaware Century Aluminum Sebree, LLC Century Marketer LLC Delaware Century Marketer LLC Century Califor |
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March 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-34474 CENTURY ALUMINUM COMPANY (Exact name of registrant as specif |
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March 3, 2025 |
EXHIBIT 19.1 Insider Trading Policy March 12, 2024 Background Century Aluminum Company (together with its subsidiaries, the “Company”) has adopted this Insider Trading Policy with respect to the trading of the Company’s securities and the securities of other publicly traded companies with whom the Company may exchange information as part of our business. Securities laws in the U.S. and many other |
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March 3, 2025 |
Technical Report Summary for Jamalco SK 1300 Technical Report Summary – Jamalco Bauxite Operations Special Mining Leases 130 and 169 Jamaica Prepared for Century Aluminum Company by ALUMINPRO Aluminium Industry Professionals Inc. |
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March 3, 2025 |
EXHIBIT 24.1 POWER OF ATTORNEY I hereby constitute and appoint John DeZee and Paul Sharobeem as my true and lawful attorney-in-fact and agent, with full power of substitution, for me and in my name, in any and all capacities, to sign on my behalf the Annual Report on Form 10-K of Century Aluminum Company for the fiscal year ended December 31, 2024, and any amendment or supplement thereto; and to f |
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March 3, 2025 |
Incentive Compensation Recoupment Policy Exhibit 97.1 CENTURY ALUMINUM COMPANY INCENTIVE COMPENSATION RECOUPMENT POLICY A.INTRODUCTION This policy has been adopted by the Board of Directors (the “Board”) of Century Aluminum Company (the “Company”) to provide for the recovery of (i) any erroneously awarded incentive-based compensation from executive officers of the Company in the event of an accounting restatement as required by Rule 10D- |
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February 20, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): February 20, 2025 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission |
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February 20, 2025 |
Exhibit 99.1 Century Aluminum Company Reports Fourth Quarter 2024 Results Chicago, February 20, 2025 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) today announced its fourth quarter and full year 2024 results. Fourth Quarter 2024 Highlights •Net sales $631.0 million •Reported net income attributable to Century stockholders of $47.7 million, or $0.47 per diluted share; adjusted net inc |
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December 11, 2024 |
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): December 5, 2024 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission F |
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November 4, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-344 |
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November 4, 2024 |
Amendment Agreement - Vlissingen Credit Facility Amendment agreement Dated October 1, 2024 for CENTURY ALUMINUM VLISSINGEN B.V. as Company with GLENCORE INTERNATIONAL AG acting as Lender RELATING TO A FACILITY AGREEMENT DATED 9 December 2022 Ref: L-330238 CONTENTS CLAUSE PAGE 1. Definitions and interpretation 2. Conditions precedent 3. Representations 4. Amendment 5. Transaction expenses 6. Miscellaneous 7. Governing law THE SCHEDULES SCHEDULE P |
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November 4, 2024 |
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): November 4, 2024 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission F |
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November 4, 2024 |
Exhibit 99.1 Century Aluminum Company Reports Third Quarter 2024 Results Chicago, November 4, 2024 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) today announced its third quarter 2024 results. Business Highlights •Net sales of $539.1 million •Realized LME aluminum price of $2,451/MT in third quarter is up $163/MT from prior quarter •Reported net income attributable to Century stockhol |
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September 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT Century Aluminum Company (Exact name of registrant as specified in its charter) Delaware 001-34474 13-3070826 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) One South Wacker Drive Suite 1000 Chicago Illinois 60606 (Address of pr |
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September 27, 2024 | ||
September 27, 2024 |
0000949157 2023-01-01 2023-12-31 iso4217:USD 2.01 SD false 0000949157 Century Aluminum Company 2023-12-31 USD 0 |
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September 27, 2024 |
Resource Extraction Payment Report as required by Item 2.01 of this Form. Exhibit 99.1 Resource Extraction Payment Report As disclosed under Item 2.01, on May 2, 2023, the registrant’s wholly-owned subsidiary, Century Aluminum Jamaica Holdings, Inc., completed the acquisition of all the outstanding share capital of General Alumina Holdings Limited, the holder of a 55% interest in Jamalco JV (“Jamalco”), an unincorporated joint venture engaged in bauxite mining and alumi |
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August 12, 2024 |
CENX / Century Aluminum Company / GLENCORE INTERNATIONAL AG - SC 13D/A Activist Investment Page 1 of 13 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 28)* CENTURY ALUMINUM COMPANY Name of Issuer COMMON STOCK, $0.01 Par Value (Title of Class of Securities) 156431 10 8 (CUSIP Number) Steven Kalmin Glencore International AG Baarermattstrasse 3 CH-6340 Baar Switzerland +41 41 709 2000 With copi |
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August 12, 2024 |
EXHIBIT 1 JOINT FILING AGREEMENT Each of the undersigned hereby agrees that this Amendment No. |
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August 8, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): August 8, 2024 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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August 8, 2024 |
Exhibit 99.1 Century Aluminum Company Reports Second Quarter 2024 Results Chicago, August 8, 2024 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) today announced its second quarter 2024 results. Business Highlights •Net sales of $560.8 million •Realized LME aluminum price of $2,288/MT in second quarter is up $98/MT from prior quarter •Reported net loss attributable to Century stockholde |
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August 8, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-34474 Ce |
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June 7, 2024 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders 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): June 3, 2024 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission File |
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May 28, 2024 |
SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Definitive Proxy Statement x Definitive Additional Materials ¨ Soliciting Material Pursuant to § 240. |
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May 1, 2024 |
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): May 1, 2024 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission File N |
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May 1, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-34474 C |
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May 1, 2024 |
Exhibit 99.1 Century Aluminum Company Reports First Quarter 2024 Results Chicago, May 1, 2024 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) today announced its first quarter 2024 results. Business Highlights •Net sales of $489.5 million •Realized LME aluminum price of $2,190/T in first quarter is up $8/T from prior quarter •Reported net income attributable to Century stockholders of $ |
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April 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide |
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April 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide |
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April 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide |
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March 25, 2024 |
Century Aluminum Selected by U.S. Department of Energy to Receive $500 Million Investment to Build New Green Aluminum Smelter to Accelerate Industrial Decarbonization Chicago, March 25, 2024 (GLOBE NEWSWIRE) – Today, Century Aluminum Company (NASDAQ: CENX) (“Century”) was selected by the U.S. Department of Energy (“DOE”) Office of Clean Energy Demonstrations to begin award negotiations for up to $ |
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March 25, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): March 25, 2024 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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March 15, 2024 | ||
March 15, 2024 |
