4 unchanged sentences
Three months ended
+Added: June 30, Six months ended
+Added: 2024 2023 2024 2023
Related parties $ 324.2 $ 427.2 $ 639.2 $ 839.4
5 unchanged sentences
Other operating expense - net 1.7 4.6 2.2 11.8
−Removed: Operating income 1.9 27.5
−Removed: Interest expense - affiliates ( 1.8 ) —
+Added: Operating income (loss) 6.4 ( 0.7 ) 8.3 26.8
Interest expense ( 10.3 ) ( 8.7 ) ( 19.5 ) ( 17.4 )
2 unchanged sentences
Bargain purchase gain — — 245.9 —
−Removed: Other loss - net ( 1.5 ) ( 0.3 )
+Added: Other income (loss) - net 1.1 ( 3.5 ) ( 0.4 ) ( 3.8 )
Income (loss) before income taxes ( 6.2 ) ( 3.4 ) 239.0 ( 42.2 )
5 unchanged sentences
Net income (loss) allocated to common stockholders $ ( 2.5 ) $ 7.1 $ 231.3 $ ( 31.1 )
−Removed: INCOME (LOSS) ATTRIBUTABLE TO CENTURY STOCKHOLDERS PER COMMON SHARE:
+Added: NET INCOME (LOSS) ATTRIBUTABLE TO CENTURY STOCKHOLDERS PER COMMON SHARE:
Basic $ ( 0.03 ) $ 0.08 $ 2.50 $ ( 0.34 )
8 unchanged sentences
Three months ended
+Added: June 30, Six months ended
+Added: 2024 2023 2024 2023
Comprehensive income (loss):
Net income (loss) $ ( 6.7 ) $ 6.6 $ 238.0 $ ( 32.0 )
−Removed: Other comprehensive (loss) income before income tax effect:
−Removed: Net loss on foreign currency cash flow hedges reclassified as income ( 0.1 ) ( 0.1 )
+Added: Other comprehensive income (loss) before income tax effect:
+Added: Net gain loss on foreign currency cash flow hedges reclassified as income — — ( 0.1 ) ( 0.1 )
Defined benefit plans and other postretirement benefits:
Net loss arising during the period — — ( 3.4 ) —
−Removed: Amortization of prior service cost during the period 0.1 —
+Added: Amortization of prior service benefit (cost) during the period ( 0.1 ) 0.1 — 0.1
Amortization of net gain during the period 1.6 2.1 3.3 3.3
1 unchanged sentence
Income tax effect — — — —
−Removed: Other comprehensive (loss) income ( 1.7 ) 1.1
+Added: Other comprehensive income (loss) 1.5 2.2 ( 0.2 ) 3.3
Comprehensive income (loss) ( 5.2 ) 8.8 237.8 ( 28.7 )
5 unchanged sentences
(in millions)
−Removed: March 31, 2024 December 31, 2023
+Added: June 30, 2024 December 31, 2023
Cash and cash equivalents $ 41.3 $ 88.8
10 unchanged sentences
Other assets 97.8 75.2
−Removed: TOTAL $ 1,849.9 $ 1,846.5
+Added: TOTAL ASSETS $ 1,805.2 $ 1,846.5
LIABILITIES AND SHAREHOLDERS’ EQUITY
10 unchanged sentences
Accrued benefits costs - less current portion 120.2 120.3
−Removed: Other liabilities 97.1 66.3
Deferred taxes 73.4 72.4
Asset retirement obligations - less current portion 49.9 49.5
+Added: Other liabilities 99.4 66.3
Total noncurrent liabilities 794.2 739.4
+Added: TOTAL LIABILITIES $ 1,222.3 $ 1,502.4
COMMITMENTS AND CONTINGENCIES (NOTE 12)
9 unchanged sentences
Total equity 582.9 344.1
−Removed: TOTAL $ 1,849.9 $ 1,846.5
+Added: TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 1,805.2 $ 1,846.5
See Condensed Notes to the Consolidated Financial Statements
2 unchanged sentences
(in millions)
−Removed: Three months ended March 31,
+Added: Six months ended June 30,
CASH FLOWS FROM OPERATING ACTIVITIES:
2 unchanged sentences
Unrealized (gain) loss on derivative instruments ( 3.7 ) 66.3
−Removed: Lower of cost or NRV inventory adjustment — 5.1
Depreciation, depletion and amortization 41.7 31.5
Change in deferred tax benefit (expense) 0.6 ( 12.6 )
+Added: Gain on sale of assets ( 2.3 ) —
Bargain purchase gain ( 245.9 ) —
14 unchanged sentences
Purchase of property, plant and equipment ( 46.6 ) ( 36.6 )
+Added: Proceeds from sale of assets 2.3 —
+Added: Acquisition of subsidiary, net of cash acquired — 19.4
Net cash used in investing activities ( 44.3 ) ( 17.2 )
4 unchanged sentences
Borrowings under Grundartangi casthouse debt facility 25.0 20.0
−Removed: Net cash provided by (used in) financing activities 49.2 ( 9.4 )
+Added: Net cash provided by financing activities 0.1 25.1
CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH ( 47.5 ) 6.0
+Added: CENTURY ALUMINUM COMPANY
+Added: CONSOLIDATED STATEMENTS OF CASH FLOWS
+Added: (in millions)
+Added: Six months ended June 30,
Cash, cash equivalents and restricted cash, beginning of period 90.3 55.5
7 unchanged sentences
Capitalized interest 3.4 2.3
+Added: Distribution of property, plant and equipment to NCI 8.3 —
See Condensed Notes to the Consolidated Financial Statements
6 unchanged sentences
Three months ended
−Removed: March 31, 2024
−Removed: Balance, December 31, 2023 52,284 $ — 92,689,864 $ 1.0 $ 2,542.9 $ ( 86.3 ) $ ( 97.9 ) $ ( 2,004.1 ) $ 355.6 $ ( 11.5 ) $ 344.1
+Added: June 30, 2024
+Added: Balance, March 31, 2024 52,238 $ — 92,700,495 $ 1.0 $ 2,543.7 $ ( 86.3 ) $ ( 99.6 ) $ ( 1,757.3 ) $ 601.5 $ ( 14.4 ) $ 587.1
Net income (loss) — — — — — — — ( 2.5 ) ( 2.5 ) ( 4.2 ) ( 6.7 )
2 unchanged sentences
Conversion of preferred stock to common stock — — — — — — — — — — —
−Removed: Noncontrolling interest of business acquired — — — — — — — — — ( 0.8 ) ( 0.8 )
−Removed: Balance, March 31, 2024 52,238 $ — 92,700,495 $ 1.0 $ 2,543.7 $ ( 86.3 ) $ ( 99.6 ) $ ( 1,757.3 ) $ 601.5 $ ( 14.4 ) $ 587.1
+Added: Noncontrolling interest — — — — — — — — — — —
+Added: Balance, June 30, 2024 52,238 $ — 92,739,089 $ 1.0 $ 2,544.7 $ ( 86.3 ) $ ( 98.1 ) $ ( 1,759.8 ) $ 601.5 $ ( 18.6 ) $ 582.9
Three months ended
−Removed: March 31, 2023
−Removed: Balance, December 31, 2022 53,854 $ — 92,323,978 $ 1.0 $ 2,539.6 $ ( 86.3 ) $ ( 94.0 ) $ ( 1,961.0 ) $ 399.3 $ — $ 399.3
−Removed: Net loss — — — — — — — ( 38.6 ) ( 38.6 ) — ( 38.6 )
+Added: June 30, 2023
+Added: Balance, March 31, 2023 53,854 $ — 92,323,978 $ 1.0 $ 2,540.2 $ ( 86.3 ) $ ( 92.9 ) $ ( 1,999.6 ) $ 362.4 $ — $ 362.4
+Added: Net income (loss) — — — — — — — 7.5 7.5 ( 0.9 ) $ 6.6
Other comprehensive income — — — — — — 2.2 — 2.2 — $ 2.2
Share-based compensation — — 19,735 — 0.8 — — — 0.8 — $ 0.8
−Removed: Balance, March 31, 2023 53,854 $ — 92,323,978 $ 1.0 $ 2,540.2 $ ( 86.3 ) $ ( 92.9 ) $ ( 1,999.6 ) $ 362.4 $ — $ 362.4
+Added: Conversion of preferred stock to common stock ( 148 ) — 14,836 — — — — — — — —
+Added: Noncontrolling interest — $ — — — — — — — — 32.8 $ 32.8
+Added: Balance, June 30, 2023 53,706 — 92,358,549 $ 1.0 $ 2,541.0 $ ( 86.3 ) $ ( 90.7 ) $ ( 1,992.1 ) $ 372.9 $ 31.9 $ 404.8
See Condensed Notes to the Consolidated Financial Statements
CENTURY ALUMINUM COMPANY
+Added: CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
+Added: (in millions, except share data)
+Added: Preferred stock Common stock Additional paid-in capital Treasury stock, at cost Accumulated other comprehensive loss Accumulated
+Added: deficit Total Century Equity Noncontrolling Interest Total equity
+Added: Shares Amount Shares Amount
+Added: Six months ended
+Added: June 30, 2024
+Added: Balance, December 31, 2023 52,284 $ — 92,689,864 $ 1.0 $ 2,542.9 $ ( 86.3 ) $ ( 97.9 ) $ ( 2,004.1 ) $ 355.6 $ ( 11.5 ) $ 344.1
