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Century Aluminum Company (CENX)

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  • Century Aluminum and USW Ratify New Labor Agreement at Hawesville Smelter; Company to Add 60 New Jobs
    GlobeNewswire

    Century Aluminum and USW Ratify New Labor Agreement at Hawesville Smelter; Company to Add 60 New Jobs

    CHICAGO, April 19, 2021 (GLOBE NEWSWIRE) -- Century Aluminum of Kentucky General Partnership (the "Company"), a subsidiary of Century Aluminum Company (NASDAQ: CENX) ("Century"), announced today that a new, five-year collective bargaining agreement was ratified by the United Steelworkers Local 9423 on April 16, 2021 for the Company's Hawesville, Kentucky smelter. The new contract will run until April 1, 2026. In addition, the Company will also be adding approximately 60 new jobs at the smelter. “We are pleased to reach a new agreement with the Steelworkers, and excited about adding these new positions as our expansion continues," said Gunnar Gudlaugsson, Century’s Executive Vice President, Global Operations, and Dayan Neves, Hawesville’s plant manager. "These productive negotiations between the two parties is a great example of how we work together with the USW to provide the best opportunities for our employees and to put Hawesville in a position to succeed in a highly competitive aluminum market." The agreement covers approximately 350 hourly workers at the Hawesville smelter. About Century Aluminum Company Century Aluminum Company owns primary aluminum capacity in the United States and Iceland. Century's corporate offices are located in Chicago, IL. Visit www.centuryaluminum.com for more information. Cautionary Statement This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements are statements about future events and are based on our current expectations. These forward-looking statements may be identified by the words "believe," "expect," "hope," "target," "anticipate," "intend," "plan," "seek," "estimate," "potential," "project," "scheduled," "forecast" or words of similar meaning, or future or conditional verbs such as "will," "would," "should," "could," "might," or "may." Our forward-looking statements include, without limitation, statements with respect to: the ultimate effects and expectations of the new collective bargaining agreement, global and local financial and economic conditions; future aluminum pricing and the costs of our major raw materials. Where we express an expectation or belief as to future events or results, such expectation or belief is expressed in good faith and believed to have a reasonable basis. However, our forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from future results expressed, projected or implied by those forward-looking statements. Important factors that could cause actual results and events to differ from those described in such forward-looking statements can be found in the risk factors and forward-looking statements cautionary language contained in our Annual Report on Form 10-K, quarterly reports on Form 10-Q and in other filings made with the Securities and Exchange Commission. Although we have attempted to identify those material factors that could cause actual results or events to differ from those described in such forward-looking statements, there may be other factors that could cause actual results or events to differ from those anticipated, estimated or intended. Many of these factors are beyond our ability to control or predict. Given these uncertainties, investors are cautioned not to place undue reliance on our forward-looking statements. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events, or otherwise. ContactPeter Trpkovski(Investors and media)312-696-3132 Source: Century Aluminum Company

  • Century Aluminum Company Announces Results of Its Cash Tender Offer for Its 12.0% Senior Secured Notes Due 2025
    GlobeNewswire

    Century Aluminum Company Announces Results of Its Cash Tender Offer for Its 12.0% Senior Secured Notes Due 2025