Incentive Compensation Recoupment Policy 1 CENTURY ALUMINUM COMPANY INCENTIVE COMPENSATION RECOUPMENT POLICY A. INTRODUCTION This policy has been adopted by the Board of Directors (the “Board”) of Century Aluminum Company (the “Company”) to provide for the recovery of (i) any erroneously awarded incentive-based compensation from executive officers of the Company in the event of an accounting restatement as required by Rule 10D-1 (“Rule 1 |
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March 15, 2024 |
EXHIBIT 24.1 POWER OF ATTORNEY I hereby constitute and appoint John DeZee and Paul Sharobeem as my true and lawful attorney-in-fact and agent, with full power of substitution, for me and in my name, in any and all capacities, to sign on my behalf the Annual Report on Form 10-K of Century Aluminum Company for the fiscal year ended December 31, 2023, and any amendment or supplement thereto; and to f |
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March 15, 2024 |
EXHIBIT 21.1 CENTURY ALUMINUM COMPANY Subsidiaries of the Registrant Company Name State or Other Jurisdiction of Incorporation or Organization Name Under Business is Conducted Century Aluminum of South Carolina, Inc. Delaware Century Aluminum of South Carolina, Inc. Century Aluminum Sebree, LLC Delaware Century Aluminum Sebree, LLC Century Marketer LLC Delaware Century Marketer LLC Century Califor |
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March 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-34474 CENTURY ALUMINUM COMPANY (Exact name of registrant as specif |
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February 21, 2024 |
Exhibit 99.1 Century Aluminum Company Reports Fourth Quarter 2023 Results Chicago, February 21, 2024 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) today announced its fourth quarter and full year 2023 results. Fourth Quarter 2023 Highlights •Net sales $512.3 million •Reported net income attributable to Century stockholders of $30.0 million, or $0.30 per diluted share; adjusted net inc |
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February 21, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): February 21, 2024 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission |
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February 13, 2024 |
CENX / Century Aluminum Company / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv0035-centuryaluminumco.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4)* Name of issuer: Century Aluminum Co Title of Class of Securities: Common Stock CUSIP Number: 156431108 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designa |
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January 5, 2024 |
CENX / Century Aluminum Company / GLENCORE INTERNATIONAL AG - SC 13D/A Activist Investment Page 1 of 13 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 27)* CENTURY ALUMINUM COMPANY Name of Issuer COMMON STOCK, $0.01 Par Value (Title of Class of Securities) 156431 10 8 (CUSIP Number) Steven Kalmin Glencore International AG Baarermattstrasse 3 CH-6340 Baar Switzerland +41 41 709 2000 With copi |
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January 5, 2024 |
FORM OF IRREVOCABLE PROXY TO VOTE STOCK OF CENTURY ALUMINUM COMPANY March 24, 2023 Exhibit 6 FORM OF IRREVOCABLE PROXY TO VOTE STOCK OF CENTURY ALUMINUM COMPANY March 24, 2023 Each of the undersigned, currently a direct or indirect stockholder (each, a “Stockholder”) of Century Aluminum Company, a Delaware corporation (the “Company”), hereby irrevocably appoints the Chief Accounting Officer of the Company and the Treasurer of the Company, for so long as they remain in their resp |
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January 5, 2024 |
Exhibit 7 1 December 2023 [CHARGOR] (as Chargor) and HSBC BANK PLC (as Chargee) SECURITY DEED 99 Bishopsgate London EC2M 3XF United Kingdom Tel: +44. |
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January 5, 2024 |
EX-99.1 2 tm241621d1ex1.htm EXHIBIT 1 EXHIBIT 1 JOINT FILING AGREEMENT Each of the undersigned hereby agrees that this Amendment No. 27 to the statement on Schedule 13D is being filed with the Securities and Exchange Commission on behalf of each of the undersigned pursuant to Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. Date: January 5, 2024 Glencore AG By: /s/ Stephan Hube |
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December 19, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): December 19, 2023 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission |
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December 19, 2023 |
Inflation Reduction Act – Section 45X December 19, 2023 1 Certain statements in this presentation, and those made by Century Aluminum Company management on the conference call, relate to future events and expectations and are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. |
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November 8, 2023 |
Exhibit 99.1 Century Aluminum Company Reports Third Quarter 2023 Results Chicago, November 8, 2023 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) today announced its third quarter 2023 results. Business Highlights •Net sales $545.2 million •Realized LME aluminum price of $2,237/T in third quarter is down $134/T from prior quarter •Falling energy and other raw material costs •Completed |
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November 8, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-344 |
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November 8, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): November 8, 2023 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission F |
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August 9, 2023 |
a20230630q2ex102 1 SUPPLEMENTAL INDENTURE dated as of June 12, 2023 among CENTURY ALUMINUM COMPANY, The Guarantor(s) Party Hereto and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee 7. |
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August 9, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-34474 Ce |
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August 9, 2023 |
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): August 9, 2023 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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August 9, 2023 |
Exhibit 99.1 Century Aluminum Company Reports Second Quarter 2023 Results Chicago, August 9, 2023 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) today announced its second quarter 2023 results. Business Highlights •Net sales $575.5 million •Realized LME aluminum price of $2,371/T in second quarter is up $21/T from prior quarter •Decreased input costs mainly from reduced pricing across |
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June 9, 2023 |
Century Aluminum Company Announces the Expansion of its Board of Directors and Additional Management Changes Tamla Olivier Joins the Board as a New Director; Shelly Harrison to Retire; Peter Trpkovski Named Senior Vice President, Finance and Treasurer CHICAGO, June 9, 2023 (GLOBE NEWSWIRE) – Century Aluminum Company (NASDAQ: CENX) today announced that on Monday, June 5, 2023, the Company’s stockholders voted to increase the size of Century’s Board of Directors (the “Board”) from six to seven members, and elected Tamla Olivier to join Century’s six incumbent Directors, as an independent director with a term expiring at the Company’s annual meeting of stockholders in 2024. |
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June 9, 2023 |
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): June 5, 2023 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission File |
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June 8, 2023 |
Century Aluminum Company One South Wacker Drive Suite 1000 Chicago, IL 60606 Century Aluminum Company One South Wacker Drive Suite 1000 Chicago, IL 60606 VIA EDGAR June 8, 2023 Division of Corporation Finance Securities and Exchange Commission 100 F Street, N. |
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May 15, 2023 |
Century Aluminum Company One South Wacker Drive Suite 1000 Chicago, IL 60606 Century Aluminum Company One South Wacker Drive Suite 1000 Chicago, IL 60606 VIA EDGAR May 15, 2023 Division of Corporation Finance Securities and Exchange Commission 100 F Street, N. |
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May 12, 2023 |
As filed with the Securities and Exchange Commission on May 12, 2023 As filed with the Securities and Exchange Commission on May 12, 2023 Registration No. |
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May 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-34474 Century Aluminum Co |
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May 8, 2023 |
Exhibit 99.1 Century Aluminum Company Reports First Quarter 2023 Results Chicago, May 8, 2023 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) today announced its first quarter 2023 results. Business Highlights •Realized LME aluminum price of $2,350/T in first quarter is up $42/T from prior quarter •Kentucky energy costs down $30/MWh, 47% improvement from Q4 •Strong total liquidity of $2 |
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May 8, 2023 |