+Added: Net income (loss) — — — — — — — 244.3 244.3 ( 6.3 ) 238.0
+Added: Other comprehensive income — — — — — — ( 0.2 ) — ( 0.2 ) — ( 0.2 )
+Added: Share-based compensation — — 44,663 — 1.8 — — — 1.8 — 1.8
+Added: Conversion of preferred stock to common stock ( 46 ) — 4,562 — — — — — — — —
+Added: Noncontrolling interest — — — — — — — — — ( 0.8 ) ( 0.8 )
+Added: Balance, June 30, 2024 52,238 $ — 92,739,089 $ 1.0 $ 2,544.7 $ ( 86.3 ) $ ( 98.1 ) $ ( 1,759.8 ) $ 601.5 $ ( 18.6 ) $ 582.9
+Added: Six months ended
+Added: June 30, 2023
+Added: Balance, December 31, 2022 53,854 — 92,323,978 $ 1.0 $ 2,539.6 $ ( 86.3 ) $ ( 94.0 ) $ ( 1,961.0 ) $ 399.3 $ — $ 399.3
+Added: Net income (loss) — — — — — — — ( 31.1 ) ( 31.1 ) ( 0.9 ) $ ( 32.0 )
+Added: Other comprehensive income — — — — — — 3.3 — 3.3 — $ 3.3
+Added: Share-based compensation — — 19,735 — 1.4 — — — 1.4 — $ 1.4
+Added: Conversion of preferred stock to common stock ( 148 ) — 14,836 — — — — — — — —
+Added: Noncontrolling interest — $ — — — — — — — — 32.8 $ 32.8
+Added: Balance, June 30, 2023 53,706 — 92,358,549 $ 1.0 $ 2,541.0 $ ( 86.3 ) $ ( 90.7 ) $ ( 1,992.1 ) $ 372.9 $ 31.9 $ 404.8
+Added: CENTURY ALUMINUM COMPANY
Condensed Notes to the Consolidated Financial Statements
−Removed: Three months ended March 31, 2024 and 2023
+Added: Six months ended June 30, 2024 and 2023
(amounts in millions, except share and per share amounts)
1 unchanged sentence
In management’s opinion, the unaudited interim consolidated financial statements reflect all adjustments, which are of a normal and recurring nature, that are necessary for a fair presentation of financial results for the interim periods presented.
−Removed: Operating results for the first three months of 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024.
+Added: Operating results for the first six months of 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024.
Throughout this Form 10-Q, and unless expressly stated otherwise or as the context otherwise requires, "Century Aluminum", "Century", "the Company", "we", "us", "our" and "ours" refer to Century Aluminum Company and its consolidated subsidiaries.
−Removed: Our consolidated financial statements include the consolidated results of the Jamalco joint venture, an unincorporated joint venture between the Company and Clarendon Alumina Production Limited.
−Removed: Clarendon Alumina Production's interest in the joint venture is reflected as noncontrolling interest on the accompanying Consolidated Balance Sheets.
+Added: Our consolidated financial statements include the consolidated results of the Jamalco joint venture ("Jamalco"), an unincorporated joint venture between General Alumina Jamaica Limited ("GAJL"), an indirect, wholly-owned subsidiary of the Company, and Clarendon Alumina Production Limited ("CAP").
+Added: CAP's interest in the joint venture is reflected as noncontrolling interest on the accompanying Consolidated Balance Sheets.
Recently Issued Accounting Standards
−Removed: In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update (“ASU”) 2023-07, “Improvements to Reportable Segment Disclosures.” (“ASU 2023-07”).
+Added: In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update No.
+Added: ("ASU") 2023-07, "Improvements to Reportable Segment Disclosures." ("ASU 2023-07").
Among other changes, the ASU requires disclosure of significant segment expenses and extends certain annual disclosures to interim periods.
−Removed: The ASU is effective for the Company beginning with its annual financial statements for the year ending December 31, 2024.
+Added: The amendments in this ASU are effective for the Company beginning with its annual financial statements for the year ending December 31, 2024.
Early adoption is permitted.
The Company is currently evaluating the requirements of ASU 2023-07.
+Added: In December 2023, the FASB issued ASU No.
+Added: 2023-09 ("ASU 2023-09"), Improvements to Income Tax Disclosures.
+Added: The guidance is intended to improve income tax disclosure requirements by requiring (i) consistent categories and greater disaggregation of information in the rate reconciliation and (ii) the disaggregation of income taxes paid by jurisdiction.
+Added: The ASU is effective for the Company beginning with its annual financial statements for the year ending December 31, 2025, with early adoption permitted, and is required to be applied prospectively with the option of retrospective application.
+Added: The Company is currently evaluating the requirements of ASU 2023-09.
Acquisition of Jamalco
−Removed: On May 2, 2023, our 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 alumina production in Jamaica.
−Removed: The remaining 45 % interest in Jamalco is owned by Clarendon Alumina Production Limited ("CAP"), which is owned by the Government of Jamaica.
+Added: On May 2, 2023, our wholly-owned subsidiary, Century Aluminum Jamaica Holdings, Inc.
+Added: ("CAJH"), completed the acquisition of all the outstanding share capital of General Alumina Holdings Limited ("GAHL"), the indirect holder of a 55 % interest in Jamalco, an unincorporated joint venture engaged in bauxite mining and alumina production in Jamaica.
+Added: The remaining 45 % interest in Jamalco is owned by CAP, which is owned by the Government of Jamaica.
The results of operations have been included in the consolidated financial statements since the acquisition date.
The purchase price of the acquisition was $ 1.00 , primarily due to the seller experiencing financial distress following curtailment of Jamalco's operations in the second half of 2021 due to a facility fire, with operations restarting in the second half of 2022.
−Removed: The acquisition was accounted for as a business combination under the acquisition method of accounting in accordance with ASC 805 - Business Combinations, resulting in the Company recognizing the assets and liabilities at fair value with the excess over fair value of consideration transferred to the seller presented as a bargain purchase gain of $ 245.9 million recognized within the Consolidated Statements of Operations for the three months ended March 31, 2024.
−Removed: The Company finalized its purchase accounting as of March 31, 2024.
+Added: The acquisition was accounted for as a business combination under the acquisition method of accounting in accordance with ASC 805 - Business Combinations, resulting in the Company recognizing the assets and liabilities at fair value with the excess over fair value of consideration transferred to the seller presented as a bargain purchase gain of $ 245.9 million recognized within the Consolidated Statements of Operations for the six months ended June 30, 2024.
