4 unchanged sentences
Three months ended
−Removed: June 30, Six months ended
+Added: September 30, Nine months Ended
+Added: September 30,
2024 2023 2024 2023
3 unchanged sentences
Cost of goods sold 457.3 556.7 1,470.7 1,620.6
−Removed: Gross profit 20.4 15.9 36.9 64.0
+Added: Gross profit (loss) 81.8 (11.5) 118.7 52.5
Selling, general and administrative expenses 15.6 10.8 42.0 36.2
3 unchanged sentences
Interest income 0.4 0.4 1.7 1.1
−Removed: Net gain (loss) on forward and derivative contracts ( 4.0 ) 9.1 3.4 ( 48.5 )
+Added: Net loss on forward and derivative contracts (4.0) (25.2) (0.6) (73.7)
Bargain purchase gain — — 245.9 —
18 unchanged sentences
Three months ended
−Removed: June 30, Six months ended
+Added: September 30, Nine months ended
+Added: September 30,
2024 2023 2024 2023
2 unchanged sentences
Other comprehensive income (loss) before income tax effect:
−Removed: Net gain loss on foreign currency cash flow hedges reclassified as income — — ( 0.1 ) ( 0.1 )
+Added: Net 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 benefit (cost) during the period ( 0.1 ) 0.1 — 0.1
+Added: Amortization of prior service benefit during the period 0.1 — 0.1 0.1
Amortization of net gain during the period 1.6 1.7 4.9 5.0
−Removed: Other comprehensive (loss) income before income tax effect 1.5 2.2 ( 0.2 ) 3.3
+Added: Other comprehensive income before income tax effect 1.7 1.7 1.5 5.0
Income tax effect — — — —
7 unchanged sentences
(in millions)
−Removed: June 30, 2024 December 31, 2023
+Added: September 30, 2024 December 31, 2023
Cash and cash equivalents $ 32.6 $ 88.8
21 unchanged sentences
Total current liabilities 472.3 763.0
−Removed: Long-term debt 451.3 430.9
+Added: Long-term debt - net 449.3 430.9
Accrued benefits costs - less current portion 119.2 120.3
16 unchanged sentences
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 1,896.9 $ 1,846.5
−Removed: See Condensed Notes to the Consolidated Financial Statements
CENTURY ALUMINUM COMPANY
1 unchanged sentence
(in millions)
−Removed: Six months ended June 30,
+Added: Nine months ended September 30,
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ 280.3 $ (77.9)
−Removed: Adjustments to reconcile net income (loss) to net cash used in operating activities:
−Removed: Unrealized (gain) loss on derivative instruments ( 3.7 ) 66.3
+Added: Adjustments to reconcile net income (loss) to net cash provided by operating activities:
+Added: Unrealized loss on derivative instruments 0.8 84.2
Depreciation, depletion and amortization 64.8 55.3
−Removed: Change in deferred tax benefit (expense) 0.6 ( 12.6 )
+Added: Change in deferred tax expense 1.7 (23.5)
Gain on sale of assets (2.3) —
11 unchanged sentences
Accrued and other current liabilities (3.9) (2.0)
+Added: Ravenswood retiree medical settlement (2.0) (2.0)
Other - net 2.2 (3.5)
−Removed: Net cash used in operating activities ( 3.3 ) ( 1.9 )
+Added: Net cash provided by operating activities 16.8 39.6
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property, plant and equipment (69.1) (62.7)
+Added: Proceeds from sales of property, plant and equipment — 25.7
Proceeds from sale of assets 2.3 —
6 unchanged sentences
Borrowings under Grundartangi casthouse debt facility 25.0 40.0
−Removed: Net cash provided by financing activities 0.1 25.1
−Removed: CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH ( 47.5 ) 6.0
+Added: Repayments under Grundartangi casthouse debt facility (4.5) —
+Added: Borrowings under Vlissingen credit facility — 10.0
+Added: Carbon credit proceeds — 33.8
+Added: Carbon credit repayments (10.0) —
CENTURY ALUMINUM COMPANY
1 unchanged sentence
(in millions)
−Removed: Six months ended June 30,
+Added: Nine months ended September 30,
+Added: Net cash (used) provided by financing activities (4.9) 17.2
+Added: CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH (54.9) 39.2
Cash, cash equivalents and restricted cash, beginning of period 90.3 55.5
16 unchanged sentences
Three months ended
−Removed: June 30, 2024
−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: September 30, 2024
+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
Net income (loss) — — — — — — — 47.3 47.3 (5.0) 42.3
3 unchanged sentences
Noncontrolling interest — — — — — — — — — — —
−Removed: 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: Balance, September 30, 2024 51,817 $ — 92,798,844 $ 1.0 $ 2,546.3 $ (86.3) $ (96.4) $ (1,712.5) $ 652.1 $ (23.6) $ 628.5
Three months ended
−Removed: June 30, 2023
−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: September 30, 2023
+Added: Balance, June 30, 2023 53,707 $ — 92,358,549 $ 1.0 $ 2,541.0 $ (86.3) $ (90.7) $ (1,992.1) $ 372.9 $ 31.9 $ 404.8
Net income (loss) — — — — — — — (42.0) (42.0) (3.9) (45.9)
3 unchanged sentences
Noncontrolling interest — $ — — — — — — — — 25.3 25.3
−Removed: 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: Balance, September 30, 2023 53,508 — 92,404,663 $ 1.0 $ 2,541.8 $ (86.3) $ (89.0) $ (2,034.1) $ 333.4 $ 53.3 $ 386.7
See Condensed Notes to the Consolidated Financial Statements
5 unchanged sentences
Shares Amount Shares Amount
−Removed: Six months ended
−Removed: June 30, 2024
+Added: Nine months Ended
+Added: September 30, 2024
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
4 unchanged sentences
Noncontrolling interest — — — — — — — — — (0.8) (0.8)
−Removed: 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
−Removed: Six months ended
−Removed: June 30, 2023
+Added: Balance, September 30, 2024 51,817 $ — 92,798,844 $ 1.0 $ 2,546.3 $ (86.3) $ (96.4) $ (1,712.5) $ 652.1 $ (23.6) $ 628.5
+Added: Nine months Ended
+Added: September 30, 2023