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): May 8, 2023 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission File N |
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May 5, 2023 |
Exhibit 10.1 Execution Version Strictly Confidential Dated 2 May, 2023 Share Sale and Purchase Agreement in relation to General Alumina Holdings Limited among Noble New Asset Intermediate Co Limited as Seller Noble Group Holdings Limited as Seller Parent Noble Resources International Pte. Ltd. as NRIPL and Century Aluminum Jamaica Holdings, Inc. as Purchaser Table of Contents Page 1. Interpretatio |
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May 5, 2023 |
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): May 2, 2023 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission File N |
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April 18, 2023 |
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April 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide |
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April 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide |
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March 17, 2023 |
Exhibit 107 Calculation of Filing Fee Table Form S-3 (Form Type) Century Aluminum Company (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities and Carry Forward Securities Security Type Security Class Title(1) Fee Calculation Rule or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount |
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March 17, 2023 |
Exhibit 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below, acting in the capacity or capacities stated with their respective names below, hereby constitutes and appoints John DeZee and Paul Sharobeem, and each of them individually, as his or her true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, fo |
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March 17, 2023 |
As filed with the Securities and Exchange Commission on March 17, 2023 As filed with the Securities and Exchange Commission on March 17, 2023 Registration No. |
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February 27, 2023 |
EXHIBIT 21.1 CENTURY ALUMINUM COMPANY Subsidiaries of the Registrant Company Name State or Other Jurisdiction of Incorporation or Organization Name Under Business is Conducted Century Aluminum of South Carolina, Inc. Delaware Century Aluminum of South Carolina, Inc. Century Aluminum Sebree, LLC Delaware Century Aluminum Sebree, LLC Century Marketer LLC Delaware Century Marketer LLC Century Califor |
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February 27, 2023 |
EXHIBIT 24.1 POWER OF ATTORNEY I hereby constitute and appoint John DeZee and Paul Sharobeem as my true and lawful attorney-in-fact and agent, with full power of substitution, for me and in my name, in any and all capacities, to sign on my behalf the Annual Report on Form 10-K of Century Aluminum Company for the fiscal year ended December 31, 2022, and any amendment or supplement thereto; and to f |
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February 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-34474 CENTURY ALUMINUM COMPANY (Exact name of registrant as specif |
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February 23, 2023 |
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): February 23, 2023 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission |
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February 23, 2023 |
Exhibit 99.1 Century Aluminum Company Reports Fourth Quarter 2022 Results Chicago, February 23, 2023 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) today announced its fourth quarter and full year 2022 results. Fourth Quarter 2022 Highlights •Net sales $529.9 million •Cost savings programs partially offset high power prices and other raw material cost pressure •Reported net loss of $(1 |
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February 14, 2023 |
As filed with the Securities and Exchange Commission on February 14, 2023 POSASR 1 tm236592d1s3asr.htm POSASR As filed with the Securities and Exchange Commission on February 14, 2023 Registration No. 333-265125 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CENTURY ALUMINUM COMPANY* (Exact name of Registrant as specified in its charter) Delaware ( |
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February 14, 2023 |
Exhibit 107 Calculation of Filing Fee Table Form S-3 (Form Type) Century Aluminum Company (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities and Carry Forward Securities Security Type Security Class Title(1) Fee Calculation Rule or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount |
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February 9, 2023 |
CENX / Century Aluminum Co / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv0035-centuryaluminumco.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3)* Name of issuer: Century Aluminum Co. Title of Class of Securities: Common Stock CUSIP Number: 156431108 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to design |
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December 16, 2022 |
EXHIBIT 12 Execution Version Termination Deed Dated 15 December 2022 GLENCORE AG and GIVOLON LIMITED and RYFOLD LIMITED Table of Contents Contents Page 1 Definitions and Interpretation 2 2 Termination of Agreements 3 3 Termination of Givolon Call Option Agreement and Givolon Shares SPA 5 4 Termination of the Framework Agreement (including the Joinder Agreement) 5 5 Termination of the Facility Agre |
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December 16, 2022 |
EXHIBIT 1 JOINT FILING AGREEMENT Each of the undersigned hereby agrees that this Amendment No. |
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December 16, 2022 |
EXHIBIT 19 Execution Version Termination Deed Dated 15 December 2022 GLENCORE AG and GIVOLON LIMITED and RYFOLD LIMITED Table of Contents Contents Page 1 Definitions and Interpretation 2 2 Termination of Agreements 3 3 Termination of Givolon Call Option Agreement and Givolon Shares SPA 5 4 Termination of the Framework Agreement (including the Joinder Agreement) 5 5 Termination of the Facility Agre |
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December 16, 2022 |
CENX / Century Aluminum Co / Givolon Ltd - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* CENTURY ALUMINUM COMPANY Name of Issuer COMMON STOCK, $0.01 Par Value (Title of Class of Securities) 156431 10 8 (CUSIP Number) Brendan Dowling Ocorian Limited 26 New Street St Helier, Jersey JE2 3RA +44 1534 844802 (Name, Address and Telephone Number |
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December 16, 2022 |
EXHIBIT 1 JOINT FILING AGREEMENT Each of the undersigned hereby agrees that this Amendment No. |
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December 16, 2022 |
CENX / Century Aluminum Co / GLENCORE INTERNATIONAL AG - SC 13D/A Activist Investment Page 1 of 17 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 26)* CENTURY ALUMINUM COMPANY Name of Issuer COMMON STOCK, $0.01 Par Value (Title of Class of Securities) 156431 10 8 (CUSIP Number) Steven Kalmin Glencore International AG Baarermattstrasse 3 CH-6340 Baar Switzerland +41 41 709 2000 With copi |
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December 12, 2022 |
a2022centuryfacilityagre U.S.$90,000,000 Facility agreement Dated 9 December 2022 for CENTURY ALUMINUM VLISSINGEN B.V. as Borrower with GLENCORE INTERNATIONAL AG acting as Lender (i) CONTENTS CLAUSE PAGE INTERPRETATION 1. Definitions and Interpretation .................................................................................................... 1 SECTION 2 THE FACILITY 2. The Facility...... |
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December 12, 2022 |
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): December 12, 2022 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission |
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November 7, 2022 |
Exhibit 99.1 Century Aluminum Company Reports Third Quarter 2022 Results Chicago, November 7, 2022 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) today announced its third quarter 2022 results. Business Highlights ?Shipments down 19% sequentially related to the Hawesville curtailment ?Realized LME aluminum price of $2,636/T in third quarter is down $425/T from prior quarter ?Strong tot |
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November 7, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): November 7, 2022 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission F |
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November 7, 2022 |
1/2 Amendment Exhibit 10.1 0106-36-028285 to the Committed Revolving Credit Facility in the original amount of USD 50.000.000,-, between Nordural Grundartangi ehf., reg. no: 570297-2609, as the Borrower and Landsbankinn hf., reg. no. 471008-0280, as the Bank, dated November 27th 2013 as amended from time to time (hereinafter referred to as the "Agreement"). The Borrower and the Bank have agreed to |
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November 7, 2022 |
