4 unchanged sentences
Three months ended
−Removed: September 30, Nine months Ended
−Removed: September 30,
−Removed: 2024 2023 2024 2023
Related parties $ 378.7 $ 315.0
2 unchanged sentences
Cost of goods sold (1)
−Removed: Gross profit (loss) 81.8 (11.5) 118.7 52.5
+Added: Gross profit 60.6 16.5
Selling, general and administrative expenses 12.5 14.1
Other operating expense - net 2.0 0.5
−Removed: Operating income (loss) 63.8 (24.2) 72.1 2.6
−Removed: Interest expense (11.9) (9.2) (31.4) (26.6)
+Added: Operating income 46.1 1.9
+Added: Interest expenses - nonaffiliates ( 10.0 ) ( 7.4 )
+Added: Interest expense - affiliates ( 1.8 ) ( 1.8 )
Interest income 1.8 0.7
−Removed: Net loss on forward and derivative contracts (4.0) (25.2) (0.6) (73.7)
+Added: Net (loss) gain on forward and derivative contracts - nonaffiliates ( 5.4 ) 3.4
+Added: Net gain on forward and derivative contracts - affiliates — 4.0
Bargain purchase gain — 245.9
Other income (loss) - net ( 3.4 ) ( 1.5 )
−Removed: Income (loss) before income taxes 44.3 (56.9) 283.3 (99.1)
−Removed: Income tax (expense) benefit (2.0) 11.0 (3.0) 21.2
−Removed: Net income (loss) 42.3 (45.9) 280.3 (77.9)
+Added: Income before income taxes 27.3 245.2
+Added: Income tax expense ( 1.6 ) ( 0.5 )
+Added: Net income 25.7 244.7
Net loss attributable to noncontrolling interests ( 4.0 ) ( 2.1 )
−Removed: Net income (loss) attributable to Century stockholders 47.3 (42.0) 291.6 (73.1)
+Added: Net income attributable to Century stockholders 29.7 246.8
net income allocated to participating securities 1.5 13.2
−Removed: Net income (loss) allocated to common stockholders $ 44.8 $ (42.0) $ 276.1 $ (73.1)
−Removed: NET INCOME (LOSS) ATTRIBUTABLE TO CENTURY STOCKHOLDERS PER COMMON SHARE:
+Added: Net income allocated to common stockholders $ 28.2 $ 233.6
+Added: (1) Purchases from related party were $ 88.3 million and $ 59.0 million for the quarters ended March 31, 2025 and 2024, respectively.
+Added: NET INCOME ATTRIBUTABLE TO CENTURY STOCKHOLDERS PER COMMON SHARE:
Basic $ 0.30 $ 2.52
5 unchanged sentences
CENTURY ALUMINUM COMPANY
−Removed: CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
+Added: CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in millions)
Three months ended
−Removed: September 30, Nine months ended
−Removed: September 30,
−Removed: 2024 2023 2024 2023
−Removed: Comprehensive income (loss):
−Removed: Net income (loss) $ 42.3 $ (45.9) $ 280.3 $ (77.9)
+Added: Comprehensive income:
+Added: Net income $ 25.7 $ 244.7
Other comprehensive income (loss) before income tax effect:
2 unchanged sentences
Net loss arising during the period — ( 3.4 )
−Removed: Amortization of prior service benefit during the period 0.1 — 0.1 0.1
−Removed: Amortization of net gain during the period 1.6 1.7 4.9 5.0
−Removed: Other comprehensive income before income tax effect 1.7 1.7 1.5 5.0
+Added: Amortization of prior service cost during the period 0.1 0.1
+Added: Amortization of net loss during the period 1.6 1.7
+Added: Other comprehensive income (loss) before income tax effect 1.7 ( 1.7 )
Income tax effect — —
Other comprehensive income (loss) 1.7 ( 1.7 )
−Removed: Comprehensive income (loss) 44.0 (44.2) 281.8 (72.9)
+Added: Comprehensive income 27.4 243.0
Comprehensive loss attributable to noncontrolling interests ( 4.0 ) ( 2.1 )
−Removed: Comprehensive income (loss) attributable to Century stockholders $ 49.0 $ (40.3) $ 293.1 $ (68.1)
+Added: Comprehensive income attributable to Century stockholders $ 31.4 $ 245.1
See Condensed Notes to the Consolidated Financial Statements
2 unchanged sentences
(in millions)
−Removed: September 30, 2024 December 31, 2023
+Added: March 31, 2025 December 31, 2024
Cash and cash equivalents $ 44.9 $ 32.9
9 unchanged sentences
Property, plant and equipment - net 972.2 978.3
+Added: Manufacturing credit receivable - less current portion 91.1 70.4
Other assets 69.3 87.9
2 unchanged sentences
Accounts payable, trade $ 201.7 $ 187.3
+Added: Non-trade payable 7.4 —
Accrued compensation and benefits 40.6 49.8
2 unchanged sentences
Derivative liabilities 10.2 4.4
−Removed: Deferred credit - preliminary bargain purchase gain — 273.4
−Removed: Current debt due to affiliates 10.1 10.0
Current maturities of long-term debt 28.3 70.9
Total current liabilities 447.4 463.7
−Removed: Long-term debt - net 449.3 430.9
+Added: Long-term debt 444.3 447.3
+Added: Long-term debt due to affiliates 10.0 10.0
Accrued benefits costs - less current portion 129.3 130.4
+Added: Other liabilities 95.7 92.6
Deferred taxes 72.7 71.2
Asset retirement obligations - less current portion 64.4 61.5
−Removed: Other liabilities 98.4 66.3
Total noncurrent liabilities 816.4 813.0
−Removed: TOTAL LIABILITIES $ 1,268.4 $ 1,502.4
COMMITMENTS AND CONTINGENCIES (NOTE 12)
9 unchanged sentences
Total equity 690.7 662.7
−Removed: TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 1,896.9 $ 1,846.5
+Added: Total liabilities and equity $ 1,954.5 $ 1,939.4
+Added: See Condensed Notes to the Consolidated Financial Statements
CENTURY ALUMINUM COMPANY
1 unchanged sentence
(in millions)
−Removed: Nine months ended September 30,
+Added: Three months ended March 31,
CASH FLOWS FROM OPERATING ACTIVITIES:
−Removed: Net income (loss) $ 280.3 $ (77.9)
−Removed: Adjustments to reconcile net income (loss) to net cash provided by operating activities:
−Removed: Unrealized loss on derivative instruments 0.8 84.2
+Added: Net income $ 25.7 $ 244.7
+Added: Adjustments to reconcile net income to net cash provided by (used in) operating activities:
+Added: Unrealized loss (gain) on derivative instruments 3.0 ( 6.4 )
Depreciation, depletion and amortization 20.7 19.9
−Removed: Change in deferred tax expense 1.7 (23.5)
−Removed: Gain on sale of assets (2.3) —
+Added: Change in deferred tax provision 1.2 0.4
Bargain purchase gain — ( 245.9 )
Other non-cash items - net — ( 1.5 )
−Removed: Change in operating assets and liabilities, net of acquisition:
+Added: Change in operating assets and liabilities:
Accounts receivable - net ( 12.5 ) ( 1.4 )
7 unchanged sentences
Accrued and other current liabilities ( 13.9 ) ( 8.4 )
−Removed: Ravenswood retiree medical settlement (2.0) (2.0)
Other - net ( 0.2 ) 1.0
−Removed: Net cash provided by operating activities 16.8 39.6
+Added: Net cash provided by (used in) operating activities 72.3 ( 14.8 )
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property, plant and equipment ( 21.2 ) ( 29.7 )
−Removed: Proceeds from sales of property, plant and equipment — 25.7
−Removed: Proceeds from sale of assets 2.3 —
−Removed: Acquisition of subsidiary, net of cash acquired — 19.4