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
4 unchanged sentences
Noncontrolling interest — $ — — — — — — — — 58.1 58.1
−Removed: 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: Balance, September 30, 2023 53,508 — 92,404,663 $ 1.0 $ 2,541.8 $ (86.3) $ (89.0) $ (2,034.1) $ 333.4 $ 53.3 $ 386.7
CENTURY ALUMINUM COMPANY
Condensed Notes to the Consolidated Financial Statements
−Removed: Six months ended June 30, 2024 and 2023
+Added: Nine months ended September 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 six 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 nine 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.
5 unchanged sentences
Among other changes, the ASU requires disclosure of significant segment expenses and extends certain annual disclosures to interim periods.
−Removed: The amendments in this ASU are effective for the Company beginning with its annual financial statements for the year ending December 31, 2024.
−Removed: Early adoption is permitted.
+Added: The ASU is 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.
In December 2023, the FASB issued ASU No.
−Removed: 2023-09 ("ASU 2023-09"), Improvements to Income Tax Disclosures.
+Added: 2023-09, "Improvements to Income Tax Disclosures." ("ASU 2023-09").
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.
7 unchanged sentences
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 six months ended June 30, 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 nine months ended September 30, 2024.
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.
−Removed: 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
+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
CENTURY ALUMINUM COMPANY
1 unchanged sentence
(amounts in millions, except share and per share amounts)
−Removed: December 31, 2023 to $ 245.9 million as of March 31, 2024.
+Added: $273.4 million as of December 31, 2023 to $245.9 million as of March 31, 2024.
The Company finalized its purchase accounting as of March 31, 2024.
17 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 and six months ended June 30, 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 nine months ended September 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 June 30, 2023 Six months ended June 30, 2023
+Added: Nine months Ended September 30, 2023
Revenue $ 1,722.8
1 unchanged sentence
Curtailment of Operations - Hawesville
−Removed: 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 and six months ended June 30, 2024, we incurred curtailment charges of approximately $ 1.7 million and $ 2.4 million, respectively.
−Removed: 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.
−Removed: There were no scrap and materials sales as of the three months ended June 30, 2024.
−Removed: 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.
−Removed: 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.
+Added: In August 2022, we fully curtailed production at the Hawesville facility.
+Added: We continue to explore all options related to the Hawesville facility.
+Added: For the three and nine months ended September 30, 2024, we incurred curtailment charges of approximately $2.7 million and $5.0 million, respectively.
+Added: These charges were partially offset by income related to scrap and materials sales of $0.5 million for the nine months ended September 30, 2024.
+Added: There were no scrap and materials sales as of the three months ended September 30, 2024.
+Added: Comparatively, for the three and nine months ended September 30, 2023 we incurred curtailment charges of approximately $2.0 million and $13.4 million, including $0.0 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 $0.0 million and $1.2 million for the three and nine months ended September 30, 2023.
+Added: Related Party Transactions
CENTURY ALUMINUM COMPANY
1 unchanged sentence
(amounts in millions, except share and per share amounts)
−Removed: Related Party Transactions
−Removed: The significant related party transactions occurring during the three and six months ended June 30, 2024 and 2023 are described below.
+Added: The significant related party transactions occurring during the three and nine months ended September 30, 2024 and 2023 are described below.
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.
1 unchanged sentence
Glencore Ownership
−Removed: 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.
+Added: As of September 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 June 30, 2024 and 2023, we derived approximately 58 % and 74 % of our consolidated net sales from Glencore, respectively.
−Removed: For the six months ended June 30, 2024 and 2023, we derived approximately 61 % and 74 % of our consolidated net sales from Glencore, respectively.
+Added: For the three months ended September 30, 2024 and 2023, we derived approximately 61.6% and 73.5% of our consolidated net sales from Glencore, respectively.
+Added: For the nine months ended September 30, 2024 and 2023, we derived approximately 61.1% and 74.1% 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 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.
−Removed: 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 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.
+Added: Alumina purchases from Glencore during the three and nine months ended September 30, 2024 and September 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
−Removed: June 30, Six months ended
+Added: September 30, Nine months ended
+Added: September 30,
2024 2023 2024 2023
3 unchanged sentences
(1) Includes settlements of financial contract positions.