    CHICAGO, April 12, 2021 (GLOBE NEWSWIRE) -- Century Aluminum Company (NASDAQ: CENX) (“Century”) today announced that as of 5:00 p.m., New York City time, on April 9, 2021 (the “Expiration Time”), it had received tenders for an aggregate principal amount of $195,910,000 of its 12.0% Senior Secured Notes due 2025 (the “Notes”) pursuant to its previously announced cash tender offer (the “Tender Offer”) for any and all of the aggregate $250,000,000 outstanding principal amount of Notes, which commenced on April 5, 2021. Century will purchase all Notes validly tendered and not validly withdrawn at or prior to the Expiration Time on the settlement date for the Tender Offer, which is expected to be April 14, 2021 (the “Settlement Date”). Holders whose Notes have been accepted for purchase also will receive accrued and unpaid interest on the purchased Notes from the last interest payment date for such Notes up to, but excluding, the Settlement Date. Century’s obligation to accept and pay for Notes validly tendered and not validly withdrawn in the Tender Offer is subject to the satisfaction or waiver of certain conditions, including Century’s completion of financing transactions (the “Financings”) on terms satisfactory to Century, pursuant to which Century receives net proceeds in an amount sufficient to pay the aggregate tender offer consideration for the Notes accepted for purchase in the Tender Offer, the aggregate redemption price of the Notes expected to be outstanding following the completion of the Tender Offer and fees and expenses associated with the Tender Offer. On or about the Settlement Date, Century expects to issue a notice calling for the redemption on May 14, 2021 of any Notes not purchased upon completion of the Tender Offer (the “Redemption”), and to discharge the indenture for the Notes at such time. The Redemption will be made under and in accordance with the indenture governing the Notes. The redemption price will be equal to 100.00% of the principal amount of the Notes redeemed plus a make-whole premium calculated in accordance with the terms of the indenture. Notwithstanding any such redemption notice, Notes that are validly tendered, not validly withdrawn and accepted for purchase in the Tender Offer will be purchased under the Tender Offer. This press release does not constitute a notice of redemption with respect to any Notes. Century retained Credit Suisse Securities (USA) LLC to serve as dealer manager for the Tender Offer, and D.F. King & Co., Inc. to act as the tender agent and information agent in respect of the Tender Offer. About Century Aluminum Company Century Aluminum Company owns primary aluminum capacity in the United States and Iceland. Century’s corporate offices are located in Chicago, Illinois. Visit www.centuryaluminum.com for more information. Cautionary Statements This announcement does not constitute an offer to buy or the solicitation of an offer to sell any securities in any jurisdiction or in any circumstances in which such offer or solicitation is unlawful. In those jurisdictions where the securities, blue sky or other laws require the Tender Offer to be made by a licensed broker or dealer, the Tender Offer will be deemed to be made by the Dealer Manager or one or more registered brokers or dealers licensed under the laws of such jurisdiction. The securities mentioned herein have not been and will not be registered under the Securities Act of 1933, as amended, or under the securities laws of any other jurisdiction, and may not be offered or sold in the United States or to a U.S. person absent registration under, or an applicable exemption from the registration requirements of, the Securities Act of 1933, as amended. This press release contains “forward-looking statements” that include, without limitation, statements with respect to Century’s intention to complete the Financings, the Tender Offer and the Redemption. Forward-looking statements are statements about future events and are based on our current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from future results expressed, projected or implied by those forward-looking statements. Consequently, the forward-looking statements contained herein should not be regarded as representations that the projected outcomes can or will be achieved, and we do not undertake, and specifically disclaim, any obligation to revise any forward-looking statements to reflect the occurrence of future events or circumstances. For additional information regarding these risks and uncertainties associated with the Tender Offer, and the assumptions underlying the forward-looking statements, please refer to the Offer to Purchase. ContactPeter Trpkovski(Investors and media)312-696-3132 Source: Century Aluminum Company

  • Century Aluminum Company Closes Private Offering of Convertible Senior Notes; Announces Full Exercise of Initial Purchasers’ Option to Purchase Additional Convertible Senior Notes
    GlobeNewswire

    Century Aluminum Company Closes Private Offering of Convertible Senior Notes; Announces Full Exercise of Initial Purchasers’ Option to Purchase Additional Convertible Senior Notes