Exhibit 10.2 29 SEPTEMBER 2022 Between NOR?UR?L GRUNDARTANGI EHF. (as Borrower) and ARION BANK HF. (as Lender) TERM FACILITY AGREEMENT 2 CONTENT 1 Definitions ................................................................................................................... 3 2 The Facility ............................................................................................................ |
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November 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-34474 Century Aluminu |
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August 9, 2022 |
Exhibit 99.1 Century Aluminum Company Reports Second Quarter 2022 Results Chicago, August 9, 2022 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) today announced its second quarter 2022 results. Business Highlights ?Shipments up 1% sequentially ?Net sales up 14% sequentially on higher realized LME prices and regional premiums ?Realized LME aluminum price of $3,062/T in second quarter is |
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August 9, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): August 9, 2022 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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August 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-34474 Century Aluminum Com |
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August 1, 2022 |
Century Aluminum Appoints Gerald Bialek as Chief Financial Officer Exhibit 99.1 Century Aluminum Appoints Gerald Bialek as Chief Financial Officer CHICAGO, August 1, 2022 (GLOBE NEWSWIRE) ? Century Aluminum Company (NASDAQ: CENX) announced today that it has appointed Gerald ?Jerry? Bialek as its new Executive Vice President and Chief Financial Officer. Mr. Bialek will join the Company on August 22, 2022 and will report directly to Century?s Chief Executive Office |
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August 1, 2022 |
Offer Letter dated as of July 27, 2022 Exhibit 10.1 July 27, 2022 Mr. Jerry Bialek 280 Ethyl Drive Brooklyn, MI 49230 Dear Jerry: We are very pleased to offer you the position of Executive Vice President and Chief Financial Officer of Century Aluminum Company (the ?Company?). In this position, you will be based out of the Company?s Chicago headquarters and will report directly to the Chief Executive Officer of Century Aluminum Company. |
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August 1, 2022 |
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): August 1, 2022 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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June 22, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): June 22, 2022 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission File |
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June 22, 2022 |
Century Aluminum to Temporarily Idle Its Hawesville Smelter Due to Soaring Energy Prices; Exhibit 99.1 Century Aluminum to Temporarily Idle Its Hawesville Smelter Due to Soaring Energy Prices; Issues WARN Notice to Employees CHICAGO, June 22, 2022 (GLOBE NEWSWIRE) ? Century Aluminum Company (NASDAQ: CENX), the largest producer of primary aluminum in the United States, has announced it will temporarily idle its smelter in Hawesville, Kentucky, as a direct result of skyrocketing energy c |
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June 16, 2022 |
Exhibit 10.1 AMENDMENT NO. 4 TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT THIS AMENDMENT NO. 4 TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this "Amendment") is entered into as of June 14, 2022, by and among the Lenders party hereto, WELLS FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as the agent for the Lenders (in such capacity, "Agent"), Century |
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June 16, 2022 |
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): June 13, 2022 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission File |
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May 20, 2022 |
Exhibit 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below, acting in the capacity or capacities stated with their respective names below, hereby constitutes and appoints John DeZee as his or her true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him or her and in his or her name, place and stea |
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May 20, 2022 |
As filed with the Securities and Exchange Commission on May 20, 2022 As filed with the Securities and Exchange Commission on May 20, 2022 Registration No. |
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May 20, 2022 |
EX-FILING FEES 7 tm2214429d1ex-filingfees.htm EX-FILING FEES Exhibit 107.1 Calculation of Filing Fee Table FORM S-3 Registration Statement Under the Securities Act of 1933 (Form Type) Century Aluminum Company (Exact Name of Registrant as Specified in its Charter) Security Type Security Class Title(1) Fee Calculation or Carry Forward Rule Amount Registered(2) Proposed Maximum Offering Price Per Uni |
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May 2, 2022 |
Exhibit 10.1 TERM FACILITY AMENDMENT AGREEMENT THIS AGREEMENT is dated 12 November 2021 and made between: (1)NOR?UR?L GRUNDARTANGI EHF., a private limited liability company incorporated and registered in Iceland with the registration number 570297-2609 (the "Borrower"); and (2)ARION BANK HF., a limited liability company and licenced as a financial institution, incorporated and registered in Icelan |
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May 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-34474 Century Aluminum Co |
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April 29, 2022 |
DEFA14A 1 d330450ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as |
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April 29, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14 |
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April 28, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): April 28, 2022 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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April 28, 2022 |
Exhibit 99.1 Century Aluminum Company Reports First Quarter 2022 Results Chicago, April 28, 2022 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) today announced its first quarter 2022 results. Business Highlights ?Shipments up 5% sequentially ?Net Sales up 14% sequentially on higher LME prices ?Global ~1 million tonnes supply deficit and lowest LME inventory levels since 2005 ?Realized |
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February 25, 2022 |
EXHIBIT 21.1 CENTURY ALUMINUM COMPANY Subsidiaries of the Registrant Company Name State or Other Jurisdiction of Incorporation or Organization Name Under Business is Conducted Century Aluminum of South Carolina, Inc. Delaware Century Aluminum of South Carolina, Inc. Century Aluminum Sebree, LLC Delaware Century Aluminum Sebree, LLC Century Marketer LLC Delaware Century Marketer LLC Century Califor |
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February 25, 2022 |
EXHIBIT 24.1 POWER OF ATTORNEY I hereby constitute and appoint John DeZee and Leah Patterson as my true and lawful attorney-in-fact and agent, with full power of substitution, for me and in my name, in any and all capacities, to sign on my behalf the Annual Report on Form 10-K of Century Aluminum Company for the fiscal year ended December 31, 2021, and any amendment or supplement thereto; and to f |
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February 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-34474 CENTURY ALUMINUM COMPANY (Exact name of registrant as specif |
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February 24, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): February 24, 2022 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission |
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February 24, 2022 |
Exhibit 99.1 Century Aluminum Company Reports Fourth Quarter 2021 Results Chicago, February 24, 2022 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) today announced its fourth quarter and full year 2021 results. 2021 Business Highlights ?Realized LME aluminum price of $2,605/T in fourth quarter is up $230/T from prior quarter ?Realized regional premiums of $720/T and $340/T for U.S. Mid |
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February 9, 2022 |
CENX / Century Aluminum Co / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv0025-centuryaluminumco.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)* Name of issuer: Century Aluminum Co. Title of Class of Securities: Common Stock CUSIP Number: 156431108 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to design |
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February 9, 2022 |
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): February 4, 2022 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission F |
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February 9, 2022 |