+Added: Vlissingen Credit Facility
+Added: On December 9, 2022, Vlissingen entered into a Facility Agreement with Glencore International AG, which was amended and extended on October 1, 2024 (as amended, the “Vlissingen Credit Facility”).
+Added: The availability period for borrowings under the Vlissingen Credit Facility was extended by two years and now ends on December 2, 2026.
+Added: Under the Vlissingen Credit Facility Vlissingen may borrow from time to time up to $90.0 million in one or more loans at either (i) a fixed interest rate
CENTURY ALUMINUM COMPANY
1 unchanged sentence
(amounts in millions, except share and per share amounts)
−Removed: Vlissingen Facility Agreement
−Removed: 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.
+Added: equal to 8.75% per annum (the “Fixed Rate”), or (ii) a variable interest rate equal to the 1-month SOFR rate plus 3.687 percentage points, subject to an absolute maximum level of 9.00% and an absolute minimum level of 7.00% (the “Variable Rate”).
+Added: The Fixed Rate is only applicable to borrowings made on or before December 1, 2024, after which the Variable Rate shall apply to all borrowings under the Vlissingen Credit Facility.
Debt for additional information.
−Removed: Borrowings under the Vlissingen Facility Agreement are expected to be used for general corporate and working capital purposes of Century and its subsidiaries.
+Added: Borrowings under the Vlissingen Credit Facility are expected to be used for general corporate and working capital purposes of Century and its subsidiaries.
Carbon Credit Repurchase Agreement
5 unchanged sentences
In addition, the Second Agreement was amended to extend the repurchase window from March 25, 2024 to August 30, 2024 and revised the repurchase price to €72.59 per Carbon Credit, for an aggregate amount of €2.9 million.
+Added: In August 2024, the Amended Agreement was amended to extend the repurchase window from August 30, 2024 to December 27, 2024 for 370,700 Carbon Credits.
+Added: The repurchase price was revised to €71.20 per Carbon Credit, for an aggregate amount of €26.4 million.
+Added: In addition, 59,300 Carbon Credits were settled on August 30, 2024 for an aggregate amount of €11.1 million.
Due to the repurchase element of these transactions, the Company retains substantially all of the remaining benefits of the assets and has accounted for the transaction as a financing arrangement in accordance with Topic 606, Revenue from Contracts with Customers ("ASC 606").
We disaggregate our revenue by geographical region as follows:
−Removed: Net Sales Three months ended June 30, Six months ended June 30,
+Added: Net Sales Three months ended September 30, Nine months ended September 30,
2024 2023 2024 2023
2 unchanged sentences
Total $ 539.1 $ 545.2 $ 1,589.4 $ 1,673.1
−Removed: 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.
−Removed: Net Sales Three months ended June 30, Six months ended June 30,
+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 nine months ended September 30, 2024 and 2023.
+Added: Net Sales Three months ended September 30, Nine months Ended September 30,
2024 2023 2024 2023
2 unchanged sentences
Total $ 539.1 $ 545.2 $ 1,589.4 $ 1,673.1
−Removed: We enter into contracts to sell mainly primary aluminum to our customers.
−Removed: Revenue is recognized when our performance obligations with our customers are satisfied.
−Removed: 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
CENTURY ALUMINUM COMPANY
1 unchanged sentence
(amounts in millions, except share and per share amounts)
−Removed: aluminum which is based on the LME, plus regional premiums and any value-added product premiums.
−Removed: We have also entered into agreements with our customers to sell certain amounts of alumina at market-based prices.
+Added: We enter into contracts to sell primary aluminum and alumina to our customers.
+Added: Revenue is recognized when our performance obligations with our customers are satisfied.
+Added: Our obligations under the contracts are satisfied when we transfer control of our primary aluminum or alumina to our customers which is generally upon shipment or delivery to customer directed locations.
+Added: 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 or alumina which is based on the alumina pricing index, plus Atlantic differential.
The payment terms and conditions in our contracts vary and are not significant to our revenue.
7 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 $ 42.4 million and $ 30.6 million, as of June 30, 2024 and December 31, 2023, respectively.
+Added: Amounts recognized in Due to affiliates was $41.5 million and $30.6 million, as of September 30, 2024 and December 31, 2023, respectively.
Fair Value Measurements
9 unchanged sentences
• Level 3 Inputs - unobservable inputs for the asset or liability.
−Removed: Recurring Fair Value Measurements As of June 30, 2024
+Added: Recurring Fair Value Measurements As of September 30, 2024
Cash equivalents $ 2.7 $ — $ — $ 2.7
19 unchanged sentences
Asset / Liability Valuation Techniques Inputs
−Removed: LME forward financial sales contracts Discounted cash flows Quoted LME forward market
−Removed: Midwest Premium ("MWP") forward financial sales contracts Discounted cash flows Quoted MWP forward market
+Added: LME forward financial sales contracts Discounted cash flows Quoted LME forward market, Secured Overnight Financing Rate ("SOFR") discount rate
+Added: Midwest Premium ("MWP") forward financial sales contracts Discounted cash flows Quoted MWP forward market, SOFR discount rate
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
−Removed: Indiana Hub power price swaps Discounted cash flows Quoted Indiana Hub forward market
+Added: Indiana Hub power price swaps Discounted cash flows Quoted Indiana Hub forward market, SOFR discount rate
Casthouse currency hedges Discounted cash flows Euro/USD forward exchange rate;
8 unchanged sentences
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 and six months ended June 30, 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 nine months ended September 30, 2024.