+Added: During the first quarter of 2024, the Company finalized the Jamalco purchase price allocation and recognized measurement period adjustments, which primarily resulted from third-party valuation adjustments to risk premiums, reducing the value of property, plant and equipment by $ 29.0 million.
+Added: This reduction in value of property plant and equipment resulted in a corresponding reduction to the bargain purchase gain of $ 29.0 million decreasing the value of the previously recognized bargain purchase gain of $ 273.4 million as of
CENTURY ALUMINUM COMPANY
1 unchanged sentence
(amounts in millions, except share and per share amounts)
−Removed: The following table represents the allocation of the estimated fair value of identified assets acquired, liabilities assumed and noncontrolling interest as of March 31, 2024
+Added: December 31, 2023 to $ 245.9 million as of March 31, 2024.
+Added: The Company finalized its purchase accounting as of March 31, 2024.
+Added: The following table represents the allocation of the estimated fair value of identified assets acquired, liabilities assumed and noncontrolling interest at the date of acquisition:
Purchase price allocation Amount
15 unchanged sentences
Bargain purchase gain $ 245.9
−Removed: The following unaudited pro forma financial information reflects the results of operations of the Company for the three months ended March 31, 2023 as if the acquisition of Jamalco had been completed on January 1, 2023.
+Added: The following unaudited pro forma financial information reflects the results of operations of the Company for the three and six months ended June 30, 2023 as if the acquisition of Jamalco had been completed on January 1, 2023.
This unaudited pro forma financial information has been prepared for informational purposes and is not necessarily indicative of the actual consolidated results of operations had the acquisition been completed on January 1, 2023, nor is the information indicative of future results of operations of the combined companies.
−Removed: Three months ended March 31,
+Added: Three months ended June 30, 2023 Six months ended June 30, 2023
Revenue $ 595.3 $ 1,177.6
2 unchanged sentences
In August 2022, we fully curtailed production at the Hawesville facility and expect to continue to maintain the plant with the intention of restarting operations when market conditions permit, including energy prices returning to more normalized levels and aluminum prices maintaining levels that can support the on-going costs and capital expenditures necessary to restart and operate the plant.
−Removed: For the three months ended March 31, 2024 and 2023, we incurred curtailment charges of approximately $ 0.6 million and $ 7.0 million, respectively, including $ 5.4 million related to demand capacity charges for power during three months ended March 31, 2023.
−Removed: In addition, these charges were partially offset by income related to scrap and materials sales of $ 0.5 million and $ 0.7 million for the three months ended March 31, 2024 and 2023, respectively, recognized in Other operating expense - net within the Consolidated Statements of Operations.
−Removed: Related Party Transactions
−Removed: The significant related party transactions occurring during the three months ended March 31, 2024 and 2023 are described below.
−Removed: We believe all of our transactions with related parties are at prices that approximate market.
+Added: For the three and six months ended June 30, 2024, we incurred curtailment charges of approximately $ 1.7 million and $ 2.4 million, respectively.
+Added: These charges were partially offset by income related to scrap and materials sales of $ 0.5 million for the six months ended June 30, 2024.
+Added: There were no scrap and materials sales as of the three months ended June 30, 2024.
+Added: Comparatively, for the three and six months ended June 30, 2023 we incurred curtailment charges of approximately $ 4.4 million and $ 11.4 million, including $ 3.6 million and $ 9.0 million related to demand capacity charges for power, respectively.
+Added: These charges were partially offset by income related to scrap and materials sales of $ 0.5 million and $ 1.2 million for the three and six months ended June 30, 2023.
CENTURY ALUMINUM COMPANY
1 unchanged sentence
(amounts in millions, except share and per share amounts)
+Added: Related Party Transactions
+Added: The significant related party transactions occurring during the three and six months ended June 30, 2024 and 2023 are described below.
+Added: All of our related party transactions are subject to the Company's Related Party Transaction Policy and are required to be made on an arm's length basis and on terms that are fair and reasonable to the Company and substantially the same as would apply if the other party was not a related party.
+Added: We believe all of our transactions with related parties are at prices that approximate market.
Glencore Ownership
−Removed: As of March 31, 2024 , Glencore plc and its affiliates (together "Glencore") beneficially owned 42.9 % of Century’s outstanding common stock ( 46.0 % on a fully-diluted basis assuming the conversion of all of the Series A Convertible Preferred Stock) and all of our outstanding Series A Convertible Preferred Stock.
+Added: As of June 30, 2024 , Glencore plc and its affiliates (together "Glencore") beneficially owned 42.9 % of Century’s outstanding common stock ( 45.9 % on a fully-diluted basis assuming the conversion of all of the Series A Convertible Preferred Stock) and all of our outstanding Series A Convertible Preferred Stock.
Shareholders' Equity for a description of our outstanding Series A Convertible Preferred Stock.
1 unchanged sentence
Sales to Glencore
−Removed: For the three months ended March 31, 2024 and 2023, we derived approximately 64.3 % and 75.0 % of our consolidated net sales from Glencore, respectively.
+Added: For the three months ended June 30, 2024 and 2023, we derived approximately 58 % and 74 % of our consolidated net sales from Glencore, respectively.
+Added: For the six months ended June 30, 2024 and 2023, we derived approximately 61 % and 74 % of our consolidated net sales from Glencore, respectively.
Glencore purchases aluminum produced at our U.S.
2 unchanged sentences
We have entered into agreements with Glencore pursuant to which we sell certain amounts of alumina at market-based prices.
−Removed: For the three months ended March 31, 2024 and 2023, the Company recogniz ed $ 35.5 million and $ 21.0 million , respectively, of revenue related to alumina sales to Glencore.
+Added: For the three and six months ended June 30, 2024, the Company recogniz ed $ 50.3 million and $ 85.8 million, respectively, of revenue related to alumina sales to Glencore.
+Added: For the three and six months ended June 30, 2023, we recorded $ 65.8 million and $ 86.8 million, respectively, of revenue related to alumina sales to Glencore.
Purchases from Glencore
We purchase a portion of our alumina and certain other raw material requirements from Glencore.
−Removed: Alumina purchases from Glencore during the three months ended March 31, 2024 and March 31, 2023, were priced based on published alumina and aluminum indices as well as fixed prices.
+Added: Alumina purchases from Glencore during the three and six months ended June 30, 2024 and June 30, 2023, were priced based on published alumina and aluminum indices as well as fixed prices.
Financial Contracts with Glencore
3 unchanged sentences
Three months ended
+Added: June 30, Six months ended
+Added: 2024 2023 2024 2023
Net sales to Glencore $ 324.2 $ 427.2 $ 639.2 $ 839.4
Purchases from Glencore (1)
+Added: 56.2 75.2 115.2 151.4
(1) Includes settlements of financial contract positions.
+Added: CENTURY ALUMINUM COMPANY
+Added: Condensed Notes to the Consolidated Financial Statements (continued)
+Added: (amounts in millions, except share and per share amounts)
Vlissingen Facility Agreement
4 unchanged sentences
In September 2023, our wholly owned subsidiary Nordural Grundartangi ehf ("Grundartangi"), entered into a structured repurchase arrangement ("Agreement") with an affiliate of Glencore and sold 390,000 European Union Allowances ("Carbon Credits") at a price of € 82.18 per Carbon Credit, for an aggregate amount of € 32.1 million .
−Removed: The terms of the transaction
−Removed: CENTURY ALUMINUM COMPANY
−Removed: Condensed Notes to the Consolidated Financial Statements (continued)
−Removed: (amounts in millions, except share and per share amounts)
−Removed: permitted Grundartangi to repurchase the same number of Carbon Credits by December 21, 2023, at a price of € 83.72 per Carbon Credit, for an aggregate amount of € 32.7 million.