Exhibit 10.1 0106-36-028285 Amendment to the Committed Revolving Credit Facility in the amount of USD 50.000.000,-, between Nor?ur?l Grundartangi ehf., reg. no: 570297-2609, as the Borrower and Landsbankinn hf., reg. no. 471008-0280, as the Bank, dated November 27th 2013 as amended from time to time (hereinafter referred to as the ?Agreement?). The Borrower and the Bank have agreed to make the fol |
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February 8, 2022 |
CENX / Century Aluminum Co / DIMENSIONAL FUND ADVISORS LP - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 10 )* Century Aluminum Co (Name of Issuer) Common Stock (Title of Class of Securities) 156431108 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this S |
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February 4, 2022 |
Exhibit 99.1 Century Announces Departure of Chief Financial Officer; Senior Vice President, Finance to Assume Responsibilities of Principal Financial Officer During Search for Replacement CHICAGO, February 4, 2022 (GLOBE NEWSWIRE) ? Century Aluminum Company (NASDAQ: CENX) announced today that Craig Conti will be leaving the Company in order to be closer to family and pursue other opportunities, ef |
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February 4, 2022 |
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): February 1, 2022 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission F |
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December 27, 2021 |
Exhibit 10.1 AMENDMENT NO. 3 TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT THIS AMENDMENT NO. 3 TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this "Amendment") is entered into as of December 23, 2021, by and among the Lenders party hereto, WELLS FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as the agent for the Lenders (in such capacity, "Agent"), CEN |
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December 27, 2021 |
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): December 23, 2021 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission |
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December 8, 2021 |
Century Aluminum Company Announces Jennifer Bush as New Independent Board Member Exhibit 99.1 Century Aluminum Company Announces Jennifer Bush as New Independent Board Member CHICAGO, December 8, 2021 (GLOBE NEWSWIRE) ? Century Aluminum Company (NASDAQ: CENX) announced today that its Board of Directors (the ?Board?) increased the size of the Board from five to six members on December 6, 2021 and appointed Jennifer (?Jenny?) Bush as an independent director effective immediately |
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December 8, 2021 |
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): December 6, 2021 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission F |
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November 5, 2021 |
, between Nordural Grundartangi ehf, as borrower, and Landsbankinn hf Exhibit 10.1 Amendment 0106-36-028285 to the Committed Revolving Credit Facility in the amount of USD 50.000.000,-, between Nor?ur?l Grundartangi ehf., reg. no: 570297-2609, as the Borrower, and Landsbankinn hf., reg. no. 471008-0280, as the Bank, dated November 27th 2013 (hereinafter referred to as the ?Agreement?). The Borrower and the Bank have agreed to make the following amendment to the Agre |
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November 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-34474 Century Aluminu |
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November 3, 2021 |
Exhibit 99.1 Century Aluminum Company Reports Third Quarter 2021 Results Chicago, November 3, 2021 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) today announced its third quarter 2021 results. Business Highlights ?Realized LME aluminum price of $2,375/T in third quarter is up $220/T from prior quarter ?Realized regional premiums of $670/T and $245/T for U.S. Midwest and EU Duty Paid, |
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November 3, 2021 |
Exhibit 10.1 2 November 2021 Between NOR?UR?L GRUNDARTANGI EHF. (as Borrower) and ARION BANK HF. (as Lender) TERM FACILITY AGREEMENT 1 CONTENT 1 Definitions 4 2 The Facility 14 3 Purpose 14 4 Conditions precedent 15 5 Drawdown 15 6 Interest 16 7 Repayment 18 8 Prepayment and cancellation 18 9 Payments 20 10 Fees, Charges and Expenses 20 11 Additional payment obligations 21 12 Representations, warr |
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November 3, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): November 3, 2021 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission F |
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November 3, 2021 |
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): November 2, 2021 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission F |
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November 3, 2021 |
Exhibit 99.1 Century Aluminum Announces Casthouse Expansion Project into Low Carbon Billet Production for its Grundartangi, Iceland smelter CHICAGO, November 3, 2021 (GLOBE NEWSWIRE) ? Century Aluminum Company (NASDAQ: CENX) announced today that its wholly-owned subsidiary, Nor?ur?l Grundartangi ehf (?Nor?ur?l?), has commenced construction of a new low-carbon billet casthouse at its Grundartangi, |
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August 5, 2021 |
Exhibit 10.1 AMENDMENT NO. 2 TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT THIS AMENDMENT NO. 2 TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this "Amendment") is entered into as of June 15, 2021, by and among the Lenders party hereto, WELLS FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as the agent for the Lenders (in such capacity, "Agent"), CENTURY |
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August 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-34474 Century Aluminum Com |
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August 4, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): August 4, 2021 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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August 4, 2021 |
Exhibit 99.1 Century Aluminum Company Reports Second Quarter 2021 Results Chicago, August 4, 2021 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) today announced its second quarter 2021 results. Business Highlights ?Realized LME aluminum price of $2,155/T in second quarter is up $215/T from prior quarter ?Realized regional premiums of $490/T and $175/T for U.S. Midwest and EU Duty Paid, |
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June 17, 2021 |
Submission of Matters to a Vote of Security Holders 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): June 14, 2021 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission File |
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May 28, 2021 |
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): May 26, 2021 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission File |
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May 17, 2021 |
Century Aluminum Announces CEO Succession Exhibit 99.1 Century Aluminum Announces CEO Succession Mike Bless to Retire; Jesse Gary Named Next President and CEO of Century Aluminum, Effective July 1, 2021 CHICAGO, May 17, 2021 (GLOBE NEWSWIRE) ? Century Aluminum Company (NASDAQ: CENX) announced today that Mike Bless will retire as President and Chief Executive Officer, effective July 1, 2021, after 15 years with Century, including nearly 10 |
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May 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide |
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May 17, 2021 |
Exhibit 10.2 EXECUTION VERSION RETIREMENT AND TRANSITION AGREEMENT This RETIREMENT AND TRANSITION AGREEMENT (this ?Agreement?) is entered into by and between Century Aluminum Company, a Delaware corporation (the ?Company?), and Michael A. Bless (?Executive?), dated May 17, 2021 (the ?Effective Date?). RECITALS: WHEREAS, Executive currently serves as President and Chief Executive Officer (the ?CEO? |
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May 17, 2021 |
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): May 17, 2021 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission File |
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May 17, 2021 |
Jesse E. Gary Offer Letter, dated May 17, 2021 Exhibit 10.1 May 17, 2021 Mr. Jesse E. Gary 1204 Michigan Ave. Wilmette, IL 60091 Dear Jesse: We are very pleased to offer you the position of President and Chief Executive Officer of Century Aluminum Company (the ?Company?), effective July 1, 2021 (the ?CEO Date?). In this position, you will continue to be based out of the Company?s Chicago headquarters and will report directly to the Company?s B |
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May 7, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-34474 Century Aluminum Co |
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May 5, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): May 5, 2021 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission File N |
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May 5, 2021 |