Level 3 Assets Level 3 Liabilities
−Removed: For the six months ended June 30, 2023
+Added: For the nine months ended September 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 June 30, 2023
+Added: Balance as of September 30, 2023
Change in unrealized gains (losses) (2)
11 unchanged sentences
The following table shows the basic and diluted (loss) earnings per share:
−Removed: For the three months ended June 30,
+Added: For the three months ended September 30,
Net Income (Loss) Shares
9 unchanged sentences
Net income (loss) allocated to common stockholders $ 45.5 98.4 $ 0.46 $ (42.0) 92.4 $ (0.45)
−Removed: For the six months ended June 30,
+Added: For the nine months ended September 30,
Net Income (Loss) Shares
2 unchanged sentences
(in millions)
−Removed: Net (loss) income attributable to Century stockholders $ 244.3 $ ( 31.1 )
+Added: Net income (loss) attributable to Century stockholders $ 291.6 $ (73.1)
net income allocated to participating securities 15.5 —
3 unchanged sentences
Convertible senior notes 2.7 4.6 — —
−Removed: Net (loss) income allocated to common stockholders with assumed conversion $ 221.7 98.8 $ 2.24 $ ( 31.1 ) 92.3 $ ( 0.34 )
+Added: Net income (loss) allocated to common stockholders with assumed conversion $ 280.0 98.8 $ 2.83 $ (73.1) 92.4 $ (0.79)
Three months ended
−Removed: June 30, Six months ended
+Added: September 30, Nine months ended
+Added: September 30,
Securities excluded from the calculation of diluted EPS (in millions) (1) :
8 unchanged sentences
Shareholders’ Equity
−Removed: 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.
+Added: As of September 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 99,985,365 shares were issued and 92,798,844 shares were outstanding at September 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 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.
+Added: As of September 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.
4 unchanged sentences
In 2008, we issued 160,000 shares of our Series A Convertible Preferred Stock.
−Removed: At June 30, 2024 and December 31, 2023, 52,238 and 52,284 shares of Series A Convertible Preferred Stock were outstanding, respectively.
+Added: At September 30, 2024 and December 31, 2023, 51,817 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.
11 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 June 30, 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 June 30, 2024.
+Added: Through September 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 September 30, 2024.
CENTURY ALUMINUM COMPANY
1 unchanged sentence
(amounts in millions, except share and per share amounts)
−Removed: 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.
−Removed: 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.
+Added: For the three months ended September 30, 2024 and 2023, we recorded an income tax expense of $2.0 million and a tax benefit of $11.0 million, respectively.
+Added: For the nine months ended September 30, 2024 and 2023, we recorded an income tax expense of $3.0 million and a tax benefit of $21.2 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 June 30, 2024, all of Century's U.S.
−Removed: and certain foreign deferred tax assets, net of deferred tax liabilities, continue to be subject to a valuation allowance.
+Added: As of September 30, 2024, all of Century's U.S.
+Added: and certain foreign deferred tax assets, net of deferred tax liabilities, continue to be subject to a full valuation allowance.
Section 45X of The Inflation Reduction Act of 2022 ("IRA") contains a production tax credit equal to 10% of certain eligible production costs, including, without limitation, labor, energy, depreciation and amortization and overhead expenses.
−Removed: On December 14, 2023, the U.S.
−Removed: Department of the Treasury and the Internal Revenue Service released proposed rules to provide guidance on the production tax credit requirements under Internal Revenue Code Section 45X (the “Proposed Regulations”).
−Removed: The Proposed Regulations provide guidance on rules that taxpayers must satisfy to qualify for the IRA Section 45X tax credit.
−Removed: 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.
−Removed: 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.
+Added: On October 24, 2024, the U.S.
+Added: Department of the Treasury and the Internal Revenue Service issued final regulations on the production tax credit requirements under Internal Revenue Code Section 45X (the “IRA Regulations”).
+Added: The IRA Regulations provide guidance on rules that taxpayers must satisfy to qualify for the IRA Section 45X tax credit.
+Added: For the three and nine months ended September 30, 2024, the Company recognized a reduction of $47.3 million and $69.9 million in Cost of goods sold and a reduction of $0.8 million and $2.0 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 September 30, 2024 and December 31, 2023, the Company recognized a current manufacturing credit receivable of $78.8 million and $59.3 million, respectively.
+Added: As of September 30, 2024, and December 31, 2023, the Company recognized a non-current manufacturing credit receivable of $52.4 million and $0.0 million, respectively within Other assets on the Consolidated Balance Sheets.