+Added: Proceeds from co-tenancy assets at Jamalco JV 5.7 —
Net cash used in investing activities ( 15.5 ) ( 29.7 )
5 unchanged sentences
Repayments under Grundartangi casthouse debt facility ( 2.3 ) —
−Removed: Borrowings under Vlissingen credit facility — 10.0
−Removed: Carbon credit proceeds — 33.8
−Removed: Carbon credit repayments (10.0) —
−Removed: CENTURY ALUMINUM COMPANY
−Removed: CONSOLIDATED STATEMENTS OF CASH FLOWS
−Removed: (in millions)
−Removed: Nine months ended September 30,
−Removed: Net cash (used) provided by financing activities (4.9) 17.2
+Added: Net cash (used in) provided by financing activities ( 44.8 ) 49.2
CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH 12.0 4.7
1 unchanged sentence
Cash, cash equivalents and restricted cash, end of period $ 47.7 $ 95.0
+Added: CENTURY ALUMINUM COMPANY
+Added: CONSOLIDATED STATEMENTS OF CASH FLOWS
+Added: (in millions)
+Added: Three months ended March 31,
Supplemental Cash Flow Information:
14 unchanged sentences
Three months ended
−Removed: September 30, 2024
−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: Net income (loss) — — — — — — — 47.3 47.3 (5.0) 42.3
−Removed: Other comprehensive loss — — — — — — 1.7 — 1.7 — 1.7
−Removed: Share-based compensation — — 17,549 — 1.6 — — — 1.6 — 1.6
−Removed: Conversion of preferred stock to common stock (421) — 42,206 — — — — — — — —
−Removed: Noncontrolling interest — — — — — — — — — — —
−Removed: 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
−Removed: Three months ended
−Removed: September 30, 2023
−Removed: 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
−Removed: Net income (loss) — — — — — — — (42.0) (42.0) (3.9) (45.9)
−Removed: Other comprehensive income — — — — — — 1.7 — 1.7 — 1.7
−Removed: Share-based compensation — — 26,324 — 0.8 — — — 0.8 — 0.8
−Removed: Conversion of preferred stock to common stock (199) — 19,790 — — — — — — — —
−Removed: Noncontrolling interest — $ — — — — — — — — 25.3 25.3
−Removed: 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
−Removed: See Condensed Notes to the Consolidated Financial Statements
−Removed: CENTURY ALUMINUM COMPANY
−Removed: CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
−Removed: (in millions, except share data)
−Removed: Preferred stock Common stock Additional paid-in capital Treasury stock, at cost Accumulated other comprehensive loss Accumulated
−Removed: deficit Total Century Equity Noncontrolling Interest Total equity
−Removed: Shares Amount Shares Amount
−Removed: Nine months Ended
−Removed: September 30, 2024
+Added: March 31, 2025
Balance, December 31, 2024 49,715 $ — 93,288,565 $ 1.0 $ 2,550.2 $ ( 86.3 ) $ ( 103.3 ) $ ( 1,667.3 ) $ 694.3 $ ( 31.6 ) $ 662.7
3 unchanged sentences
Conversion of preferred stock to common stock ( 36 ) — 3,593 — — — — — — — —
−Removed: Noncontrolling interest — — — — — — — — — (0.8) (0.8)
−Removed: 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
−Removed: Nine months Ended
−Removed: September 30, 2023
+Added: Balance, March 31, 2025 49,679 $ — 93,296,937 $ 1.0 $ 2,550.8 $ ( 86.3 ) $ ( 101.6 ) $ ( 1,637.6 ) $ 726.3 $ ( 35.6 ) $ 690.7
+Added: Three months ended
+Added: March 31, 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
Net income (loss) — — — — — — — 246.8 246.8 ( 2.1 ) 244.7
−Removed: Other comprehensive income — — — — — — 5.0 — 5.0 — 5.0
+Added: Other comprehensive loss — — — — — — ( 1.7 ) — ( 1.7 ) — ( 1.7 )
Share-based compensation — — 6,069 — 0.8 — — — 0.8 — 0.8
1 unchanged sentence
Noncontrolling interest — $ — — — — — — — — ( 0.8 ) ( 0.8 )
−Removed: 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
+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
+Added: See Condensed Notes to the Consolidated Financial Statements
CENTURY ALUMINUM COMPANY
Condensed Notes to the Consolidated Financial Statements
−Removed: Nine months ended September 30, 2024 and 2023
+Added: Three months ended March 31, 2025 and 2024
(amounts in millions, except share and per share amounts)
+Added: Description of Business
+Added: Century Aluminum is a producer of primary aluminum, which trades as a global commodity, and owns a 55 % interest in an alumina refinery joint venture.
+Added: We are organized as a holding company, with our operating primary aluminum smelters and our bauxite and alumina refinery owned by separate subsidiaries.
+Added: 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.
+Added: Basis of Presentation
The accompanying unaudited interim consolidated financial statements of Century Aluminum Company should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2024.
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 nine months of 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024.
−Removed: 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 ("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: Operating results for the first three months of 2025 are not necessarily indicative of the results that may be expected for the year ending December 31, 2025.
+Added: Our consolidated financial statements include the consolidated results of the Jamalco joint venture ("Jamalco"), an unincorporated joint venture between Clarendon Alumina Production Limited ("CAP") and General Alumina Jamaica Limited ("GAJL"), an indirect, wholly-owned subsidiary of the Company through General Alumina Holdings Limited ("GAHL").
CAP's interest in the joint venture is reflected as noncontrolling interest on the accompanying Consolidated Balance Sheets.
−Removed: Recently Issued Accounting Standards
−Removed: In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update No.
−Removed: ("ASU") 2023-07, "Improvements to Reportable Segment Disclosures." ("ASU 2023-07").
−Removed: 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, early adoption is permitted.
−Removed: The Company is currently evaluating the requirements of ASU 2023-07.
−Removed: In December 2023, the FASB issued ASU No.
−Removed: 2023-09, "Improvements to Income Tax Disclosures." ("ASU 2023-09").
−Removed: 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.
−Removed: 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.
−Removed: The Company is currently evaluating the requirements of ASU 2023-09.
−Removed: Acquisition of Jamalco
−Removed: On May 2, 2023, our wholly-owned subsidiary, Century Aluminum Jamaica Holdings, Inc.
−Removed: ("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.
−Removed: The remaining 45% interest in Jamalco is owned by CAP, which is owned by the Government of Jamaica.
−Removed: The results of operations have been included in the consolidated financial statements since the acquisition date.