Exhibit 99.1 Century Aluminum Company Reports First Quarter 2021 Results Chicago, May 5, 2021 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) today announced its first quarter 2021 results. First Quarter 2021 Financial Results ?Shipments of 195,697 tonnes ?Net sales of $444.0 million ?Net loss of $(140.0) million, or $(1.55) per share ?Adjusted net loss(1) of $(52.5) million, or $(0.54) |
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April 22, 2021 |
- DEF 14A - 2021 PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide |
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April 22, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide |
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April 15, 2021 |
Exhibit 10.1 ========================================================== SECOND LIEN PLEDGE AND SECURITY AGREEMENT dated as of April 14, 2021 among CENTURY ALUMINUM COMPANY, the other Grantors party hereto and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent Notwithstanding anything herein to the contrary, the liens and security interests granted to the COLLATERAL Agent pursuant to this |
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April 15, 2021 |
EX-10.2 4 exhibit102-collateralagenc.htm EX-10.2 - COLLATERAL AGENCY AGREEMENT Exhibit 10.2 COLLATERAL AGENCY AGREEMENT Dated as of April 14, 2021 among CENTURY ALUMINUM COMPANY, THE OTHER GRANTORS PARTY HERETO, WILMINGTON TRUST, NATIONAL ASSOCIATION, as trustee under the Senior Secured Note Indenture, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent TABLE OF CONTENTS PAGE SECTION 1 |
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April 15, 2021 |
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): April 14, 2021 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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April 15, 2021 |
Exhibit 4.1 CENTURY ALUMINUM COMPANY, as Issuer the GUARANTORS party hereto and WILMINGTON TRUST, National Association, as Trustee and Noteholder Collateral Agent Indenture Dated as of April 14, 2021 7.5% Senior Secured Notes due 2028 CROSS-REFERENCE TABLE TIA Sections Indenture Sections 310(a)(1) 7.10 (a)(2) 7.10 (a)(3) Not Applicable (a)(4) Not Applicable (a)(5) 7.10 (b) 7.03; 7.08; 7.10 (c) Not |
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April 12, 2021 |
Form of Capped Call Confirmation Exhibit 10.1 To: Century Aluminum Company One South Wacker Drive Suite 1000 Chicago, Illinois 60606 From: [Dealer] Re: [Base][Additional] Capped Call Transaction Date: [], 2021 Dear Ladies and Gentlemen: The purpose of this communication (this ?Confirmation?) is to set forth the terms and conditions of the above-referenced transaction entered into on the Trade Date specified below (the ?Transactio |
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April 12, 2021 |
Exhibit 4.1 CENTURY ALUMINUM COMPANY AND WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of April 9, 2021 2.75% Convertible Senior Notes due 2028 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS Section 1.01. Definitions 1 Section 1.02. References to Interest 13 ARTICLE 2 ISSUE, DESCRIPTION, EXECUTION, REGISTRATION AND EXCHANGE OF NOTES Section 2.01. Designation and Amount 13 Sec |
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April 12, 2021 |
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): April 6, 2021 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission File |
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April 5, 2021 |
Exhibit 99.1 CENTURY ALUMINUM COMPANY ANNOUNCES PROPOSED CONCURRENT PRIVATE OFFERINGS OF SENIOR SECURED NOTES AND CONVERTIBLE SENIOR NOTES CHICAGO, IL?April 5, 2021?Century Aluminum Company (NASDAQ: CENX) (?Century?) announced today a proposed private offering of $250 million aggregate principal amount of senior secured notes due April 2028 (the ?Secured Notes?), subject to market and other condit |
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April 5, 2021 |
Exhibit 99.2 CENTURY ALUMINUM COMPANY ANNOUNCES CASH TENDER OFFER FOR ITS 12.0% SENIOR SECURED NOTES DUE 2025 CHICAGO, IL? April 5, 2021? Century Aluminum Company (NASDAQ: CENX) (?Century?) today announced the commencement of a cash tender offer (the ?Tender Offer?) to purchase any and all of Century?s 12.0% Senior Secured Notes due 2025 (the ?Notes?). The Tender Offer is being made pursuant to an |
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April 5, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): April 5, 2021 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission File |
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March 25, 2021 |
Century Aluminum Finalizes Mt. Holly Power Contract; Restart Project On Schedule Exhibit 99.1 Century Aluminum Finalizes Mt. Holly Power Contract; Restart Project On Schedule Provides Updated 2021 Outlook CHICAGO, March 25, 2021 (GLOBE NEWSWIRE) ? Century Aluminum of South Carolina (CASC), a wholly-owned subsidiary of Century Aluminum Company (NASDAQ: CENX), announced today it has finalized, and received all necessary approvals for, its new, three-year power contract with the |
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March 25, 2021 |
Financial Statements and Exhibits, Other Events 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): March 25, 2021 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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March 12, 2021 |
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): March 8, 2021 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission File |
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March 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-34474 CENTURY ALUMINUM COMPANY (Exact name of registrant as specif |
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March 4, 2021 |
EXHIBIT 24.1 POWER OF ATTORNEY I hereby constitute and appoint Jesse E. Gary and Morgan F. Walbridge as my true and lawful attorney-in-fact and agent, with full power of substitution, for me and in my name, in any and all capacities, to sign on my behalf the Annual Report on Form 10-K of Century Aluminum Company for the fiscal year ended December 31, 2020, and any amendment or supplement thereto; |
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March 4, 2021 |
EXHIBIT 21.1 CENTURY ALUMINUM COMPANY Subsidiaries of the Registrant Company Name State or Other Jurisdiction of Incorporation or Organization Name Under Business is Conducted Century Aluminum of South Carolina, Inc. Delaware Century Aluminum of South Carolina, Inc. Century Aluminum Sebree, LLC Delaware Century Aluminum Sebree, LLC Century Marketer LLC Delaware Century Marketer LLC Century Califor |
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February 18, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): February 18, 2021 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission |
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February 18, 2021 |
Exhibit 99.1 Century Aluminum Company Reports Fourth Quarter and Full year 2020 Results Chicago, February 18, 2021 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) today announced its fourth quarter and full year 2020 results. Fourth Quarter 2020 Financial Results ?Shipments of 194,940 tonnes ?Net sales of $389.1 million ?Net loss of $(35.5) million, or $(0.40) per share ?Adjusted net lo |
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February 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 9 )* Century Aluminum Co (Name of Issuer) Common Stock (Title of Class of Securities) 156431108 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sc |
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February 12, 2021 |
Century Aluminum Names Gunnar Gudlaugsson Executive Vice President, Global Operations Exhibit 99.1 Century Aluminum Names Gunnar Gudlaugsson Executive Vice President, Global Operations John Hoerner, Century?s EVP North America Operations, to Retire CHICAGO, Feb. 09, 2021 (GLOBE NEWSWIRE) ? Century Aluminum Company (NASDAQ: CENX) announced today that it has named Gunnar Gudlaugsson as Executive Vice President, Global Operations. Since joining Century in 2008, Mr. Gudlaugsson has ser |
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February 12, 2021 |
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): February 8, 2021 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission F |
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February 10, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: Century Aluminum Co. Title of Class of Securities: Common Stock CUSIP Number: 156431108 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
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January 29, 2021 |
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): January 29, 2021 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission F |
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December 7, 2020 |
Financial Statements and Exhibits, Other Events - 8-K 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): December 7, 2020 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission F |
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December 7, 2020 |