+Added: The terms of the transaction permitted Grundartangi to repurchase the same number of Carbon Credits by December 21, 2023, at a price of € 83.72 per Carbon Credit, for an aggregate amount of € 32.7 million.
In December 2023, the Agreement was amended ("Amended Agreement") to extend the repurchase window to March 25, 2024, and increased the repurchase price to € 85.13 per Carbon Credit, for an aggregate amount of € 33.2 million.
−Removed: In addition, Grundartangi entered into a second repurchase agreement ("Second Agreement") with Glencore to sell 40,000 Carbon Credits at a price of € 69.30 per Carbon Credit and to repurchase the same number of Carbon Credits at a price of € 70.71 per Carbon Credit for an aggregate amount of € 2.8 million.
+Added: In addition, Grundartangi entered into a second repurchase agreement ("Second Agreement") with Glencore to sell 40,000 Carbon Credits at a price of € 69.30 per Carbon Credit and to repurchase the same number of Carbon Credits at a price of € 70.71 per Carbon Credit by March 25, 2024 for an aggregate amount of € 2.8 million.
In March 2024, the Amended Agreement was amended to extend the repurchase window from March 25, 2024 to August 30, 2024 and the repurchase price was revised to € 87.01 per Carbon Credit, for an aggregate amount of € 33.9 million.
2 unchanged sentences
We disaggregate our revenue by geographical region as follows:
−Removed: Net Sales Three months ended
+Added: Net Sales Three months ended June 30, Six months ended June 30,
+Added: 2024 2023 2024 2023
United States $ 375.0 $ 363.2 $ 675.0 $ 705.5
1 unchanged sentence
Total $ 560.8 $ 575.5 $ 1,050.3 $ 1,127.9
+Added: The table below shows the amount of net sales to external customers for each of the Company's product categories which accounted for 10% or more of consolidated net sales in either period for the three and six months ended June 30, 2024 and 2023.
+Added: Net Sales Three months ended June 30, Six months ended June 30,
+Added: 2024 2023 2024 2023
+Added: Aluminum $ 454.9 $ 509.7 $ 904.3 $ 1,041.1
+Added: Alumina 105.9 65.8 146.0 86.8
+Added: Total $ 560.8 $ 575.5 $ 1,050.3 $ 1,127.9
We enter into contracts to sell mainly primary aluminum to our customers.
1 unchanged sentence
Our obligations under the contracts are satisfied when we transfer control of our primary aluminum to our customers which is generally upon shipment or delivery to customer directed locations.
−Removed: The amount of consideration we receive, thus the revenue we recognize, is a function of volume delivered, market price of primary aluminum, which is based on the LME, plus regional premiums and any value-added product premiums.
+Added: The amount of consideration we receive, thus the revenue we recognize, is a function of volume delivered, market price of primary
+Added: CENTURY ALUMINUM COMPANY
+Added: Condensed Notes to the Consolidated Financial Statements (continued)
+Added: (amounts in millions, except share and per share amounts)
+Added: aluminum which is based on the LME, plus regional premiums and any value-added product premiums.
We have also entered into agreements with our customers to sell certain amounts of alumina at market-based prices.
8 unchanged sentences
Contract liabilities are recorded when cash payments are received or due in advance of performance.
−Removed: Amounts recognized in Due to affiliates was $ 52.0 million and $ 30.6 million, as of March 31, 2024 and December 31, 2023, respectively.
+Added: Amounts recognized in Due to affiliates was $ 42.4 million and $ 30.6 million, as of June 30, 2024 and December 31, 2023, respectively.
Fair Value Measurements
4 unchanged sentences
Unobservable inputs are developed using the best information available about the assumptions that market participants would use when pricing the asset or liability.
−Removed: CENTURY ALUMINUM COMPANY
−Removed: Condensed Notes to the Consolidated Financial Statements (continued)
−Removed: (amounts in millions, except share and per share amounts)
The fair value hierarchy provides transparency regarding the inputs we use to measure fair value.
3 unchanged sentences
• Level 3 Inputs - unobservable inputs for the asset or liability.
−Removed: Recurring Fair Value Measurements As of March 31, 2024
+Added: Recurring Fair Value Measurements As of June 30, 2024
Cash equivalents $ 20.1 $ — $ — $ 20.1
4 unchanged sentences
TOTAL $ — $ 6.7 $ — $ 6.7
+Added: CENTURY ALUMINUM COMPANY
+Added: Condensed Notes to the Consolidated Financial Statements (continued)
+Added: (amounts in millions, except share and per share amounts)
Recurring Fair Value Measurements As of December 31, 2023
7 unchanged sentences
These trust assets are held to fund the non-qualified supplemental executive pension benefit obligations for certain of our officers.
−Removed: CENTURY ALUMINUM COMPANY
−Removed: Condensed Notes to the Consolidated Financial Statements (continued)
−Removed: (amounts in millions, except share and per share amounts)
The following section describes the valuation techniques and inputs for fair value measurements categorized within Level 2 of the fair value hierarchy:
2 unchanged sentences
LME forward financial sales contracts Discounted cash flows Quoted LME forward market
+Added: Midwest Premium ("MWP") forward financial sales contracts Discounted cash flows Quoted MWP forward market
Fixed for floating swaps Discounted cash flows Quoted LME forward market, quoted MWP forward market
FX swaps Discounted cash flows Euro/USD forward exchange rate
+Added: Indiana Hub power price swaps Discounted cash flows Quoted Indiana Hub forward market
Casthouse currency hedges Discounted cash flows Euro/USD forward exchange rate;
4 unchanged sentences
Our estimates of significant unobservable inputs are ultimately based on our estimates of risks that market participants would consider when valuing our assets and liabilities.
+Added: CENTURY ALUMINUM COMPANY
+Added: Condensed Notes to the Consolidated Financial Statements (continued)
+Added: (amounts in millions, except share and per share amounts)
The following table presents the fair value reconciliation of Level 3 assets and liabilities measured at fair value on a recurring basis.
−Removed: There was no activity related to Level 3 assets and liabilities measured at fair value on a recurring basis for the three months ended March 31, 2024.
+Added: There was no activity related to Level 3 assets and liabilities measured at fair value on a recurring basis for the three and six months ended June 30, 2024.
Level 3 Assets Level 3 Liabilities
−Removed: For the three months ended March 31, 2023
+Added: For the six months ended June 30, 2023
LME Forward financial sales contracts LME forward financial sales contracts
1 unchanged sentence
Transfers out of Level 3 (1)
−Removed: Balance as of March 31, 2023
+Added: Balance as of June 30, 2023
Change in unrealized gains (losses) (2)
+Added: (1) Transfer out of Level 3 due to period of time remaining in derivative contract.
(2) Gains and losses are presented in the Consolidated Statement of Operations within the line item "Net gain (loss) on forward and derivative contracts."
−Removed: (2) Transfers into Level 3 due to period of time remaining in derivative contract.
Earnings Per Share
8 unchanged sentences
The following table shows the basic and diluted (loss) earnings per share:
−Removed: For the three months ended March 31,
+Added: For the three months ended June 30,
Net Income (Loss) Shares
9 unchanged sentences
Net income (loss) allocated to common stockholders $ ( 2.5 ) 92.7 $ ( 0.03 ) $ 6.9 93.2 $ 0.07
+Added: For the six months ended June 30,
+Added: Net Income (Loss) Shares
+Added: (in millions)
+Added: Per Share Net Income (Loss) Shares
+Added: (in millions)
+Added: Net (loss) income attributable to Century stockholders $ 244.3 $ ( 31.1 )
+Added: net income allocated to participating securities 13.0 —
+Added: Net (loss) income allocated to common stockholders $ 231.3 92.7 $ 2.50 $ ( 31.1 ) 92.3 $ ( 0.34 )
+Added: Effect of Dilutive Securities (1) :
+Added: Share-based compensation ( 12.2 ) 1.5 — —
+Added: Convertible senior notes 2.6 4.6 — —
+Added: Net (loss) income allocated to common stockholders with assumed conversion $ 221.7 98.8 $ 2.24 $ ( 31.1 ) 92.3 $ ( 0.34 )
Three months ended
+Added: June 30, Six months ended
Securities excluded from the calculation of diluted EPS (in millions) (1) :
+Added: 2024 2023 2024 2023
Share-based compensation 1.9 — — 0.9
2 unchanged sentences
(1) In periods when we report a net loss, all share-based compensation awards, convertible preferred shares and convertible senior notes are excluded from the calculation of diluted weighted average shares outstanding because of their anti-dilutive effect on earnings (loss) per share.