Inventories consist of the following:
−Removed: June 30, 2024 December 31, 2023
+Added: September 30, 2024 December 31, 2023
Raw materials $ 196.0 $ 162.5
7 unchanged sentences
(amounts in millions, except share and per share amounts)
−Removed: June 30, 2024 December 31, 2023
+Added: September 30, 2024 December 31, 2023
Debt classified as current liabilities:
4 unchanged sentences
Iceland Term Facility — 1.3
−Removed: Vlissingen Facility Agreement (5)
+Added: Vlissingen Credit Facility (5)
Debt classified as non-current liabilities:
−Removed: Grundartangi casthouse facility, net of financing fees of $ 0.0 million at June 30, 2024 (4)
−Removed: 7.5 % senior secured notes due April 1, 2028, net of financing fees of $ 2.3 million at June 30, 2024, interest payable semiannually
−Removed: 2.75 % convertible senior notes due May 1, 2028, net of financing fees of $ 1.3 million at June 30, 2024, interest payable semiannually
+Added: Grundartangi casthouse facility, net of financing fees of $0.0 million at September 30, 2024 (4)
+Added: 7.5% senior secured notes due April 1, 2028, net of financing fees of $2.1 million at September 30, 2024, interest payable semiannually
+Added: 2.75% convertible senior notes due May 1, 2028, net of financing fees of $1.2 million at September 30, 2024, interest payable semiannually
Total $ 485.7 $ 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 June 30, 2024 was 4.14 % .
+Added: The interest rate at September 30, 2024 was 3.28% .
(2) We incur interest at a base rate plus applicable margin as defined within the agreement.
−Removed: The interest rate at June 30, 2024 was 9.25 % .
+Added: The interest rate at September 30, 2024 was 8.50% .
(3) We incur interest at base rate plus applicable margin as defined within the agreement.
−Removed: The interest rate at June 30, 2024 wa s 8.84 %.
+Added: The interest rate at September 30, 2024 wa s 8.33%.
(4) We incur interest at a base rate plus applicable margin as defined within the agreement.
−Removed: The interest rate at June 30, 2024 was 8.88 %.
+Added: The interest rate at September 30, 2024 was 8.39%.
(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: We are in compliance with all applicable covenants under the indenture governing our Senior Notes as of June 30, 2024.
−Removed: As of June 30, 2024, the total estimated fair value of the 2028 Notes was $ 252.6 million .
+Added: We are in compliance with all applicable covenants under the indenture governing our Senior Notes as of September 30, 2024.
+Added: As of September 30, 2024, the total estimated fair value of the 2028 Notes was $254.3 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.
10 unchanged sentences
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 June 30, 2024, the conversion rate remains unchanged.
+Added: As of September 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 June 30, 2024, the if-converted value of the Convertible Note s does not exceed the outstanding principal amount.
−Removed: As of June 30, 2024, the total estimated fair value of the Convertible Notes was $ 94.7 million .
+Added: As of September 30, 2024, the if-converted value of the Convertible Note s does not exceed the outstanding principal amount.
+Added: As of September 30, 2024, the total estimated fair value of the Convertible Notes was $96.1 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.
6 unchanged sentences
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.
−Removed: We are in compliance with all applicable covenants as of June 30, 2024.
+Added: We are in compliance with all applicable covenants as of September 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 June 30, 2024, there were no outstanding borrowings and $ 40.8 million of outstanding letters of credit issued under our U.S.
+Added: At September 30, 2024, there were $9.6 million of outstanding borrowings and $74.0 million of outstanding letters of credit issued under our U.S.
revolving credit facility.
3 unchanged sentences
revolving credit facility:
−Removed: June 30, 2024
+Added: September 30, 2024
Credit facility maximum amount $ 250.0
8 unchanged sentences
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.
−Removed: At June 30, 2024, there were no outstanding borrowings under our Iceland revolving credit facility.
+Added: At September 30, 2024, there were no outstanding borrowings under our Iceland revolving credit facility.
The Iceland revolving credit facility has a term through December 2026.
Our Iceland revolving credit facility contains a covenant that requires Grundartangi to maintain a minimum equity ratio.
−Removed: As of June 30, 2024, we were in compliance with all such covenants.
+Added: As of September 30, 2024, we were in compliance with all such covenants.
CENTURY ALUMINUM COMPANY
2 unchanged sentences
Status of our Iceland revolving credit facility:
−Removed: June 30, 2024
+Added: September 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 June 30, 2024, there were $ 130.0 million in outstanding borrowings under the Casthouse Facility.
+Added: As of September 30, 2024, there were $125.5 million in outstanding borrowings under the Casthouse Facility.
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.
−Removed: As of June 30, 2024, we were in compliance with all such covenants.
+Added: As of September 30, 2024, we were in compliance with all such covenants.
Iceland Term Facility
3 unchanged sentences
The Iceland Term Facility has been repaid in full and has terminated pursuant to its terms in the first quarter of 2024.
−Removed: Vlissingen Facility Agreement
−Removed: 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 June 30, 2024, there were $ 10.0 million in outstanding borrowings under the Vlissingen Facility Agreement.
−Removed: The Vlissingen Facility Agreement contains customary covenants, including with respect to mergers, guarantees and preservation and dispositions of assets.
