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 21, 2009
Century
Aluminum Company
(Exact
name of registrant as specified in its charter)
|
Delaware
|
0-27918
|
13-3070826
|
|
(State
or other jurisdiction of Incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
|
2511
Garden Road
Building
A, Suite 200
Monterey,
California
(Address
of principal executive offices)
|
93940
(Zip
Code)
|
|
(831)
642-9300
|
|
|
(Registrant's
telephone number, including area code)
|
|
|
N/A
|
|
|
(Former
name or former address, if changed since last
report)
|
|
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
|
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
o
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
o
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
|
|
o
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
|
Item
1.01 Entry into a Material Definitive Agreement
On April 21, 2009, Century Aluminum
Company and its wholly owned subsidiary, Century Aluminum of West Virginia,
Inc., (collectively “Century”) agreed with Glencore AG (“Glencore”), a
subsidiary of Glencore International AG to amend two alumina purchase agreements
among the parties, dated April 14, 2008 and April 26, 2006, respectively
(collectively, the “Amendments”).
The Amendments are effective March 26,
2009 and reduce the amount of alumina Glencore will be supplying to Century from
330,000 metric tons to 110,368 metric tons in 2009, and from 290,000 metric tons
to 229,632 metric tons in 2010, for an overall alumina supply reduction of
280,000 metric tons. With the Amendments, given the alumina received
to date by Century, Century reduces its total remaining alumina obligation under
the respective agreements for 2009 to 13,500 metric tons. The alumina
supply agreements, in all other respects, remain unchanged.
In conjunction with these alumina
supply reductions, St. Ann Bauxite Limited (“SABL”), a joint venture owned 50%
by Century Aluminum Company, agreed to reduce the amount of bauxite it will
supply Glencore in 2009 by 775,000 dry metric tons (DMT), with 125,000 DMT of
the reduction being deferred to 2010. As part of this transaction,
Century Aluminum Company agreed to pay SABL $6,000,000 in compensation for the
reduced bauxite sales.
Glencore is Century’s largest
stockholder and owns approximately 38.12% of its outstanding common
stock. Glencore is an important business partner, as a customer, and
as a supplier of alumina to Century’s facilities. Mr. Willy R.
Strothotte, a director of Century, is Chairman of the board of directors of
Glencore International AG and served as its Chief Executive Officer from 1993
through 2001.
The
information in this Form 8-K and its accompanying exhibits may contain
"forward-looking statements" within the meaning of U.S. federal securities
laws. The Company has based its forward-looking statements on current
expectations and projections about the future, however, these statements are
subject to risks, uncertainties and assumptions, any of which could cause the
Company's actual results to differ materially from those expressed in its
forward-looking statements. More information about these risks,
uncertainties and assumptions can be found in the risk factors and
forward-looking statements cautionary language contained in the Company's Annual
Report on Form 10-K and in other filings made with the Securities and Exchange
Commission. The Company does not undertake, and specifically
disclaims, any obligation to revise any forward-looking statements to reflect
the occurrence of anticipated or unanticipated events or circumstances after the
date such forward-looking statements are made.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
|
CENTURY
ALUMINUM COMPANY
|
|||
|
Date:
|
April 27, 2009 |
By:
|
/s/ William J. Leatherberry |
|
Name:
William J. Leatherberry
Title: Senior
Vice President, General Counsel and Assistant
Secretary
|