+Added: CENTURY ALUMINUM COMPANY
+Added: Condensed Notes to the Consolidated Financial Statements (continued)
+Added: (amounts in millions, except share and per share amounts)
Shareholders’ Equity
−Removed: As of March 31, 2024 and December 31, 2023, we had 195,000,000 shares of common stock, $ 0.01 par value per share, authorized under our Restated Certificate of Incorporation, of which 99,887,016 shares were issued and 92,700,495 shares were outstanding at March 31, 2024, and 99,876,385 were issued and 92,689,864 shares were outstanding at December 31, 2023.
+Added: As of June 30, 2024 and December 31, 2023, we had 195,000,000 shares of common stock, $ 0.01 par value per share, authorized under our Restated Certificate of Incorporation, of which 99,925,610 shares were issued and 92,739,089 shares were outstanding at June 30, 2024, and 99,876,385 were issued and 92,689,864 shares were outstanding at December 31, 2023.
The rights, preferences and privileges of holders of our common stock are subject to, and may be adversely affected by, the rights of the holders of shares of any series of our preferred stock which are currently outstanding, including our Series A Convertible Preferred Stock, or which we may designate and issue in the future.
Preferred Stock
−Removed: As of March 31, 2024 and December 31, 2023, we had 5,000,000 shares of preferred stock, $ 0.01 par value per share, authorized under our Restated Certificate of Incorporation.
+Added: As of June 30, 2024 and December 31, 2023, we had 5,000,000 shares of preferred stock, $ 0.01 par value per share, authorized under our Restated Certificate of Incorporation.
Our Board of Directors may issue preferred stock in one or more series and determine for each series the dividend rights, conversion rights, voting rights, redemption rights, liquidating preferences, sinking fund terms and the number of shares constituting that series, as well as the designation thereof.
1 unchanged sentence
In addition, issuance of any shares of preferred stock with voting powers may dilute the voting power of the outstanding common stock.
−Removed: CENTURY ALUMINUM COMPANY
−Removed: Condensed Notes to the Consolidated Financial Statements (continued)
−Removed: (amounts in millions, except share and per share amounts)
Series A Convertible Preferred Stock
1 unchanged sentence
In 2008, we issued 160,000 shares of our Series A Convertible Preferred Stock.
+Added: At June 30, 2024 and December 31, 2023, 52,238 and 52,284 shares of Series A Convertible Preferred Stock were outstanding, respectively.
Glencore holds all of the issued and outstanding Series A Convertible Preferred Stock.
−Removed: At March 31, 2024 and December 31, 2023, 52,238 and 52,284 shares of Series A Convertible Preferred Stock were outstanding, respectively.
The issuance of common stock under our stock incentive programs, debt exchange transactions and any stock offering that excludes Glencore participation triggers anti-dilution provisions of the preferred stock agreement and results in the automatic conversion of Series A Convertible Preferred Stock shares into shares of common stock.
10 unchanged sentences
The difference between the cost of the shares and the reissuance price is added to or deducted from additional paid-in capital.
−Removed: Through March 31, 2024 we repurchased 7,186,521 shares of common stock for an aggregate purchase price of $ 86.3 million.
−Removed: We have made no repurchases since April 2015 and have approximately $ 43.7 million remaining under the repurchase program authorization as of March 31, 2024.
−Removed: For the three months ended March 31, 2024 and 2023, we recorded an income tax expense of $ 0.5 million and a tax benefit of $ 0.2 million, respectively.
+Added: Through June 30, 2024 we repurchased 7,186,521 shares of common stock for an aggregate purchase price of $ 86.3 million.
+Added: We have made no repurchases since April 2015 and have approximately $ 43.7 million remaining under the repurchase program authorization as of June 30, 2024.
+Added: CENTURY ALUMINUM COMPANY
+Added: Condensed Notes to the Consolidated Financial Statements (continued)
+Added: (amounts in millions, except share and per share amounts)
+Added: For the three months ended June 30, 2024 and 2023, we recorded an income tax expense of $ 0.5 million and a tax benefit of $ 10.0 million, respectively.
+Added: For the six months ended June 30, 2024 and 2023, we recorded an income tax expense of $ 1.0 million and a tax benefit of $ 10.2 million, respectively.
The change is primarily due to changes in pretax income amounts and jurisdictional mix on a year over year basis.
1 unchanged sentence
The application of the accounting requirements for income taxes in interim periods, after consideration of our valuation allowance on domestic losses, causes a significant variation in the typical relationship between income tax expense/benefit and pre-tax accounting income/loss as reported on the Consolidated Statement of Operations.
−Removed: As of March 31, 2024, all of Century's U.S.
+Added: As of June 30, 2024, all of Century's U.S.
and certain foreign deferred tax assets, net of deferred tax liabilities, continue to be subject to a valuation allowance.
3 unchanged sentences
The Proposed Regulations provide guidance on rules that taxpayers must satisfy to qualify for the IRA Section 45X tax credit.
−Removed: For the three months ended March 31, 2024 , the Company recognized a reduction of $ 11.9 million in Cost of goods sold and a reduction of $ 0.7 million in Selling, general and administrative expenses within the Consolidated Statements of Operations, resulting in an equally offsetting receivable.
−Removed: As of March 31, 2024 and December 31, 2023, the Company recognized a Manufacturing credit receivable of $ 57.9 million and $ 59.3 million, respectively, and as of March 31, 2024, recognized a non-current receivable of $ 14.0 million within Other assets on the Consolidated Balance Sheets.
−Removed: CENTURY ALUMINUM COMPANY
−Removed: Condensed Notes to the Consolidated Financial Statements (continued)
−Removed: (amounts in millions, except share and per share amounts)
+Added: For the three and six months ended June 30, 2024, the Company recognized a reduction of $ 10.7 million and $ 22.6 million in Cost of goods sold and a reduction of $ 0.5 million and $ 1.2 million in Selling, general and administrative expenses, respectively, within the Consolidated Statements of Operations, resulting in an equally offsetting manufacturing credit receivable.
+Added: As of June 30, 2024 and December 31, 2023, the Company recognized a Manufacturing credit receivable of $ 57.1 million and $ 59.3 million, respectively, and as of June 30, 2024, recognized a Non-current Manufacturing credit receivable of $ 26.0 million within Other assets on the Consolidated Balance Sheets.
Inventories consist of the following:
−Removed: March 31, 2024 December 31, 2023
+Added: June 30, 2024 December 31, 2023
Raw materials $ 113.0 $ 162.5
4 unchanged sentences
Inventories are stated at the lower of cost or Net Realizable Value ("NRV") using the first-in, first-out or the weighted average cost method.