−Removed: As of June 30, 2024, we were in compliance with all such covenants
+Added: Vlissingen Credit Facility
+Added: On December 9, 2022, Vlissingen entered into a $90.0 million Facility Agreement with Glencore International AG, which was amended and extended on October 1, 2024.
+Added: The availability period for borrowings under the Vlissingen Credit Facility was extended by two years and now ends on December 2, 2026.
+Added: Pursuant to the terms of the Vlissingen Credit Facility, Vlissingen may borrow from time to time up to $90.0 million in one or more loans at either (i) a fixed interest rate equal to 8.75% per annum (the “Fixed Rate”), or (ii) a variable interest rate equal to the 1-month SOFR rate plus 3.687 percentage points, subject to an absolute maximum level of 9.00% and an absolute minimum level of 7.00%.
+Added: The Fixed Rate is only applicable to borrowings made on or before December 1, 2024, after which the Variable Rate shall apply to all borrowings under the Vlissingen Credit Facility.
+Added: As of September 30, 2024, there were $10.0 million in outstanding borrowings under the Vlissingen Credit Facility.
+Added: The Vlissingen Credit Facility contains customary covenants, including with respect to mergers, guarantees and preservation and dispositions of assets.
+Added: As of September 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 June 30, 2024, we had issued surety bonds totaling $ 6.6 million.
−Removed: 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.
−Removed: Commitments and Contingencies
+Added: As of September 30, 2024, we had issued surety
CENTURY ALUMINUM COMPANY
1 unchanged sentence
(amounts in millions, except share and per share amounts)
+Added: bonds totaling $6.6 million.
+Added: 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.
+Added: Commitments and Contingencies
We have pending against us or may be subject to various lawsuits, claims and proceedings related primarily to employment, commercial, stockholder, environmental, safety and health matters and are involved in other matters that may give rise to contingent liabilities.
12 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 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.
+Added: As of September 30, 2024, $2.0 million was recorded in Other current liabilities and $1.5 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 June 30, 2024, we made contributions of $ 6.9 million and no payments related to the Amended PBGC Settlement Agreement.
−Removed: Comparatively, as of June 30, 2023, we made contributions of $ 2.4 million related to the Amended PBGC Settlement Agreement.
−Removed: Power Commitments and Contingencies
−Removed: Hawesville 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.
−Removed: 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
+Added: As of September 30, 2024, we made contributions of $7.2 million including $0.3 million during the three months ended September 30, 2024.
+Added: Comparatively, as of September 30, 2023, we made contributions of $6.9 million including $4.5 million during the three months ended September 30, 2023.
CENTURY ALUMINUM COMPANY
1 unchanged sentence
(amounts in millions, except share and per share amounts)
−Removed: Participant, Century Marketer purchases power from MISO for resale to Kenergy, which then resells the power to Hawesville.
+Added: Power Commitments and Contingencies
+Added: Hawesville 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: Under this arrangement, Hawesville gets access to power at Midcontinent Independent System Operator ("MISO") pricing plus transmission and other costs.
+Added: As the MISO Market 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.
26 unchanged sentences
Upon announcement of the temporary curtailment, Hawesville and the USW local union entered into effects bargaining.
−Removed: An agreement was reached on July 19, 2022, covering the curtailment period.
+Added: An agreement was reached on July
+Added: CENTURY ALUMINUM COMPANY
+Added: Condensed Notes to the Consolidated Financial Statements (continued)
+Added: (amounts in millions, except share and per share amounts)
+Added: 19, 2022, covering the curtailment period.
Century Sebree's labor agreement with the USW for its employees is effective through October 28, 2028.
3 unchanged sentences
Jamalco is currently in the process of negotiating new contracts with both the salaried and hourly employee groups.
−Removed: CENTURY ALUMINUM COMPANY
−Removed: Condensed Notes to the Consolidated Financial Statements (continued)
−Removed: (amounts in millions, except share and per share amounts)
Contingent obligations
1 unchanged sentence
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 June 30, 2024, the principal and accrued interest for the contingent obligation was $ 31.6 million, which was fully offset by a derivative asset.
+Added: As of September 30, 2024, the principal and accrued interest for the contingent obligation was $32.0 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 June 30, 2024, the LME forward market prices do not exceed the threshold for payment.