Century Aluminum Announces Preliminary Agreement with Santee Cooper for New Power Contract Exhibit 99.1 Century Aluminum Announces Preliminary Agreement with Santee Cooper for New Power Contract New Contract Would Enable Mt. Holly to Expand Production and Hire 70 Employees CHICAGO, Dec. 7, 2020 (GLOBE NEWSWIRE) – Century Aluminum of South Carolina (CASC), a wholly-owned subsidiary of Century Aluminum Company (NASDAQ: CENX), announced today it has reached a preliminary agreement on the p |
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November 5, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-34474 Century Aluminu |
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October 29, 2020 |
Exhibit 99.1 Century Aluminum Company Reports Third Quarter 2020 Results Chicago, October 29, 2020 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) today announced its third quarter 2020 results. Third Quarter 2020 Financial Results •Shipments of 203,022 tonnes, a 3% decrease over prior quarter •Net sales of $392.9 million •Net loss of $(58.2) million, or $(0.65) per share •Adjusted net |
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October 29, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K 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): October 29, 2020 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission F |
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October 20, 2020 |
Century Issues WARN Notice at Mt. Holly, SC Smelter Exhibit 99.1 Century Issues WARN Notice at Mt. Holly, SC Smelter Plant to be Curtailed Unless New Power Arrangement Reached Chicago, October 20, 2020 (GLOBE NEWSWIRE) - Century Aluminum of South Carolina, a wholly-owned subsidiary of Century Aluminum Company (NASDAQ: CENX), today issued a notice to employees at its Mt. Holly, South Carolina aluminum smelter of its intent to curtail plant operation |
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October 20, 2020 |
Financial Statements and Exhibits, Other Events - 8-K - MT. HOLLY WARN NOTICE 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): October 20, 2020 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission F |
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September 30, 2020 |
CENX / Century Aluminum Co. / GLENCORE INTERNATIONAL AG - SC 13D/A Activist Investment Page 1 of 16 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 25)* CENTURY ALUMINUM COMPANY Name of Issuer COMMON STOCK, $0.01 Par Value (Title of Class of Securities) 156431 10 8 (CUSIP Number) Steven Kalmin Glencore International AG Baarermattstrasse 3 CH-6340 Baar Switzerland +41 41 709 2000 With copi |
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September 30, 2020 |
EXHIBIT 1 JOINT FILING AGREEMENT Each of the undersigned hereby agrees that this Amendment No. |
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August 20, 2020 |
CENX / Century Aluminum Co. / GLENCORE INTERNATIONAL AG - SC 13D/A Activist Investment Page 1 of 17 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 24)* CENTURY ALUMINUM COMPANY Name of Issuer COMMON STOCK, $0.01 Par Value (Title of Class of Securities) 156431 10 8 (CUSIP Number) Steven Kalmin Glencore International AG Baarermattstrasse 3 CH-6340 Baar Switzerland +41 41 709 2000 With copi |
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August 20, 2020 |
EXHIBIT 99.1 JOINT FILING AGREEMENT Each of the undersigned hereby agrees that this Amendment No. 24 to the statement on Schedule 13D is being filed with the Securities and Exchange Commission on behalf of each of the undersigned pursuant to Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. Date: August 20, 2020 Glencore AG By: /s/ Martin Haering Name: Martin Haering Title: Dire |
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August 6, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-34474 Century Aluminum Com |
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August 5, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): August 5, 2020 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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August 5, 2020 |
Exhibit 99.1 Century Aluminum Company Reports Second Quarter 2020 Results Chicago, August 5, 2020 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) today announced its second quarter 2020 results. Second Quarter 2020 Financial Results •Shipments of 210,309 tonnes, a 4% increase over prior quarter •Net sales of $401.9 million, a 5% decrease over prior quarter primarily due to lower LME pri |
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July 2, 2020 |
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 1, 2020 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) DE 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission File Number |
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July 2, 2020 |
Exhibit 4.1 Execution Version CENTURY ALUMINUM COMPANY, as Issuer the GUARANTORS party hereto and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee and Noteholder Collateral Agent Indenture Dated as of July 1, 2020 12.0% Senior Secured Notes due 2025 Table of Contents CROSS-REFERENCE TABLE TIA Sections Indenture Sections 310(a)(1) 7.10 (a)(2) 7.10 (a)(3) Not Applicable (a)(4) Not Applicable (a)(5 |
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July 2, 2020 |
Exhibit 10.2 EXECUTION VERSION COLLATERAL AGENCY AGREEMENT Dated as of July 1, 2020 among CENTURY ALUMINUM COMPANY, THE OTHER GRANTORS PARTY HERETO, WILMINGTON TRUST, NATIONAL ASSOCIATION, as trustee under the Senior Secured Note Indenture, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent Table of Contents TABLE OF CONTENTS PAGE SECTION 1. Definitions 1 SECTION 2. The Trust Estate 1 |
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July 2, 2020 |
Exhibit 10.1 EXECUTION VERSION ========================================================== SECOND LIEN PLEDGE AND SECURITY AGREEMENT dated as of July 1, 2020 among CENTURY ALUMINUM COMPANY, the other Grantors party hereto and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, THE LIENS AND SECURITY INTERESTS GRANTED TO THE COLLATERAL AGENT P |
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June 19, 2020 |
Financial Statements and Exhibits, Other Events 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): June 18, 2020 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission File |
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June 19, 2020 |
EXHIBIT 99.1 JOINT FILING AGREEMENT Each of the undersigned hereby agrees that this Amendment No. 23 to the statement on Schedule 13D is being filed with the Securities and Exchange Commission on behalf of each of the undersigned pursuant to Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. Date: June 19, 2020 Glencore AG By: /s/ Stephan Huber Name: Stephan Huber Title: Director |
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June 19, 2020 |
CENTURY ALUMINUM COMPANY ANNOUNCES PRICING OF $250 MILLION OF SENIOR SECURED NOTES Exhibit 99.1 CENTURY ALUMINUM COMPANY ANNOUNCES PRICING OF $250 MILLION OF SENIOR SECURED NOTES CHICAGO, IL - June 18, 2020 - Century Aluminum Company (NASDAQ: CENX) (“Century”) today announced the pricing of its previously announced private offering of $250,000,000 aggregate principal amount of senior secured notes due 2025 (the “New Notes”). The New Notes will be issued at a price equal to 99.0% |
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June 19, 2020 |
CENX / Century Aluminum Co. / GLENCORE INTERNATIONAL AG - SC 13D/A Activist Investment Page 1 of 16 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 23)* CENTURY ALUMINUM COMPANY Name of Issuer COMMON STOCK, $0.01 Par Value (Title of Class of Securities) 156431 10 8 (CUSIP Number) Steven Kalmin Glencore International AG Baarermattstrasse 3 CH-6340 Baar Switzerland +41 41 709 2000 With copi |
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June 18, 2020 |
CENTURY ALUMINUM COMPANY ANNOUNCES PROPOSED OFFERING OF $250 MILLION OF SENIOR SECURED NOTES Exhibit 99.1 CENTURY ALUMINUM COMPANY ANNOUNCES PROPOSED OFFERING OF $250 MILLION OF SENIOR SECURED NOTES CHICAGO, IL – June 18, 2020—Century Aluminum Company (NASDAQ: CENX) (“Century”) announced today a proposed offering of $250 million aggregate principal amount of senior secured notes due 2025 (the “New Notes”). Century also announced today that it has commenced a cash tender offer (the “Tender |
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June 18, 2020 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 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): June 17, 2020 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission File |
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June 18, 2020 |
Exhibit 10.1 AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT THIS AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this "Amendment") is entered into as of June 17, 2020, by and among the Lenders party hereto, WELLS FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as the agent for the Lenders (in such capacity, "Agent"), CENTURY |
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June 18, 2020 |