−Removed: 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 nine months ended September 30, 2024.
−Removed: 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
+Added: The acquisition of all the outstanding capital of GAHL 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 of fair value over the consideration paid 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.
+Added: Recent Accounting Pronouncements
+Added: In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):
+Added: Improvements to Income Tax Disclosures, that requires presentation of specific categories of reconciling items, as well as reconciling items that meet a quantitative threshold, in the reconciliation between the income tax provision and the income tax provision using statutory tax rates.
+Added: The standard also requires disclosure of income taxes paid disaggregated by jurisdiction with separate disclosure of income taxes paid to individual jurisdictions that meet a quantitative threshold.
+Added: The amendments in this accounting standard are effective for fiscal years beginning after December 15, 2024, on a prospective basis.
+Added: Early adoption and retrospective application are permitted.
+Added: We do not expect the adoption of this accounting standard to have an impact on our consolidated financial statements, but will require certain additional disclosures.
+Added: The Company plans to adopt this guidance on its consolidated financial statements and related disclosures for the annual period ending December 31, 2025.
+Added: In November 2024, the FASB issued ASU 2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40):
+Added: Disaggregation of Income Statement Expenses, that requires disclosure of the amounts of purchases of inventory, employee compensation, depreciation, and intangible asset amortization included in each relevant expense line item on the income statement.
+Added: The standard also requires a qualitative description of other amounts included in each relevant expense line item on the income statement that are not separately disclosed.
+Added: In addition, entities are required to disclose the nature and amount of selling expenses.
+Added: The new standard is effective for fiscal years beginning after December 15, 2026, and interim periods beginning after December 15, 2027.
+Added: Early adoption is permitted.
+Added: We do not expect any impact to the consolidated financial statements, but the standard will require certain additional disclosures in the notes to the
CENTURY ALUMINUM COMPANY
1 unchanged sentence
(amounts in millions, except share and per share amounts)
−Removed: $273.4 million as of December 31, 2023 to $245.9 million as of March 31, 2024.
−Removed: The Company finalized its purchase accounting as of March 31, 2024.
−Removed: 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:
−Removed: Purchase price allocation Amount
−Removed: Identifiable assets acquired and liabilities assumed
−Removed: Cash and cash equivalents $ 19.4
−Removed: Restricted cash 8.3
−Removed: Accounts receivable - net 7.7
−Removed: Non-trade receivables 40.4
−Removed: Inventories 103.9
−Removed: Prepaid and other current assets 4.2
−Removed: Property, plant and equipment - net 217.2
−Removed: Other assets 26.1
−Removed: Accounts payable, trade (94.6)
−Removed: Accrued and other current liabilities (29.5)
−Removed: Other liabilities (36.5)
−Removed: Asset retirement obligation (23.9)
−Removed: Total identifiable net assets acquired and liabilities assumed 242.7
−Removed: noncontrolling interest (3.2)
−Removed: Bargain purchase gain $ 245.9
−Removed: 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.
−Removed: 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: Nine months Ended September 30, 2023
−Removed: Revenue $ 1,722.8
−Removed: Earnings (77.0)
−Removed: Curtailment of Operations - Hawesville
−Removed: In August 2022, we fully curtailed production at the Hawesville facility.
−Removed: We continue to explore all options related to the Hawesville facility.
−Removed: For the three and nine months ended September 30, 2024, we incurred curtailment charges of approximately $2.7 million and $5.0 million, respectively.
−Removed: 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.
−Removed: There were no scrap and materials sales as of the three months ended September 30, 2024.
−Removed: 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.
−Removed: 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: consolidated financial statements and the Company plans to adopt this guidance for the annual period ending December 31, 2027.
Related Party Transactions
−Removed: CENTURY ALUMINUM COMPANY
−Removed: Condensed Notes to the Consolidated Financial Statements (continued)
−Removed: (amounts in millions, except share and per share amounts)
−Removed: The significant related party transactions occurring during the three and nine months ended September 30, 2024 and 2023 are described below.
+Added: The significant related party transactions occurring during the three months ended March 31, 2025 and 2024 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 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.
+Added: As of March 31, 2025 , Glencore plc and its affiliates (together "Glencore") beneficially owned 42.9 % of Century’s outstanding common stock ( 45.8 % 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: See Note 13 .
Shareholders' Equity for a description of our outstanding Series A Convertible Preferred Stock.
−Removed: Century and Glencore enter into various transactions from time to time such as the purchase and sale of primary aluminum, purchase and sale of alumina and other raw materials, tolling agreements as well as forward financial contracts and borrowing and other debt transactions.
+Added: Century and Glencore enter into various transactions from time to time, such as the purchase and sale of primary aluminum, alumina and other raw materials;
+Added: tolling agreements;
+Added: forward financial contracts and borrowing and other debt transactions.
Sales to Glencore
−Removed: 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.
−Removed: 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.
+Added: For the three months ended March 31, 2025 and 2024, we derived approximately 59.7 % and 64.3 % 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.
+Added: For the three months ended March 31, 2025 and 2024, the Company recognized $ 78.4 million and $ 35.5 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 nine months ended September 30, 2024 and September 30, 2023, were priced based on published alumina and aluminum indices as well as fixed prices.
+Added: Alumina purchases from Glencore during the three months ended March 31, 2025 and 2024, were priced based on published alumina and aluminum indices as well as fixed prices.
Financial Contracts with Glencore
−Removed: We have certain financial contracts with Glencore.
+Added: From time to time, we enter into certain financial contracts with Glencore.
+Added: See Note 1 0 .
Derivatives regarding these forward financial sales contracts.
1 unchanged sentence
Three months ended
−Removed: September 30, Nine months ended
−Removed: September 30,
−Removed: 2024 2023 2024 2023
Net sales to Glencore $ 378.7 $ 315.0
Purchases from Glencore (1)
−Removed: 63.9 23.2 179.1 174.5
(1) Includes settlements of financial contract positions.
−Removed: Vlissingen Credit Facility
−Removed: 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”).
−Removed: The availability period for borrowings under the Vlissingen Credit Facility was extended by two years and now ends on December 2, 2026.
−Removed: 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: 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: 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 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”).
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.
2 unchanged sentences
Carbon Credit Repurchase Agreement
−Removed: 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 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.
−Removed: 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 by March 25, 2024 for an aggregate amount of €2.8 million.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: The repurchase price was revised to €71.20 per Carbon Credit, for an aggregate amount of €26.4 million.
−Removed: In addition, 59,300 Carbon Credits were settled on August 30, 2024 for an aggregate amount of €11.1 million.
+Added: In September 2023, our wholly owned subsidiary Nordural Grundartangi ehf ("Grundartangi"), entered into a structured repurchase arrangement with 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 (the "Original Carbon Credit Agreement") .
+Added: Pursuant to the terms of the Original Carbon Credit Agreement, Grundartangi would repurchase the same number of Carbon Credits at a price of € 83.72 per Carbon Credit, for an aggregate amount of € 32.7 million.
+Added: The Original Carbon Credit Agreement was amended in December 2023, March 2024, August 2024 and December 2024, in each case to extend the repurchase window and increase the repurchase price (collectively, the "Amended Carbon Credit Agreement").