+Added: As of September 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: June 30, 2024
+Added: September 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: June 30, 2024
+Added: September 30, 2024
December 31, 2023
1 unchanged sentence
Unrealized gain on financial instruments (0.3) (0.3)
+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 summarizes the changes in the accumulated balances for each component of AOCL:
Defined benefit plan and other postretirement liabilities Unrealized gain on financial instruments Total, net of tax
−Removed: Balance, March 31, 2024 $ ( 101.0 ) $ 1.4 $ ( 99.6 )
−Removed: Net amount reclassified to net income (loss) 1.5 — 1.5
Balance, June 30, 2024 $ (99.5) $ 1.4 $ (98.1)
−Removed: Balance, March 31, 2023 $ ( 94.4 ) $ 1.5 $ ( 92.9 )
Net amount reclassified to net income (loss) 1.7 — 1.7
+Added: Balance, September 30, 2024 $ (97.8) $ 1.4 $ (96.4)
Balance, June 30, 2023 $ (92.2) $ 1.5 $ (90.7)
+Added: Net amount reclassified to net income (loss) 1.7 — 1.7
+Added: Balance, September 30, 2023 $ (90.5) $ 1.5 $ (89.0)
Balance, December 31, 2023 $ (99.4) $ 1.5 $ (97.9)
1 unchanged sentence
Net amount reclassified to net income (loss) $ 5.0 $ (0.1) $ 4.9
−Removed: Balance, June 30, 2024 $ ( 99.5 ) $ 1.4 $ ( 98.1 )
+Added: Balance, September 30, 2024 $ (97.8) $ 1.4 $ (96.4)
Balance, December 31, 2022 $ (95.6) $ 1.6 $ (94.0)
Net amount reclassified to net income (loss) 5.1 (0.1) 5.0
−Removed: Balance, June 30, 2023 $ ( 92.2 ) $ 1.5 $ ( 90.7 )
−Removed: CENTURY ALUMINUM COMPANY
−Removed: Condensed Notes to the Consolidated Financial Statements (continued)
−Removed: (amounts in millions, except share and per share amounts)
+Added: Balance, September 30, 2023 $ (90.5) $ 1.5 $ (89.0)
Reclassifications out of AOCL were included in the consolidated statements of operations as follows:
Three months ended
−Removed: June 30, Six months ended
+Added: September 30, Nine months ended
+Added: September 30,
AOCL Components Location 2024 2023 2024 2023
7 unchanged sentences
Net of tax $ — $ — $ (0.1) $ (0.1)
+Added: CENTURY ALUMINUM COMPANY
+Added: Condensed Notes to the Consolidated Financial Statements (continued)
+Added: (amounts in millions, except share and per share amounts)
Components of Net Periodic Benefit Cost
Pension Benefits
−Removed: Three months ended June 30, Six months ended June 30,
+Added: Three months ended September 30, Nine months ended September 30,
2024 2023 2024 2023
4 unchanged sentences
Amortization of net loss 1.4 1.7 4.4 4.9
−Removed: Net periodic benefit cost (income) $ 1.1 $ 5.2 $ 3.2 $ 3.9
+Added: Net periodic benefit cost $ 1.7 $ 2.0 $ 4.9 $ 5.9
Other Postretirement Benefits
−Removed: Three months ended June 30, Six months ended June 30,
+Added: Three months ended September 30, Nine months ended September 30,
2024 2023 2024 2023
4 unchanged sentences
Net periodic benefit cost $ 1.2 $ 1.0 $ 3.4 $ 3.1
−Removed: 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.
−Removed: These contracts are expected to settle monthly through July 2025.
−Removed: We also had an open position
−Removed: CENTURY ALUMINUM COMPANY
−Removed: Condensed Notes to the Consolidated Financial Statements (continued)
−Removed: (amounts in millions, except share and per share amounts)
−Removed: of 25,200 tonnes related to MWP forward financial sales contracts to fix the forward MWP price.
−Removed: These contracts are expected to settle monthly through July 2025.
+Added: As of September 30, 2024, we had an open position of 39,427 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 September 2026.
+Added: We also had an open position of 30,700 tonnes related to MWP forward financial sales contracts to fix the forward MWP price.
+Added: These contracts are expected to settle monthly through September 2026.
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 June 30, 2024, we had no open fixed for floating swaps.
+Added: As of September 30, 2024, we had no open fixed for floating swaps.
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").
−Removed: As of June 30, 2024, we had no open casthouse currency hedges.
+Added: As of September 30, 2024, we had no open casthouse currency hedges.
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”).
The natural gas volume is measured per million British Thermal Units ("MMBtu").
−Removed: As of June 30, 2024 we had no open NYMEX Henry Hub natural gas price swaps.
+Added: As of September 30, 2024 we had no open NYMEX Henry Hub natural gas price swaps.
We have entered into financial contracts to hedge a portion of our Jamalco fuel cost exposure (“HFO price swaps”).
−Removed: 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.
−Removed: The HFO price swaps are expected to settle monthly through May 2025.
+Added: The volume of heavy fuel oil ("HFO") consumed at Jamalco is measured per barrel and as of September 30, 2024, we had an open position of 335,000 barrels.
+Added: The HFO price swaps are expected to settle monthly through December 2025.
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").
−Removed: As of June 30, 2024, we had an open position of 460,080 MWh.
−Removed: The Indiana Hub power price swaps are expected to settle monthly through July 2025.
+Added: As of September 30, 2024, we had an open position of 565,512 MWh.
+Added: The Indiana Hub power price swaps are expected to settle monthly through September 2026.
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 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.
−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 June 30, 2024 and December 31, 2023, respectively:
+Added: CENTURY ALUMINUM COMPANY
+Added: Condensed Notes to the Consolidated Financial Statements (continued)
+Added: (amounts in millions, except share and per share amounts)
+Added: September 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 September 30, 2024 and December 31, 2023, respectively:
Asset Fair Value
−Removed: June 30, 2024 December 31, 2023
+Added: September 30, 2024 December 31, 2023
Commodity contracts (1)
Liability Fair Value
−Removed: June 30, 2024 December 31, 2023
+Added: September 30, 2024 December 31, 2023
Commodity contracts (1)
1 unchanged sentence
Total $ 8.1 $ 7.9
−Removed: (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.