CENTURY ALUMINUM COMPANY ANNOUNCES CASH TENDER OFFER FOR ITS 7.500% SENIOR SECURED NOTES DUE 2021 Exhibit 99.2 CENTURY ALUMINUM COMPANY ANNOUNCES CASH TENDER OFFER FOR ITS 7.500% SENIOR SECURED NOTES DUE 2021 CHICAGO, IL – June 18, 2020—Century Aluminum Company (NASDAQ: CENX) (“Century”) today announced the commencement of a cash tender offer (the “Tender Offer”) to purchase any and all of Century’s 7.500% Senior Secured Notes due 2021 (the “Notes”). The Tender Offer is being made pursuant to |
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June 11, 2020 |
Submission of Matters to a Vote of Security Holders 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): June 8, 2020 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission File |
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May 22, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide |
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May 4, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-34474 Century Aluminum Co |
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April 30, 2020 |
Exhibit 99.1 Century Aluminum Company Reports First Quarter 2020 Results Chicago, April 30, 2020 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) today announced its first quarter 2020 results. First Quarter 2020 Financial Results • Shipments of 202,905 tonnes • Net sales of $421.2 million, a 3% decrease over prior quarter due to lower regional premiums • Net loss of $(2.7) million, or $ |
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April 30, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): April 30, 2020 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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April 22, 2020 |
CENX / Century Aluminum Co. DEFA14A - - DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide |
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April 22, 2020 |
CENX / Century Aluminum Co. DEF 14A - - DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide |
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March 24, 2020 |
Century Aluminum Company Announces Hawesville Labor Contract Extension and Provides Update on COVID-19 Response Chicago, March 24, 2020 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) announced today that the company and United Steel Workers Local 9423 (which represents hourly employees at the company’s Hawesville, Kentucky smelter) have agreed to a one year extension of the labor contract set to expire on April 1, 2020. |
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March 24, 2020 |
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): March 19, 2020 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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February 27, 2020 |
EXHIBIT 10.26 CENTURY ALUMINUM COMPANY PERFORMANCE UNIT AWARD AGREEMENT UNDER THE AMENDED AND RESTATED STOCK INCENTIVE PLAN AND THE AMENDED AND RESTATED LONG-TERM INCENTIVE PLAN THIS AGREEMENT is made as of , (the “Award Date”), between CENTURY ALUMINUM COMPANY (the “Company”) and (“Participant”). W I T N E S S E T H: WHEREAS, the Company has adopted: (i) the Century Aluminum Company Amended and R |
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February 27, 2020 |
EXHIBIT 10.25 CENTURY ALUMINUM COMPANY TIME-VESTING SHARE UNIT AWARD AGREEMENT UNDER THE AMENDED AND RESTATED STOCK INCENTIVE PLAN AND THE AMENDED AND RESTATED LONG-TERM INCENTIVE PLAN THIS AGREEMENT is made as of , , (the “Award Date”), between CENTURY ALUMINUM COMPANY (the “Company”) and (“Participant”). W I T N E S S E T H: WHEREAS, the Company has adopted: (i) the Century Aluminum Company Amen |
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February 27, 2020 |
EXHIBIT 21.1 CENTURY ALUMINUM COMPANY Subsidiaries of the Registrant Company Name State or Other Jurisdiction of Incorporation or Organization Name Under Business is Conducted Century Aluminum of South Carolina, Inc. Delaware Century Aluminum of South Carolina, Inc. Century Aluminum Sebree, LLC Delaware Century Aluminum Sebree, LLC Century Marketer LLC Delaware Century Marketer LLC Century Califor |
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February 27, 2020 |
EXHIBIT 24.1 POWER OF ATTORNEY I hereby constitute and appoint Jesse E. Gary and Morgan F. Walbridge as my true and lawful attorney-in-fact and agent, with full power of substitution, for me and in my name, in any and all capacities, to sign on my behalf the Annual Report on Form 10-K of Century Aluminum Company for the fiscal year ended December 31, 2019, and any amendment or supplement thereto; |
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February 27, 2020 |
EXHIBIT 4.6 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The Common Stock of Century Aluminum Company is registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) The following description of our Common Stock is a summary and does not purport to be complete. It is subject to and qualifi |
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February 27, 2020 |
EXHIBIT 10.27 CENTURY ALUMINUM COMPANY INDEPENDENT NON-EMPLOYEE DIRECTOR ANNUAL EQUITY-GRANT TIME-VESTING SHARE UNIT AWARD AGREEMENT UNDER THE AMENDED AND RESTATED STOCK INCENTIVE PLAN This Annual Equity-Grant Time-Vesting Share Unit Award Agreement (this “Agreement”) is made as of (the “Award Date”), by and between Century Aluminum Company (the “Company”) and (“Participant”). W I T N E S S E T H: |
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February 27, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-34474 CENTURY ALUMINUM COMPANY (Exact name of registrant as specif |
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February 27, 2020 |
EXHIBIT 10.28 CENTURY ALUMINUM COMPANY INDEPENDENT NON-EMPLOYEE DIRECTOR ANNUAL RETAINER FEE PAYMENT TIME-VESTING SHARE UNIT AWARD AGREEMENT UNDER THE AMENDED AND RESTATED STOCK INCENTIVE PLAN This Annual Retainer Fee Payment Time-Vesting Share Unit Award Agreement (this “Agreement”) is made as of (the “Award Date”), by and between Century Aluminum Company (the “Company”) and (“Participant”). W I |
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February 20, 2020 |
Exhibit 99.1 Century Aluminum Company Reports Fourth Quarter and Full Year 2019 Results Chicago, February 20, 2020 (GLOBE NEWSWIRE) - Century Aluminum Company (NASDAQ: CENX) today announced fourth quarter and full year 2019 results. Fourth Quarter 2019 Financial Results • Shipments of 202,870 tonnes, a 2% increase over prior quarter driven by the ongoing restart at Hawesville • Net sales of $435.5 |
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February 20, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): February 20, 2020 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission |
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February 12, 2020 |
CENX / Century Aluminum Co. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 8)* CENTURY ALUMINUM COMPANY (Name of Issuer) Common Stock (Title of Class of Securities) 156431108 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi |
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February 11, 2020 |
CENX / Century Aluminum Co. / VANGUARD GROUP INC - SCHEDULE 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: Century Aluminum Co Title of Class of Securities: Common Stock CUSIP Number: 156431108 Date of Event Which Requires Filing of this Statement: December 31, 2019 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-1(b) ☐ Rul |
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December 6, 2019 |
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): December 3, 2019 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission F |
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December 6, 2019 |
Amended and Restated Bylaws of Century Aluminum Company. Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF CENTURY ALUMINUM COMPANY ARTICLE I OFFICES 1.Registered Office. The registered office of CENTURY ALUMINUM COMPANY (the “Corporation”) in the State of Delaware shall be located in the City of Wilmington, County of New Castle, and the name and address of its registered agent is Corporation Service Company, 251 Little Falls Drive, Wilmington, Delaware 19808. |
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November 8, 2019 |
Exhibit 10.1 Amendment to the Committed Revolving Credit Facility in the amount of USD 50.000.000,-, between Norðurál Grundartangi ehf., reg. no: 570297-2609, as the Borrower and Landsbankinn hf., reg. no. 471008-0280, as the Bank, dated November 27th 2013 (hereinafter referred to as the “Agreement”). The Borrower and the Bank have agreed to make the following amendments to the Agreement: 1) Termi |
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November 8, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 001-34474 Century Aluminu |
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November 5, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): November 5, 2019 Century Aluminum Company (Exact Name of Registrant as Specified in Charter) Delaware 001-34474 13-3070826 (State or Other Jurisdiction of Incorporation) (Commission F |