+Added: The Amended Carbon Credit Agreement (i) settled 19,300 Carbon Credits, (ii) extended the repurchase window from December 2024 to August 2025 for the remaining 370,700 Carbon Credits and (iii) revised the repurchase price to € 69.16 per Carbon Credit, for an aggregate amount of € 25.6 million.
+Added: In December 2023, Grundartangi also entered into a second structured repurchase agreement with Glencore pursuant to which it sold 40,000 Carbon Credits at a price of € 69.30 per Carbon Credit and agreed 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 (the "Second Carbon Credit Agreement").
+Added: In March 2024 and August 2024, the Second Carbon Credit Agreement was amended to (i) increase the number of Carbon Credits subject to the Second Carbon Agreement by 19,300 credits, (ii) extend the repurchase window from March 2024 to August 2024 with respect to all 59,300 Carbon Credits and (iii) revised the purchase price to € 186.74 per Carbon Credit, for an aggregate amount of € 11.1 million.
+Added: On August 30, 2024 all 59,300 Carbon Credits subject to the Second Carbon Credit Agreement were settled in full.
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").
−Removed: We disaggregate our revenue by geographical region as follows:
−Removed: Net Sales Three months ended September 30, Nine months ended September 30,
−Removed: 2024 2023 2024 2023
−Removed: United States $ 336.3 $ 337.3 $ 1,011.2 $ 1,042.8
−Removed: Iceland 202.8 207.9 578.2 630.3
−Removed: 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 nine months ended September 30, 2024 and 2023.
−Removed: Net Sales Three months ended September 30, Nine months Ended September 30,
−Removed: 2024 2023 2024 2023
−Removed: Aluminum $ 489.6 $ 474.1 $ 1,393.9 $ 1,515.1
−Removed: Alumina 49.5 71.1 195.5 158.0
−Removed: Total $ 539.1 $ 545.2 $ 1,589.4 $ 1,673.1
−Removed: CENTURY ALUMINUM COMPANY
−Removed: Condensed Notes to the Consolidated Financial Statements (continued)
−Removed: (amounts in millions, except share and per share amounts)
−Removed: We enter into contracts to sell primary aluminum and alumina to our customers.
+Added: We enter into contracts to sell mainly primary aluminum to our customers.
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 or alumina to our customers which is generally upon shipment or delivery to customer directed locations.
+Added: 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.
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.
7 unchanged sentences
We must retain no further performance obligations.
+Added: CENTURY ALUMINUM COMPANY
+Added: Condensed Notes to the Consolidated Financial Statements (continued)
+Added: (amounts in millions, except share and per share amounts)
Contract liabilities are recorded when cash payments are received or due in advance of performance.
−Removed: Amounts recognized in Due to affiliates was $41.5 million and $30.6 million, as of September 30, 2024 and December 31, 2023, respectively.
+Added: Amounts recognized in Due to affiliates was $ 50.3 million and $ 41.2 million, as of March 31, 2025 and December 31, 2024, respectively.
+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 months ended March 31, 2025 and 2024.
+Added: Net Sales Three months ended March 31,
+Added: Aluminum $ 535.8 $ 449.4
+Added: Alumina 98.1 40.1
+Added: Total $ 633.9 $ 489.5
+Added: Our net sales are attributed to geographic area based on the location of the selling entity.
+Added: Included in the consolidated financial statements are the following amounts related to geographic locations:
+Added: Three months ended
+Added: United States $ 413.8 $ 300.0
+Added: Iceland 220.1 189.5
+Added: Total Net sales
+Added: $ 633.9 $ 489.5
+Added: (1) Includes sales of primary aluminum, scrap aluminum and alumina, and purchased aluminum and alumina.
+Added: For the three months ended March 31, 2025 and 2024, we recorded income tax expense of $ 1.6 million and $ 0.5 million, respectively.
+Added: The change is primarily due to changes in pretax income amounts and jurisdictional mix on a year over year basis.
+Added: Our income tax expense or benefit for interim periods is determined using an estimate of our annual effective tax rate, adjusted for discrete items.
+Added: 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 Statements of Operations.
+Added: As of March 31, 2025, 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.
+Added: 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.
+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 months ended March 31, 2025 and 2024, the Company recognized a reduction of $ 19.9 million and $ 11.9 million in Cost of goods sold and a reduction of $ 0.8 million and $ 0.7 million in Selling, general and administrative expenses, respectively, within the Consolidated Statements of Operations.
+Added: As of March 31, 2025 and December 31, 2024, the Company recognized a current manufacturing credit receivable of $ 81.5 million.
+Added: As of March 31, 2025, and December 31, 2024, the Company recognized a non-current manufacturing credit receivable of $ 91.1 million and $ 70.4 million, respectively.
+Added: Earnings Per Share
+Added: Basic earnings per share ("EPS") amounts are calculated by dividing earnings available to common stockholders by the
+Added: CENTURY ALUMINUM COMPANY
+Added: Condensed Notes to the Consolidated Financial Statements (continued)
+Added: (amounts in millions, except share and per share amounts)
+Added: weighted average number of common shares outstanding using the two-class method.
+Added: Diluted EPS is calculated by dividing net income attributable to common shareholders by the weighted average number of common and dilutive common equivalent shares outstanding during the period.
+Added: Dilutive common equivalent shares are calculated using the more dilutive of either the if-converted or two-class methods.