−Removed: March 31, 2024 December 31, 2023
+Added: CENTURY ALUMINUM COMPANY
+Added: Condensed Notes to the Consolidated Financial Statements (continued)
+Added: (amounts in millions, except share and per share amounts)
+Added: June 30, 2024 December 31, 2023
Debt classified as current liabilities:
6 unchanged sentences
Debt classified as non-current liabilities:
−Removed: Grundartangi casthouse facility, net of financing fees of $ 1.2 million at March 31, 2024 (4)
−Removed: 7.5 % senior secured notes due April 1, 2028, net of financing fees of $ 2.5 million at March 31, 2024, interest payable semiannually
−Removed: 2.75 % convertible senior notes due May 1, 2028, net of financing fees of $ 1.4 million at March 31, 2024, interest payable semiannually
+Added: Grundartangi casthouse facility, net of financing fees of $ 0.0 million at June 30, 2024 (4)
+Added: 7.5 % senior secured notes due April 1, 2028, net of financing fees of $ 2.3 million at June 30, 2024, interest payable semiannually
+Added: 2.75 % convertible senior notes due May 1, 2028, net of financing fees of $ 1.3 million at June 30, 2024, interest payable semiannually
Total $ 480.4 $ 479.2
(1) The IRBs are classified as current liabilities because they are remarketed weekly and could be required to be repaid upon demand if there is a failed remarketing.
−Removed: The interest rate at March 31, 2024 was 3.77 % .
+Added: The interest rate at June 30, 2024 was 4.14 % .
(2) We incur interest at a base rate plus applicable margin as defined within the agreement.
−Removed: The interest rate at March 31, 2024 was 9.25 % .
+Added: The interest rate at June 30, 2024 was 9.25 % .
(3) We incur interest at base rate plus applicable margin as defined within the agreement.
−Removed: The interest rate at March 31, 2024 wa s 8.83 % .
+Added: The interest rate at June 30, 2024 wa s 8.84 %.
(4) We incur interest at a base rate plus applicable margin as defined within the agreement.
−Removed: The interest rate at March 31, 2024 was 8.84 %.
+Added: The interest rate at June 30, 2024 was 8.88 %.
(5) We incur interest at a fixed rate equal to 8.75 %.
4 unchanged sentences
The 2028 Notes are senior secured obligations of Century, ranking equally in right of payment with all existing and future senior indebtedness of Century, but effectively senior to unsecured debt to the extent of the value of collateral.
−Removed: CENTURY ALUMINUM COMPANY
−Removed: Condensed Notes to the Consolidated Financial Statements (continued)
−Removed: (amounts in millions, except share and per share amounts)
−Removed: As of March 31, 2024, the total estimated fair value of the 2028 Notes was $ 251.2 million .
+Added: We are in compliance with all applicable covenants under the indenture governing our Senior Notes as of June 30, 2024.
+Added: As of June 30, 2024, the total estimated fair value of the 2028 Notes was $ 252.6 million .
Although we use quoted market prices for identical debt instruments, the markets on which they trade are not considered to be active and are therefore considered Level 2 fair value measurements.
4 unchanged sentences
The Convertible Notes bear interest semi-annually in arrears on May 1 and November 1 of each year, which began on November 1, 2021, at a rate of 2.75 % per annum in cash.
−Removed: The initial conversion rate for the Convertible Notes is 53.3547 shares of the Company's common stock per $1,000 principal amount of Convertible Notes, which is equivalent to an initial conversion price of approximately $ 18.74 per share of the Company's common stock.
+Added: The initial conversion rate for the Convertible Notes is 53.3547 shares of the Company's common stock per $1,000 principal amount of Convertible Notes, which is equivalent to an initial conversion price of approximately $ 18.74 per share of
+Added: CENTURY ALUMINUM COMPANY
+Added: Condensed Notes to the Consolidated Financial Statements (continued)
+Added: (amounts in millions, except share and per share amounts)
+Added: the Company's common stock.
The conversion rate and conversion price are subject to customary adjustments under certain circumstances in accordance with the terms of the indenture.
−Removed: As of March 31, 2024, the conversion rate remains unchanged.
+Added: As of June 30, 2024, the conversion rate remains unchanged.
The Convertible Notes are the Company’s senior unsecured obligations and rank senior in right of payment to any of the Company’s indebtedness that is expressly subordinated in right of payment to the Convertible Notes;
2 unchanged sentences
and structurally junior to all indebtedness and other liabilities (including trade payables) of the Company’s subsidiaries.
−Removed: As of March 31, 2024, the if-converted value of the Convertible Note s does not exceed the outstanding principal amount.
−Removed: As of March 31, 2024, the total estimated fair value of the Convertible Notes was $ 88.0 million .
+Added: As of June 30, 2024, the if-converted value of the Convertible Note s does not exceed the outstanding principal amount.
+Added: As of June 30, 2024, the total estimated fair value of the Convertible Notes was $ 94.7 million .
Although we use quoted market prices for identical debt instruments, the markets on which they trade are not considered to be active and are therefore considered Level 2 fair value measurements.
5 unchanged sentences
revolving credit facility matures on June 14, 2027.
+Added: revolving credit facility contains customary covenants, including restrictions on mergers and acquisitions, indebtedness, affiliate transactions, liens, dividends and distributions, dispositions of collateral, investments, and prepayments of indebtedness, as well as a covenant that requires the Borrowers to maintain certain minimum liquidity or availability requirements.
+Added: We are in compliance with all applicable covenants as of June 30, 2024.
Any letters of credit issued and outstanding under the U.S.
revolving credit facility reduce our borrowing availability on a dollar-for-dollar basis.
−Removed: At March 31, 2024, there were $ 17.0 million in outstanding borrowings and $ 58.0 million of outstanding letters of credit issued under our U.S.
+Added: At June 30, 2024, there were no outstanding borrowings and $ 40.8 million of outstanding letters of credit issued under our U.S.
revolving credit facility.
3 unchanged sentences
revolving credit facility:
−Removed: March 31, 2024
+Added: June 30, 2024
Credit facility maximum amount $ 250.0
7 unchanged sentences
On September 28, 2022, we further amended the Iceland revolving credit facility and increased the facility amount to $ 100.0 million in the aggregate.
−Removed: Under the terms of the Iceland revolving
+Added: Under the terms of the Iceland revolving credit facility, when Grundartangi borrows funds it will designate a repayment date, which may be any date prior to the maturity of the Iceland revolving credit facility.
+Added: At June 30, 2024, there were no outstanding borrowings under our Iceland revolving credit facility.
+Added: The Iceland revolving credit facility has a term through December 2026.
+Added: Our Iceland revolving credit facility contains a covenant that requires Grundartangi to maintain a minimum equity ratio.
+Added: As of June 30, 2024, we were in compliance with all such covenants.
CENTURY ALUMINUM COMPANY
1 unchanged sentence
(amounts in millions, except share and per share amounts)
−Removed: credit facility, when Grundartangi borrows funds it will designate a repayment date, which may be any date prior to the maturity of the Iceland revolving credit facility.
−Removed: At March 31, 2024, there were $ 32.0 million in outstanding borrowings under our Iceland revolving credit facility.
−Removed: The Iceland revolving credit facility has a term through December 2026.
Status of our Iceland revolving credit facility:
−Removed: March 31, 2024
+Added: June 30, 2024
Credit facility maximum amount $ 100.0
6 unchanged sentences
Under the Casthouse Facility, repayments of principal amounts will be made in equal quarterly installments equal to 1.739 % of the principal amount, the first payment occurring in July 2024, with the remaining 60 % of the principal amount to be paid no later than the termination date in December 2029.
−Removed: As of March 31, 2024, there were $ 130.0 million in outstanding borrowings under the Casthouse Facility.
+Added: As of June 30, 2024, there were $ 130.0 million in outstanding borrowings under the Casthouse Facility.
+Added: The Casthouse Facility also contains customary covenants, including restrictions on mergers and acquisitions, indebtedness, preservation of assets, and dispositions of assets and contains a covenant that requires Grundartangi to maintain a minimum equity ratio.
+Added: As of June 30, 2024, we were in compliance with all such covenants.
Iceland Term Facility
5 unchanged sentences
On December 9, 2022, Vlissingen entered into a Facility Agreement with Glencore International AG pursuant to which Vlissingen may borrow from time to time up to $ 90.0 million (the "Vlissingen Facility Agreement") in one or more loans at a fixed interest rate equal to 8.75 % per annum and payable on December 2, 2024, the maturity date of the Vlissingen Facility Agreement.