    CHICAGO, April 09, 2021 (GLOBE NEWSWIRE) -- Century Aluminum Company (NASDAQ: CENX) (“Century”) announced today that it closed its private offering of 2.75% convertible senior notes due May 1, 2028 (the “Notes”) for gross proceeds of $86.25 million, including the full exercise of the option to purchase $11.25 million additional principal amount of Notes granted by Century to the initial purchasers. The net proceeds from the offering were approximately $82.9 million, after deducting the initial purchasers' discount and commissions and estimated offering expenses payable by Century. A portion the net proceeds from the offering of the Notes, together with the net proceeds anticipated to be received from Century’s concurrent private offering of $250 million aggregate principal amount of 7.50% senior secured notes due April 2028 (the “Secured Notes”), will be used to repay all of Century’s $250 million outstanding principal amount of 12.0% Senior Secured Notes due 2025 (the “Existing Notes”) pursuant to Century’s previously announced cash tender offer for the Existing Notes (the “Tender Offer”) and the redemption of any Existing Notes not acquired in the Tender Offer. Century intends to use the remaining net proceeds from the offering of the Notes, together with cash on hand, to repay borrowings under Century’s credit facilities, to pay for the cost of capped call transactions described below, and to pay fees and expenses relating to these transactions. The Notes, which are senior, unsecured obligations of the Century, were issued at a price of 100.00% of their aggregate principal amount. The Notes will pay interest semi-annually in arrears on May 1 and November 1 of each year, beginning on November 1, 2021, at a rate of 2.75% per annum in cash. The Notes will mature on May 1, 2028, unless earlier converted, repurchased or redeemed. Century may not redeem the Notes prior to May 6, 2025. On or after May 6, 2025, Century may redeem for cash all or part of the Notes at its option if the last reported sale price of Century’s common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading-day period (including the last trading day of such period) ending on and including the trading day immediately preceding the date on which Century provides notice of redemption, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. In addition, holders of Notes may require Century to repurchase for cash all or any portion of their Notes in the event a “fundamental change” (as defined in the indenture governing the Notes) at a purchase price of 100% of their principal amount plus any accrued and unpaid interest. In connection with certain corporate events or if the Company calls any Notes for redemption, the Company will, under certain circumstances, increase the conversion rate for noteholders who elect to convert their Notes in connection with any such corporate event or convert their Notes called for redemption. The initial conversion rate will be 53.3547 shares of Century’s common stock per $1,000 principal amount of Notes (equivalent to an initial conversion price of approximately $18.74 per share of Century’s common stock). The Notes will be convertible into cash, shares of Century’s common stock or a combination of cash and shares of Century’s common stock, at Century’s election. Holders may convert all or any portion of their Notes at their option at any time prior to the close of business on the business day immediately preceding February 1, 2028 only upon satisfaction of specified conditions and during certain periods. On or after February 1, 2028 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their Notes, in multiples of $1,000 principal amount, at the option of the holder regardless of these conditions. In connection with the pricing of the Notes and the full exercise by the initial purchasers of their option to purchase additional notes, Century entered into capped call transactions with the initial purchasers or their respective affiliates (the “Option Counterparties”). The capped call transactions are expected generally to reduce the potential dilution to Century’s common stock upon any conversion of Notes and/or offset any cash payments Century may be required to make in excess of the principal amount of converted Notes, as the case may be, with such reduction and/or offset subject to a cap based on a cap price initially equal to $22.95, subject to certain adjustments under the terms of the capped call transactions. In connection with establishing their initial hedges of the capped call transactions, the Option Counterparties or their respective affiliates expect to purchase shares of Century’s common stock and/or enter into various derivative transactions with respect to Century’s common stock concurrently with or shortly after the pricing of the Notes. This activity could increase (or reduce the size of any decrease in) the market price of Century’s common stock or the Notes at that time. In addition, the Option Counterparties or their respective affiliates may modify their hedge positions by entering into or unwinding various derivatives with respect to Century’s common stock and/or purchasing or selling Century’s common stock or other securities of Century in secondary market transactions following the pricing of the Notes and prior to the maturity of the Notes (and are likely to do so on each exercise date for the capped call transactions, which are expected to occur on each trading day during the 20 trading day period beginning on the 21st scheduled trading day prior to the maturity date of the Notes, or following any termination of any portion of the capped call transactions in connection with any repurchase, redemption or early conversion of the Notes). This activity could also cause or avoid an increase or a decrease in the market price of Century’s common stock or the Notes, which could affect the ability of noteholders to convert the Notes and, to the extent the activity occurs during any observation period related to a conversion of Notes, it could affect the amount and value of the consideration that a noteholder will receive upon conversion of its Notes. The Notes have been offered and sold only to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). The Notes have not been, and Century common stock, if any, issuable upon conversion of the Notes will not be, registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy any of the Notes or the shares of common stock issuable upon conversion of the Notes nor shall there be any sale of Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful. This press release contains information about pending or anticipated transactions, and there can be no assurance that these transactions will be completed. About Century Aluminum Company Century Aluminum Company owns primary aluminum capacity in the United States and Iceland. Century's corporate offices are located in Chicago, IL. Visit www.centuryaluminum.com for more information. Cautionary Statement Regarding Forward-Looking Information This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward-looking statements include, without limitation, statements with respect to Century’s intention to complete the offering of the Secured Notes, the Tender Offer and the redemption of any Existing Notes not tendered in the Tender Offer. Forward-looking statements are statements about future events and are based on our current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from future results expressed, projected or implied by those forward-looking statements. Consequently, the forward-looking statements contained herein should not be regarded as representations that the projected outcomes can or will be achieved, and we do not undertake, and specifically disclaim, any obligation to revise any forward-looking statements to reflect the occurrence of future events or circumstances. ContactPeter Trpkovski(Investors and media)312-696-3132 Source: Century Aluminum Company