+Added: The following table shows the basic and diluted earnings per share:
+Added: For the three months ended March 31,
+Added: Net Income (Loss) Shares
+Added: (in millions)
+Added: Per Share Net Income (Loss) Shares
+Added: (in millions)
+Added: Net income attributable to Century stockholders $ 29.7 $ 246.8
+Added: net income allocated to participating securities 1.5 13.2
+Added: Net income allocated to common stockholders $ 28.2 93.3 $ 0.30 $ 233.6 92.7 $ 2.52
+Added: Effect of Dilutive Securities (1) :
+Added: Share-based compensation — 1.3 ( 12.7 ) 1.4
+Added: Convertible senior notes 0.7 4.6 1.9 4.6
+Added: Net income allocated to common stockholders $ 28.9 99.2 $ 0.29 $ 222.8 98.7 $ 2.26
+Added: Three months ended
+Added: Securities excluded from the calculation of diluted EPS (in millions) (1) :
+Added: Share-based compensation 0.7 —
+Added: Convertible preferred shares 5.0 5.2
+Added: (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: Accumulated Other Comprehensive Loss ("AOCL")
+Added: Components of AOCL:
+Added: March 31, 2025
+Added: December 31, 2024
+Added: Defined benefit plan liabilities
+Added: $ ( 105.2 ) $ ( 107.0 )
+Added: Unrealized gain on financial instruments 1.3 1.4
+Added: Other comprehensive loss before income tax effect
+Added: ( 103.9 ) ( 105.6 )
+Added: Income tax effect (1)
+Added: Accumulated other comprehensive loss
+Added: $ ( 101.6 ) $ ( 103.3 )
+Added: (1) The allocation of the income tax effect to the components of other comprehensive loss is as follows:
+Added: March 31, 2025
+Added: December 31, 2024
+Added: Defined benefit plan liabilities $ 2.6 $ 2.6
+Added: 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)
+Added: The following table summarizes the changes in the accumulated balances for each component of AOCL:
+Added: Defined benefit plan and other postretirement liabilities Unrealized gain on financial instruments Total, net of tax
+Added: Balance, December 31, 2024 $ ( 104.6 ) $ 1.3 $ ( 103.3 )
+Added: Other comprehensive loss before reclassifications — — —
+Added: Net amount reclassified to net income (loss) $ 1.7 $ — $ 1.7
+Added: Balance, March 31, 2025 $ ( 102.9 ) $ 1.3 $ ( 101.6 )
+Added: Balance, December 31, 2023 $ ( 99.4 ) $ 1.5 $ ( 97.9 )
+Added: Other comprehensive loss before reclassifications $ ( 3.4 ) — $ ( 3.4 )
+Added: Net amount reclassified to net income (loss) 1.8 ( 0.1 ) 1.7
+Added: Balance, March 31, 2024 $ ( 101.0 ) $ 1.4 $ ( 99.6 )
+Added: Reclassifications out of AOCL were included in the Consolidated Statements of Operations as follows:
+Added: Three months ended
+Added: AOCL Components Location 2025 2024
+Added: Defined benefit plan and other postretirement liabilities Cost of goods sold $ 0.8 $ 0.9
+Added: Selling, general and administrative expenses 0.2 0.2
+Added: Other operating expense - net 0.7 0.7
+Added: Income tax effect — —
+Added: Net of tax $ 1.7 $ 1.8
+Added: Unrealized gain on financial instruments Cost of goods sold $ — $ ( 0.1 )
+Added: Income tax effect — —
+Added: Net of tax $ — $ ( 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)
+Added: Components of Net Periodic Benefit Cost
+Added: Pension Benefits
+Added: Three months ended
+Added: Service cost $ 0.7 $ 0.6
+Added: Interest cost 3.3 3.5
+Added: Expected return on plan assets ( 3.9 ) ( 3.8 )
+Added: Amortization of prior service costs 0.1 0.1
+Added: Amortization of net loss 1.4 1.7
+Added: Net periodic benefit cost $ 1.6 $ 2.1
+Added: Other Postretirement Benefits
+Added: Three months ended
+Added: Interest cost $ 1.0 $ 1.0
+Added: Amortization of net loss 0.2 —
+Added: Net periodic benefit cost $ 1.2 $ 1.0
+Added: Inventories consist of the following:
+Added: March 31, 2025 December 31, 2024
+Added: Raw materials $ 153.3 $ 180.8
+Added: Work-in-process 57.4 52.1
+Added: Finished goods 87.6 74.6
+Added: Operating and other supplies 243.9 231.5
+Added: Total inventories $ 542.2 $ 539.0
+Added: 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.
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.
+Added: CENTURY ALUMINUM COMPANY
+Added: Condensed Notes to the Consolidated Financial Statements (continued)
+Added: (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 September 30, 2024
+Added: Recurring Fair Value Measurements As of March 31, 2025
Cash equivalents $ 2.8 $ — $ — $ 2.8
4 unchanged sentences
TOTAL $ — $ 11.4 $ — $ 11.4
−Removed: CENTURY ALUMINUM COMPANY
−Removed: Condensed Notes to the Consolidated Financial Statements (continued)
−Removed: (amounts in millions, except share and per share amounts)
Recurring Fair Value Measurements As of December 31, 2024
7 unchanged sentences
These trust assets are held to fund the non-qualified supplemental executive pension benefit obligations for certain of our officers.
+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 section describes the valuation techniques and inputs for fair value measurements categorized within Level 2 of the fair value hierarchy:
4 unchanged sentences
Fixed for floating swaps Discounted cash flows Quoted LME forward market, quoted MWP forward market
−Removed: FX swaps Discounted cash flows Euro/USD forward exchange rate
Indiana Hub power price swaps Discounted cash flows Quoted Indiana Hub forward market, SOFR discount rate
−Removed: Casthouse currency hedges Discounted cash flows Euro/USD forward exchange rate;
−Removed: ISK/USD forward exchange rate
Heavy Fuel Oil ("HFO") price swaps Discounted cash flows Quoted HFO forward market
2 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.
−Removed: CENTURY ALUMINUM COMPANY
−Removed: Condensed Notes to the Consolidated Financial Statements (continued)
−Removed: (amounts in millions, except share and per share amounts)
−Removed: 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 nine months ended September 30, 2024.
−Removed: Level 3 Assets Level 3 Liabilities
−Removed: For the nine months ended September 30, 2023
−Removed: LME Forward financial sales contracts LME forward financial sales contracts
−Removed: Balance as of January 1, 2023 $ 1.8 $ (4.6)
−Removed: Transfers out of Level 3 (1)
−Removed: Balance as of September 30, 2023
−Removed: Change in unrealized gains (losses) (2)
−Removed: (1) Transfer out of Level 3 due to period of time remaining in derivative contract.
−Removed: (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: Earnings Per Share
−Removed: Basic and diluted earnings per share ("EPS") amounts are calculated using the two-class method.
−Removed: Under the two-class method, net earnings are allocated to each class of common stock and participating securities as if all of the net earnings for the period had been distributed.
−Removed: Basic earnings per common share excludes dilution and is calculated by dividing net income (loss) allocated to common stockholders by the weighted average number of common shares outstanding during the period.
−Removed: Diluted EPS amounts assume the issuance of common stock for all potentially dilutive securities.
−Removed: Prior to the three months ended March 31, 2024, diluted EPS amounts were calculated by applying the if-converted method as net income allocated to participating securities was not significant.
+Added: During the three months ended March 31, 2025 and 2024, there were no Level 3 assets and liabilities measured at fair value on a recurring basis.
+Added: As of March 31, 2025, we had an open position of 36,600 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 o f 36,600 t onnes related to MWP forward financial sales contracts to fix the forward MWP price.
+Added: These contracts are expected to settle monthly through September 2026 .
+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 March 31, 2025, we had 1,270 tonnes open fixed for floating swaps.
+Added: These contracts are expected to settle monthly through November 2025.
+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 March 31, 2025, we had an open position of 300,000 barrels.
+Added: The HFO price swaps are expected to settle monthly thr ough March 2026.
+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 March 31, 2025, we had an open position of 677,712 MWh.
+Added: The Indiana Hub power price swaps are expected to settle monthly throug h September 2026 .
+Added: 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.
+Added: As of March 31, 2025 and December 31, 2024, the Company had no recorded restricted cash as collateral related to open derivative contracts under the master arrangements with our counterparties.