−Removed: At June 30, 2024, $ 4.0 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, and HFO price swaps.
+Added: At September 30, 2024, $2.4 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
−Removed: June 30, Six months ended
+Added: September 30, Nine months ended
+Added: September 30,
2024 2023 2024 2023
3 unchanged sentences
Total $ (4.0) $ (25.2) $ (0.6) $ (73.7)
−Removed: (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.
−Removed: Comparatively, for the six months ended June 30, 2024
−Removed: CENTURY ALUMINUM COMPANY
−Removed: Condensed Notes to the Consolidated Financial Statements (continued)
−Removed: (amounts in millions, except share and per share amounts)
−Removed: $ 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.
+Added: (1) For the three months ended September 30, 2024, $1.2 million of the net loss was with Glencore, and for the three months ended September 30, 2023, $3.1 million of the net gain was with Glencore.
+Added: Comparatively, for the nine months ended September 30, 2024 $3.7 million of the net gain was with Glencore, and for the nine months ended September 30, 2023 $6.6 million of the net loss was with Glencore.
+Added: Subsequent Events
+Added: We evaluate subsequent events that have occurred after the balance sheet date but before the financial statements are issued.
+Added: There are two types of subsequent events:
+Added: (1) recognized, or those that provide additional evidence with respect to conditions that existed at the date of the balance sheet, including the estimates inherent in the process of preparing financial statements, and (2) non-recognized, or those that provide evidence with respect to conditions that did not exist at the date of the balance sheet but arose subsequent to that date.
+Added: On October 24, 2024, the U.S.
+Added: Treasury Department and the Internal Revenue Service issued final regulations regarding implementing Section 45X of the Inflation Reduction Act, which provide guidance on rules taxpayers must satisfy to qualify for the tax credit.
+Added: The government has incentivized the production of aluminum by offering a tax credit equal to 10% of eligible domestic production costs.
+Added: The Final Regulations have been amended to allow, “direct material costs as defined in § 1.263A-1(e)(2)(i)(A), indirect material costs as defined in § 1.263A-1(e)(3)(ii)(E), or any costs related to the extraction or acquisition of raw materials to be taken into account as production costs.”
+Added: We have concluded it is appropriate to apply IAS 20, Accounting for Government Grants and Disclosure of Government Assistance , to account for the refundable tax credit as an income grant.
+Added: Therefore, the issuance of Final Regulations provides us with reasonable assurance regarding the eligibility of direct material costs and indirect material costs and provided additional evidence regarding the Company’s estimated manufacturing credit receivable as it relates to carbon and
+Added: supplies utilized in production.
+Added: For the quarter ended September 30, 2024, we recognized $34.9 million as a reduction in Cost of goods sold, and $21.7 million and $13.2 million as an increase in our manufacturing credit receivable and our Non-current manufacturing credit receivable within Other assets on the Consolidated Balance Sheet.
+Added: However, with regards to the definition of aluminum, the Treasury Department and the IRS have determined that additional consideration is necessary prior to finalizing proposed § 1.45X-4(b)(1), which the Treasury Department and the IRS intend to do at a later date.
+Added: For that reason, § 1.45X-4(b)(1) is reserved in these final regulations.
+Added: With regards to estimates related to the definition of aluminum, namely the inclusivity of the costs of alumina, the Company will continue to assess the estimated credit calculation as final regulations on that matter are issued.
FORWARD-LOOKING STATEMENTS
15 unchanged sentences
Holly including the timing, costs and benefits associated with restarting curtailed production;
−Removed: • Our plans with regards to future operations of our Hawesville smelter, including our expectations as to the timing, costs and benefits associated with restarting curtailed production;
+Added: • Our plans with regards to future operations of our Hawesville s melter;
• Our plans and expectations with regards to the Grundartangi casthouse project, including our expectations as to the timing, costs and benefits associated with the Grundartangi casthouse project;
−Removed: • Our plans and expectations with respect to the acquisition of a 55% interest in Jamalco, including our expectations as to the costs and benefits associated with this transaction;
+Added: • Our plans and expectations with respect to the acquisition of a 55% interest in Jamalco, including our expectations as to the costs and benefits associated with Jamalco's operations;
• Our ability to successfully obtain and/or retain competitive power arrangements for our operations;
12 unchanged sentences
• Our assessment of any information technology-related risks, including the risk from cyberattacks or other data security breaches, including the cybersecurity incident that occurred on February 16, 2022;
−Removed: • Our plans and expectations regarding potential M&A and joint venture activity including our ability to consummate such transactions and our assessments of certain risks associated with the same, including, for example, unforeseen costs and expenses associated with unidentified liabilities, and difficulties integrating an acquired asset into our existing operations;
+Added: • Our plans and expectations regarding potential M&A and joint venture activity including our ability to consummate such transactions and our assessments of certain risks associated with the same, including, for example, unforeseen
+Added: costs and expenses associated with unidentified liabilities, and difficulties integrating an acquired asset into our existing operations;
• Our future business objectives, plans, strategies and initiatives, including our competitive position and prospects.
8 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.