−Removed: As of March 31, 2024, there were $ 10.0 million in outstanding borrowings under the Vlissingen Facility Agreement.
+Added: As of June 30, 2024, there were $ 10.0 million in outstanding borrowings under the Vlissingen Facility Agreement.
+Added: The Vlissingen Facility Agreement contains customary covenants, including with respect to mergers, guarantees and preservation and dispositions of assets.
+Added: As of June 30, 2024, we were in compliance with all such covenants
Hancock County Industrial Revenue Bond s
5 unchanged sentences
In June 2022, we entered into a surety bond facility with an insurance company to provide such bonds when applicable.
−Removed: As of March 31, 2024, we had issued surety bonds totaling $ 6.6 million.
+Added: As of June 30, 2024, we had issued surety bonds totaling $ 6.6 million.
As we had previously guaranteed our workers' compensation obligations through issuance of letters of credit against our revolving credit facility, the surety bond issuance increases credit facility availability.
17 unchanged sentences
CAWV has agreed to pay the remaining amounts under the settlement agreement in annual increments of $ 2.0 million for nine years .
−Removed: As of March 31, 2024, $ 2.0 million was recorded in Other current liabilities and $ 3.4 million was recorded in Other liabilities on the Consolidated Balance Sheets.
+Added: As of June 30, 2024, $ 2.0 million was recorded in Other current liabilities and $ 3.5 million was recorded in Other liabilities on the Consolidated Balance Sheets.
PBGC Settlement
4 unchanged sentences
In October 2021, we amended the PBGC Settlement Agreement (the "Amended PBGC Settlement Agreement") such that we removed the deferral mechanism and agreed to contribute approximately $ 2.4 million per year to our defined benefit pension plans for a total of approximately $ 9.6 million, over the next four years beginning on November 30, 2022 and ending on November 30, 2025, subject to acceleration if certain terms and conditions are met in such amendment.
−Removed: As of March 31, 2024, we made contributions of $ 6.9 million and no payments for the three months ended March 31, 2024 related to the Amended PBGC Settlement Agreement.
+Added: As of June 30, 2024, we made contributions of $ 6.9 million and no payments related to the Amended PBGC Settlement Agreement.
+Added: Comparatively, as of June 30, 2023, we made contributions of $ 2.4 million related to the Amended PBGC Settlement Agreement.
Power Commitments and Contingencies
1 unchanged sentence
Under this arrangement, Hawesville gets access to power at Midcontinent Independent System Operator ("MISO") pricing plus transmission and other costs.
−Removed: As the MISO Market Participant, Century Marketer purchases power from MISO for resale to Kenergy, which then resells the power to Hawesville.
+Added: As the MISO Market
CENTURY ALUMINUM COMPANY
1 unchanged sentence
(amounts in millions, except share and per share amounts)
+Added: Participant, Century Marketer purchases power from MISO for resale to Kenergy, which then resells the power to Hawesville.
Century Marketer's power supply arrangement with Kenergy has an effective term through May 31, 2028, with automatic one-year extensions unless either party provides one-year notice of termination prior to the May 31 anniversary date.
Similarly, Kenergy's power supply contract with Hawesville has a term through December 31, 2025, with automatic one-year extensions unless either party provides one-year notice of termination prior to the December 31 anniversary date.
−Removed: Sebree has a power supply arrangement with Kenergy and Century Marketer, LLC (“Century Marketer"), Century's wholly-owned subsidiary that acts as a MISO market participant.
+Added: Sebree has a power supply arrangement with Kenergy and Century Marketer.
Under this arrangement, Sebree gets access to power at Midcontinent Independent System Operator ("MISO") pricing plus transmission and other costs.
2 unchanged sentences
Similarly, Kenergy's power supply contract with Sebree has a term through December 31, 2025, with automatic one-year extensions unless either party provides one-year notice of termination prior to the December 31 anniversary date.
−Removed: CASC has a power supply agreement with Santee Cooper that has an effective term through December 2026.
+Added: Century Aluminum of South Carolina ("CASC") has a power supply agreement with Santee Cooper that has an effective term through December 2026.
Under this power supply agreement, 100 % of Mt.
13 unchanged sentences
The FME negotiates working conditions with trade unions on behalf of its members, which, when agreed upon, are then applicable to all employees of Vlissingen.
−Removed: The current labor agreement is effective through May 31, 2024, and Vlissingen is currently in the process of negotiating a new contract with the FME.
+Added: The current labor agreement is effective through December 31, 2025.
Approximately 38 % of our U.S.
14 unchanged sentences
This contingent obligation consists of the aggregate payments made to Big Rivers by the third party on CAKY’s behalf in excess of the agreed upon base amount under the long-term cost-based power contract with Kenergy.
−Removed: As of March 31, 2024, the principal and accrued interest for the contingent obligation was $ 31.2 million, which was fully offset by a derivative asset.
+Added: As of June 30, 2024, the principal and accrued interest for the contingent obligation was $ 31.6 million, which was fully offset by a derivative asset.
We may be required to make installment payments for the contingent obligation in the future.
These payments are contingent based on the LME price of primary aluminum and the level of Hawesville’s operations.
−Removed: As of March 31, 2024, the LME forward market prices do not exceed the threshold for payment.
+Added: As of June 30, 2024, the LME forward market prices do not exceed the threshold for payment.
In addition, based on the current level of Hawesville's operations, including the temporary curtailment, we believe that we will not be required to make payments on the contingent obligation during the term of the agreement, which expires in 2028.
2 unchanged sentences
Components of AOCL:
−Removed: March 31, 2024
+Added: June 30, 2024
December 31, 2023
8 unchanged sentences
(1) The allocation of the income tax effect to the components of other comprehensive loss is as follows:
−Removed: March 31, 2024
+Added: June 30, 2024
December 31, 2023
3 unchanged sentences
Defined benefit plan and other postretirement liabilities Unrealized gain on financial instruments Total, net of tax
+Added: Balance, March 31, 2024 $ ( 101.0 ) $ 1.4 $ ( 99.6 )
+Added: Net amount reclassified to net income (loss) 1.5 — 1.5
+Added: Balance, June 30, 2024 $ ( 99.5 ) $ 1.4 $ ( 98.1 )
+Added: Balance, March 31, 2023 $ ( 94.4 ) $ 1.5 $ ( 92.9 )
+Added: Net amount reclassified to net income (loss) 2.2 — 2.2
+Added: Balance, June 30, 2023 $ ( 92.2 ) $ 1.5 $ ( 90.7 )
Balance, December 31, 2023 $ ( 99.4 ) $ 1.5 $ ( 97.9 )
−Removed: $ ( 99.4 ) $ 1.5 $ ( 97.9 )
Other comprehensive loss before reclassifications ( 3.4 ) — ( 3.4 )
Net amount reclassified to net income (loss) $ 3.3 $ ( 0.1 ) $ 3.2
−Removed: Balance, March 31, 2024
−Removed: $ ( 101.0 ) $ 1.4 $ ( 99.6 )
+Added: Balance, June 30, 2024 $ ( 99.5 ) $ 1.4 $ ( 98.1 )
Balance, December 31, 2022 $ ( 95.6 ) $ 1.6 $ ( 94.0 )
−Removed: $ ( 95.6 ) $ 1.6 $ ( 94.0 )
Net amount reclassified to net income (loss) 3.4 ( 0.1 ) 3.3
−Removed: Balance, March 31, 2023
−Removed: $ ( 94.4 ) $ 1.5 $ ( 92.9 )
+Added: Balance, June 30, 2023 $ ( 92.2 ) $ 1.5 $ ( 90.7 )
CENTURY ALUMINUM COMPANY
3 unchanged sentences
Three months ended
+Added: June 30, Six months ended
AOCL Components Location 2024 2023 2024 2023
2 unchanged sentences
Other operating expense - net 0.7 0.7 1.4 0.9
+Added: Income tax effect — — — —
Net of tax $ 1.5 $ 2.2 $ 3.3 $ 3.4
Unrealized gain (loss) on financial instruments Cost of goods sold $ — $ — $ ( 0.1 ) $ ( 0.1 )
+Added: Income tax effect — — — —
Net of tax $ — $ — $ ( 0.1 ) $ ( 0.1 )
1 unchanged sentence
Pension Benefits
−Removed: Three months ended March 31,
+Added: Three months ended June 30, Six months ended June 30,
+Added: 2024 2023 2024 2023
Service cost $ 0.7 $ 0.1 $ 1.3 $ 1.1
5 unchanged sentences
Other Postretirement Benefits
−Removed: Three months ended March 31,
+Added: Three months ended June 30, Six months ended June 30,
+Added: 2024 2023 2024 2023
+Added: Service cost $ 0.1 $ — $ 0.1 $ 0.1
Interest cost 0.9 1.2 1.9 1.9
+Added: Amortization of prior service cost ( 0.1 ) — ( 0.1 ) —
Amortization of net loss 0.3 ( 0.2 ) 0.3 0.1
Net periodic benefit cost $ 1.2 $ 1.0 $ 2.2 $ 2.1
−Removed: As of March 31, 2024, we had an open position of 26,181 tonnes re lated to LME forward financial sales contracts to fix the forward LME aluminum price.