CENTURY ALUMINUM COMPANY
1 unchanged sentence
(amounts in millions, except share and per share amounts)
−Removed: The following table shows the basic and diluted (loss) earnings per share:
−Removed: For the three months ended September 30,
−Removed: Net Income (Loss) Shares
−Removed: (in millions)
−Removed: $ Per Share Net Income (Loss) Shares
−Removed: (in millions)
−Removed: Net income (loss) attributable to Century stockholders $ 47.3 $ (42.0)
−Removed: net income allocated to participating securities 2.5 —
−Removed: Net income (loss) allocated to common stockholders $ 44.8 92.8 $ 0.48 $ (42.0) 92.4 $ (0.45)
−Removed: Effect of Dilutive Securities (1) :
−Removed: Share-based compensation — 1.0 — —
−Removed: Convertible senior notes 0.7 4.6 — —
−Removed: Net income (loss) allocated to common stockholders $ 45.5 98.4 $ 0.46 $ (42.0) 92.4 $ (0.45)
−Removed: For the nine months ended September 30,
−Removed: Net Income (Loss) Shares
−Removed: (in millions)
−Removed: Per Share Net Income (Loss) Shares
−Removed: (in millions)
−Removed: Net income (loss) attributable to Century stockholders $ 291.6 $ (73.1)
−Removed: net income allocated to participating securities 15.5 —
−Removed: Net (loss) income allocated to common stockholders $ 276.1 92.7 $ 2.98 $ (73.1) 92.4 $ (0.79)
−Removed: Effect of Dilutive Securities (1) :
−Removed: Share-based compensation 1.2 1.5 — —
−Removed: Convertible senior notes 2.7 4.6 — —
−Removed: Net income (loss) allocated to common stockholders with assumed conversion $ 280.0 98.8 $ 2.83 $ (73.1) 92.4 $ (0.79)
+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 March 31, 2025 and December 31, 2024, respectively:
+Added: Asset Fair Value
+Added: March 31, 2025 December 31, 2024
+Added: Commodity contracts (1)
+Added: Liability Fair Value
+Added: March 31, 2025 December 31, 2024
+Added: Commodity contracts (1)
+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 March 31, 2025, and December 31, 2024, there were no commodity contracts with Glencore.
+Added: The following table summarizes the net (loss) gain on forward and derivative contracts:
Three months ended
−Removed: September 30, Nine months ended
−Removed: September 30,
−Removed: Securities excluded from the calculation of diluted EPS (in millions) (1) :
+Added: Commodity contracts (1)
$ ( 5.5 ) $ 7.3
−Removed: Share-based compensation 0.5 0.8 — 0.9
−Removed: Convertible preferred shares 5.2 5.4 5.2 5.4
−Removed: Convertible notes 4.6 — 4.6
−Removed: (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.
−Removed: CENTURY ALUMINUM COMPANY
−Removed: Condensed Notes to the Consolidated Financial Statements (continued)
−Removed: (amounts in millions, except share and per share amounts)
−Removed: Shareholders’ Equity
−Removed: 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.
−Removed: 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.
−Removed: Preferred Stock
−Removed: 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.
−Removed: 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.
−Removed: Depending upon the terms of preferred stock established by our Board of Directors, any or all of the preferred stock could have preference over the common stock with respect to dividends and other distributions and upon the liquidation of Century.
−Removed: In addition, issuance of any shares of preferred stock with voting powers may dilute the voting power of the outstanding common stock.
−Removed: Series A Convertible Preferred Stock
−Removed: Shares Authorized and Outstanding .
−Removed: In 2008, we issued 160,000 shares of our Series A Convertible Preferred Stock.
−Removed: At September 30, 2024 and December 31, 2023, 51,817 and 52,284 shares of Series A Convertible Preferred Stock were outstanding, respectively.
−Removed: Glencore holds all of the issued and outstanding Series A Convertible Preferred Stock.
−Removed: 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.
−Removed: The conversion of preferred to common shares is 100 shares of common stock for each share of preferred stock.
−Removed: Our Series A Convertible Preferred Stock has a par value of $0.01 per share.
−Removed: Stock Repurchase Program
−Removed: In 2011, our Board of Directors authorized a $60.0 million common stock repurchase program and during the first quarter of 2015, our Board of Directors increased the size of the program by $70.0 million.
−Removed: Under the program, Century is authorized to repurchase up to $130.0 million of our outstanding shares of common stock, from time to time, on the open market at prevailing market prices, in block trades or otherwise.
−Removed: The timing and amount of any shares repurchased will be determined by our management based on its evaluation of market conditions, the trading price of our common stock and other factors.
−Removed: The stock repurchase program may be suspended or discontinued at any time.
−Removed: Shares of common stock repurchased are recorded at cost as treasury stock and result in a reduction of shareholders’ equity in the Consolidated Balance Sheets.
−Removed: From time to time, treasury shares may be reissued as contributions to our employee benefit plans and for the conversion of convertible preferred stock.
−Removed: When shares are reissued, we use an average cost method for determining cost.
−Removed: The difference between the cost of the shares and the reissuance price is added to or deducted from additional paid-in capital.
−Removed: Through September 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 September 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: 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.
−Removed: 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.
−Removed: The change is primarily due to changes in pretax income amounts and jurisdictional mix on a year over year basis.
−Removed: Our income tax expense or benefit for interim periods is determined using an estimate of our annual effective tax rate, adjusted for discrete items.
−Removed: 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 September 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 full valuation allowance.
−Removed: 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 October 24, 2024, the U.S.
−Removed: 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”).
−Removed: The IRA Regulations provide guidance on rules that taxpayers must satisfy to qualify for the IRA Section 45X tax credit.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: Inventories consist of the following:
−Removed: September 30, 2024 December 31, 2023
−Removed: Raw materials $ 196.0 $ 162.5
−Removed: Work-in-process 69.9 42.9
−Removed: Finished goods 44.3 46.3
−Removed: Operating and other supplies 234.3 225.3
−Removed: Total inventories $ 544.5 $ 477.0
−Removed: 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.
+Added: Foreign exchange contracts — 0.1
+Added: Total $ ( 5.5 ) $ 7.4
+Added: (1) For the three months ended March 31, 2025, there were no forward and derivative contracts with Glencore.
+Added: For the three months ended March 31, 2024, $ 4.0 million of the net gain was with Glencore.
CENTURY ALUMINUM COMPANY
1 unchanged sentence
(amounts in millions, except share and per share amounts)
−Removed: September 30, 2024 December 31, 2023
+Added: March 31, 2025 December 31, 2024
Debt classified as current liabilities:
3 unchanged sentences
Grundartangi Casthouse Facility (4)
−Removed: Iceland Term Facility — 1.3
−Removed: Vlissingen Credit Facility (5)
Debt classified as non-current liabilities:
−Removed: Grundartangi casthouse facility, net of financing fees of $0.0 million at September 30, 2024 (4)
−Removed: 7.5% senior secured notes due April 1, 2028, net of financing fees of $2.1 million at September 30, 2024, interest payable semiannually
−Removed: 2.75% convertible senior notes due May 1, 2028, net of financing fees of $1.2 million at September 30, 2024, interest payable semiannually
+Added: Grundartangi Casthouse Facility, net of financing fees of $ 1.0 million at March 31, 2025 (4)
+Added: Vlissingen Credit Facility (5)
+Added: 7.5 % senior secured notes due April 1, 2028, net of financing fees of $ 1.8 million at March 31, 2025, interest payable semiannually
+Added: 2.75 % convertible senior notes due May 1, 2028, net of financing fees of $ 1.1 million at March 31, 2025, interest payable semiannually
Total $ 482.6 $ 528.2
(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 September 30, 2024 was 3.28% .
+Added: The interest rate at March 31, 2025 was 3.00 % .
(2) We incur interest at a base rate plus applicable margin as defined within the agreement.
−Removed: The interest rate at September 30, 2024 was 8.50% .
−Removed: (3) We incur interest at base rate plus applicable margin as defined within the agreement.
−Removed: The interest rate at September 30, 2024 wa s 8.33%.
+Added: The interest rate at March 31, 2025 was 8.25 % .
(3) We incur interest at a base rate plus applicable margin as defined within the agreement.
−Removed: The interest rate at September 30, 2024 was 8.39%.
−Removed: (5) We incur interest at a fixed rate equal to 8.75%.
+Added: The interest rate at March 31, 2025 wa s 7.80 % .
+Added: (4) We incur interest at a base rate plus applicable margin as defined within the agreement.
+Added: The interest rate at March 31, 2025 was 8.05 %.
+Added: (5) We incur interest at a base rate plus applicable margin as defined within the agreement.
+Added: The interest rate at March 31, 2025 was 7.99 % .
7.5 % Senior Secured Notes due 2028
3 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 September 30, 2024.
−Removed: As of September 30, 2024, the total estimated fair value of the 2028 Notes was $254.3 million .
+Added: As of March 31, 2025, the total estimated fair value of the 2028 Notes was $ 253.2 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
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
−Removed: CENTURY ALUMINUM COMPANY
−Removed: Condensed Notes to the Consolidated Financial Statements (continued)
−Removed: (amounts in millions, except share and per share amounts)
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 September 30, 2024, the conversion rate remains unchanged.
+Added: As of March 31, 2025, 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 September 30, 2024, the if-converted value of the Convertible Note s does not exceed the outstanding principal amount.
−Removed: As of September 30, 2024, the total estimated fair value of the Convertible Notes was $96.1 million .
+Added: As of March 31, 2025, the if-converted value of the Convertible Not es did not exceed the outstanding principal amount.
+Added: As of March 31, 2025, the total estimated fair value of the Convertible Notes was $ 103.7 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.
−Removed: 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 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 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.
+Added: At March 31, 2025, there were $ 2.0 million of outstanding borrowings and $ 63.7 million of outstanding letters of credit issued under our U.S.
revolving credit facility.
3 unchanged sentences
revolving credit facility:
−Removed: September 30, 2024
+Added: March 31, 2025
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 September 30, 2024, there were no outstanding borrowings under our Iceland revolving credit facility.
+Added: At March 31, 2025, there were $ 9.5 million of outstanding borrowings under our Iceland revolving credit facility.
The Iceland revolving credit facility has a term through December 2026.
−Removed: Our Iceland revolving credit facility contains a covenant that requires Grundartangi to maintain a minimum equity ratio.
−Removed: As of September 30, 2024, we were in compliance with all such covenants.
−Removed: CENTURY ALUMINUM COMPANY
−Removed: Condensed Notes to the Consolidated Financial Statements (continued)
−Removed: (amounts in millions, except share and per share amounts)
Status of our Iceland revolving credit facility:
−Removed: September 30, 2024
+Added: March 31, 2025
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 September 30, 2024, there were $125.5 million in outstanding borrowings under the Casthouse Facility.
−Removed: 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 September 30, 2024, we were in compliance with all such covenants.
−Removed: Iceland Term Facility
−Removed: Our wholly-owned subsidiary, Grundartangi, entered into a Term Facility Agreement with Arion Bank hf, dated September 2022, (the "Iceland Term Facility") to provide for borrowings up to €13.6 million.
−Removed: Repayments of principal amounts were made in equal monthly installments, the first payment occurring in February 2023, with the remainder of the principal amount paid in January 2024.
−Removed: Borrowings under the Iceland Term Facility bore interest at a rate equal to 3.2% plus EUR EURIBOR 1 month as published at any time by the European Money Markets Institute.
−Removed: The Iceland Term Facility has been repaid in full and has terminated pursuant to its terms in the first quarter of 2024.
+Added: As of March 31, 2025, there were $ 119.9 million in outstanding borrowings under the Casthouse Facility.
Vlissingen Credit Facility
−Removed: 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: 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 (as amended, the "Vlissingen Credit Facility").
The availability period for borrowings under the Vlissingen Credit Facility was extended by two years and now ends on December 2, 2026.
−Removed: 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: 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 % (the "Variable Rate").
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.
−Removed: As of September 30, 2024, there were $10.0 million in outstanding borrowings under the Vlissingen Credit Facility.
−Removed: The Vlissingen Credit Facility contains customary covenants, including with respect to mergers, guarantees and preservation and dispositions of assets.
−Removed: As of September 30, 2024, we were in compliance with all such covenants
+Added: As of March 31, 2025, there were $ 10.0 million in outstanding borrowings under the Vlissingen Credit Facility.
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 September 30, 2024, we had issued surety
−Removed: CENTURY ALUMINUM COMPANY
−Removed: Condensed Notes to the Consolidated Financial Statements (continued)
−Removed: (amounts in millions, except share and per share amounts)
−Removed: bonds totaling $6.6 million.
+Added: As of March 31, 2025, 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.
+Added: Covenant Compliance
+Added: As of March 31, 2025, we and our subsidiaries were in compliance with financial covenants or maintained availability above applicable covenant triggers.
Commitments and Contingencies
4 unchanged sentences
For some matters, no accrual is established because we have assessed our risk of loss to be remote.
−Removed: Where the risk of loss is probable and the amount of the loss can be reasonably estimated, we record an accrual, either on an individual basis or with respect to a group of matters involving similar claims, based on the factors set forth above.
+Added: Where the risk of loss is probable and the amount of the loss can be
+Added: CENTURY ALUMINUM COMPANY
+Added: Condensed Notes to the Consolidated Financial Statements (continued)
+Added: (amounts in millions, except share and per share amounts)
+Added: reasonably estimated, we record an accrual, either on an individual basis or with respect to a group of matters involving similar claims, based on the factors set forth above.
While we regularly review the status of, and our estimates of potential liability associated with, contingencies to determine the adequacy of any associated accruals and related disclosures, the ultimate amount of loss may differ from our estimates.
3 unchanged sentences
Later in November 2009, the USW and representatives of a retiree class filed a separate suit against CAWV, Century Aluminum Company, Century Aluminum Master Welfare Benefit Plan, and various John Does with respect to the foregoing.
−Removed: On August 18, 2017, the District Court for the Southern District of West Virginia approved a settlement agreement in respect of these actions, pursuant to which agreement, CAWV agreed to make payments into a trust for the benefit of the CAWV Retirees in the aggregate amount of $23.0 million over the course of ten years.
+Added: On August 18, 2017, the District Court for the Southern District of West Virginia approved a settlement agreement in respect of these actions, pursuant to the agreement, CAWV agreed to make payments into a trust for the benefit of the CAWV Retirees in the aggregate amount of $ 23.0 million over the course of 10 years.
Upon approval of the settlement, we paid $ 5.0 million to the aforementioned trust in September 2017 and recognized a gain of $ 5.5 million to arrive at the then-net present value of $ 12.5 million.
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 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.
+Added: As of March 31, 2025, $ 2.0 million was recorded in Accrued and other current liabilities and $ 1.7 million was recorded in Other liabilities.