−Removed: These contracts are expected to settle monthly through December 2024.
−Removed: We also enter into financial contracts with various counterparties to offset fixed price sales arrangements with certain of our customers ("fixed for floating swaps") to remain exposed to the LME and MWP aluminum prices.
−Removed: As of March 31, 2024, we had no open fixed for floating swaps.
−Removed: We have entered into forward contracts to hedge the risk of fluctuations associated with the Icelandic Krona (ISK) and Euro for contracts related to the construction of the Grundartangi casthouse and the Sebree casthouse project denominated in these currencies ("casthouse currency hedges").
−Removed: As of March 31, 2024, we had no open casthouse currency hedges.
+Added: As of June 30, 2024, we had an open position of 42,654 tonnes re lated to LME forward financial sales contracts to fix the forward LME aluminum price.
+Added: These contracts are expected to settle monthly through July 2025.
+Added: We also had an open position
CENTURY ALUMINUM COMPANY
1 unchanged sentence
(amounts in millions, except share and per share amounts)
−Removed: We have entered into financial contracts to hedge a portion of our exposure at our operations to Heavy Fuel Oil (“HFO price swaps”).
−Removed: The HFO volume is measured per barrel.
−Removed: As of March 31, 2024, we had an open position of 245,000 barrels.
−Removed: The HFO price swaps are expected to settle monthly through February 2025.
+Added: of 25,200 tonnes related to MWP forward financial sales contracts to fix the forward MWP price.
+Added: These contracts are expected to settle monthly through July 2025.
+Added: We also enter into financial contracts with various counterparties to offset fixed price sales arrangements with certain of our customers ("fixed for floating swaps") to remain exposed to the LME and MWP aluminum prices.
+Added: As of June 30, 2024, we had no open fixed for floating swaps.
+Added: We have entered into forward contracts to hedge the risk of fluctuations associated with the Icelandic Krona (ISK) and Euro for contracts related to the construction of the Grundartangi casthouse denominated in these currencies ("casthouse currency hedges").
+Added: As of June 30, 2024, we had no open casthouse currency hedges.
+Added: We have entered into financial contracts to hedge a portion of our exposure at our operations to the NYMEX Henry Hub (“NYMEX Henry Hub natural gas price swaps”).
+Added: The natural gas volume is measured per million British Thermal Units ("MMBtu").
+Added: As of June 30, 2024 we had no open NYMEX Henry Hub natural gas price swaps.
+Added: We have entered into financial contracts to hedge a portion of our Jamalco fuel cost exposure (“HFO price swaps”).
+Added: The volume of heavy fuel oil ("HFO") consumed at Jamalco is measured per barrel and as of June 30, 2024, we had an open position of 240,000 barrels.
+Added: The HFO price swaps are expected to settle monthly through May 2025.
+Added: We have entered into financial contracts to fix a portion of our exposure to the Indiana Hub power market at our Sebree plant ("Indiana Hub power price swaps").
+Added: As of June 30, 2024, we had an open position of 460,080 MWh.
+Added: The Indiana Hub power price swaps are expected to settle monthly through July 2025.
Our agreements with derivative counterparties contain certain provisions requiring collateral to be posted in the event the market value of our position exceeds the margin threshold limit of our master agreement with the counterparty.
−Removed: As of March 31, 2024 and December 31, 2023, the Company had not recorded restricted cash as collateral related to open derivative contracts under the master arrangements with our counterparties.
−Removed: The following tables set forth the Company's derivative assets and liabilities that were accounted for at fair value and not designated as cash flow hedges as of March 31, 2024 and December 31, 2023, respectively:
+Added: As of June 30, 2024 and December 31, 2023, the Company had not recorded restricted cash as collateral related to open derivative contracts under the master arrangements with our counterparties.
+Added: The following tables set forth the Company's derivative assets and liabilities that were accounted for at fair value and not designated as cash flow hedges as of June 30, 2024 and December 31, 2023, respectively:
Asset Fair Value
−Removed: March 31, 2024 December 31, 2023
+Added: June 30, 2024 December 31, 2023
Commodity contracts (1)
Liability Fair Value
−Removed: March 31, 2024 December 31, 2023
+Added: June 30, 2024 December 31, 2023
Commodity contracts (1)
1 unchanged sentence
Total $ 6.7 $ 7.9
−Removed: (1) Commodity contracts reflect our outstanding LME forward financial sales contracts and HFO price swaps.
−Removed: At March 31, 2024, $ 3.4 million of Due to affiliates was related to commodity contracts with Glencore.
+Added: (1) Commodity contracts reflect our outstanding LME and MWP forward financial sales contracts, Indy Hub power price swaps, fixed for floating swaps, NYMEX Henry Hub natural gas price swaps, and HFO price swaps.
+Added: At June 30, 2024, $ 4.0 million of Due to affiliates was related to commodity contracts with Glencore.
At December 31, 2023, $ 6.4 million of Due to affiliates was related to commodity contract liab ilities with Glencore.
2 unchanged sentences
Three months ended
+Added: June 30, Six months ended
+Added: 2024 2023 2024 2023
Commodity contracts (1)
2 unchanged sentences
Total $ ( 4.0 ) $ 9.1 $ 3.4 $ ( 48.5 )
−Removed: (1) For the three months ended March 31, 2024, $ 4.0 million of the net gain was with Glencore, and for the three months ended March 31, 2023, $ 14.9 million of the net loss was with Glencore.
+Added: (1) For the three months ended June 30, 2024, $ 1.9 million of the net loss was with Glencore, and for the three months ended June 30, 2023, $ 11.4 million of the net gain was with Glencore.
+Added: Comparatively, for the six months ended June 30, 2024
+Added: CENTURY ALUMINUM COMPANY
+Added: Condensed Notes to the Consolidated Financial Statements (continued)
+Added: (amounts in millions, except share and per share amounts)
+Added: $ 2.5 million of the net gain was with Glencore, and for the six months ended June 30, 2023 $ 3.5 million of the net loss was with Glencore.
FORWARD-LOOKING STATEMENTS
19 unchanged sentences
• Our ability to successfully obtain and/or retain competitive power arrangements for our operations;
−Removed: • The impact of Section 232 relief, including tariffs or other trade remedies, the extent to which any such remedies may be changed, including through exclusions or exemptions, and the duration of any trade remedy;
+Added: • The impact of Section 232 and 301 relief, including tariffs or other trade remedies, the extent to which any such remedies may be changed, including through exclusions or exemptions, and the duration of any trade remedy;
• The impact of any new or changed law, regulation, including, without limitation, sanctions or other similar remedies or restrictions or any changes in interpretation of existing laws or regulations;
21 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.