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 September 30, 2024, we made contributions of $7.2 million including $0.3 million during the three months ended September 30, 2024.
−Removed: 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.
+Added: As of March 31, 2025, we have made contributions of $ 7.2 million related to the Amended PBGC Settlement Agreement.
+Added: Power Commitments and Contingencies
+Added: Hawesville and Sebree
+Added: Hawesville and Sebree each has a power supply arrangement with Kenergy and Century Marketer, LLC ("Century Marketer"), Century's wholly-owned subsidiary that acts as a Midcontinent Independent System Operator ("MISO") market participant.
+Added: Under these arrangements, Hawesville and Sebree get access to power at 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 and Sebree.
+Added: 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.
+Added: Similarly, Kenergy's power supply contracts with Hawesville and Sebree both have a term through December 31, 2026, with automatic one-year extensions unless either party provides one-year notice of termination prior to the December 31 anniversary date.
CENTURY ALUMINUM COMPANY
1 unchanged sentence
(amounts in millions, except share and per share amounts)
−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 Participant, Century Marketer purchases power from MISO for resale to Kenergy, which then resells the power to Hawesville.
−Removed: 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.
−Removed: 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.
−Removed: Under this arrangement, Sebree 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 Sebree.
−Removed: 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.
−Removed: 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.
Century Aluminum of South Carolina ("CASC") has a power supply agreement with Santee Cooper that has an effective term through December 2026.
4 unchanged sentences
The power purchase agreements with each of HS and OR provide power at LME-based variable rates for the duration of these agreements.
−Removed: Under the terms of the Landsvirkjun agreement, Landsvirkjun will provide up to 182 MW over time to support the most recent capacity creep requirements and the new billet casthouse at Grundartangi.
−Removed: The Landsvirkjun agreement provides for fixed rates on most of the 182 MW, with a variable rate applicable to a smaller portion of the power through December 31, 2026.
−Removed: Grundartangi also has a separate 25 MW power purchase agreement with Landsvirkjun at LME-based variable rate.
+Added: The larger Landsvirkjun agreement provides for fixed rate with an additional variable rate linked to the LME.
+Added: Grundartangi also has a separate 25 MW power purchase agreement with Landsvirkjun at an LME-based variable rate.
Other Commitments and Contingencies
2 unchanged sentences
Approximately 86 % of Grundartangi’s work force is represented by five labor unions, governed by a labor agreement that establishes wages and work rules for covered employees.
−Removed: This agreement is effective through December 31, 2024.
+Added: This agreement was ratified on April 22, 2025, and is effective through December 31, 2030.
100 % of Vlissingen's work force is represented by the Federation for the Metal and Electrical Industry ("FME"), a Netherlands' employers' organization for companies in the metal, electronics, electrical engineering and plastic sectors.
4 unchanged sentences
The labor agreement for Hawesville employees is effective through April 1, 2026.
−Removed: Upon announcement of the temporary curtailment, Hawesville and the USW local union entered into effects bargaining.
−Removed: An agreement was reached on July
−Removed: CENTURY ALUMINUM COMPANY
−Removed: Condensed Notes to the Consolidated Financial Statements (continued)
−Removed: (amounts in millions, except share and per share amounts)
−Removed: 19, 2022, covering the curtailment period.
+Added: Upon announcement of the curtailment, Hawesville and the USW local union entered into effects bargaining.
+Added: An agreement was reached on July 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: Contingent obligations
+Added: Until new contracts are reached, employees will continue to operate under the current agreements.
+Added: Contingent obligation
We have a contingent obligation in connection with the "unwind" of a contractual arrangement between CAKY, Big Rivers Electric Corporation ("Big Rivers") and a third party and the execution of a long-term cost-based power contract with Kenergy, a member of a cooperative of Big Rivers, in July 2009.
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 September 30, 2024, the principal and accrued interest for the contingent obligation was $32.0 million, which was fully offset by a derivative asset.
+Added: As of March 31, 2025, the principal and accrued interest for the contingent obligation was $ 32.7 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 September 30, 2024, the LME forward market prices do not exceed the threshold for payment.
−Removed: 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.
+Added: Interest accrues at an annual rate equal to 10.94 %.
+Added: As of March 31, 2025, based on the curtailment of Hawesville's operations, 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.
There can be no assurance that circumstances will not change thus accelerating the timing of such payments.
−Removed: Accumulated Other Comprehensive Loss ("AOCL")
−Removed: Components of AOCL:
−Removed: September 30, 2024
−Removed: December 31, 2023
−Removed: Defined benefit plan liabilities
−Removed: $ (100.2) $ (101.8)
−Removed: Unrealized gain on financial instruments 1.5 1.6
−Removed: Other comprehensive loss before income tax effect
−Removed: (98.7) (100.2)
−Removed: Income tax effect (1)
−Removed: Accumulated other comprehensive loss
−Removed: $ (96.4) $ (97.9)
−Removed: (1) The allocation of the income tax effect to the components of other comprehensive loss is as follows:
−Removed: September 30, 2024
−Removed: December 31, 2023
−Removed: Defined benefit plan liabilities $ 2.6 $ 2.6
−Removed: Unrealized gain on financial instruments (0.3) (0.3)
CENTURY ALUMINUM COMPANY
1 unchanged sentence
(amounts in millions, except share and per share amounts)
−Removed: The following table summarizes the changes in the accumulated balances for each component of AOCL:
−Removed: Defined benefit plan and other postretirement liabilities Unrealized gain on financial instruments Total, net of tax
−Removed: Balance, June 30, 2024 $ (99.5) $ 1.4 $ (98.1)
−Removed: Net amount reclassified to net income (loss) 1.7 — 1.7
−Removed: Balance, September 30, 2024 $ (97.8) $ 1.4 $ (96.4)
−Removed: Balance, June 30, 2023 $ (92.2) $ 1.5 $ (90.7)
−Removed: Net amount reclassified to net income (loss) 1.7 — 1.7
−Removed: Balance, September 30, 2023 $ (90.5) $ 1.5 $ (89.0)
−Removed: Balance, December 31, 2023 $ (99.4) $ 1.5 $ (97.9)
−Removed: Other comprehensive loss before reclassifications (3.4) — (3.4)
−Removed: Net amount reclassified to net income (loss) $ 5.0 $ (0.1) $ 4.9
−Removed: Balance, September 30, 2024 $ (97.8) $ 1.4 $ (96.4)
−Removed: Balance, December 31, 2022 $ (95.6) $ 1.6 $ (94.0)
−Removed: Net amount reclassified to net income (loss) 5.1 (0.1) 5.0
−Removed: Balance, September 30, 2023 $ (90.5) $ 1.5 $ (89.0)
−Removed: Reclassifications out of AOCL were included in the consolidated statements of operations as follows:
−Removed: Three months ended
−Removed: September 30, Nine months ended
−Removed: September 30,
−Removed: AOCL Components Location 2024 2023 2024 2023
−Removed: Defined benefit plan and other postretirement liabilities Cost of goods sold $ 0.7 $ 1.1 $ 2.3 $ 3.3
−Removed: Selling, general and administrative expenses 0.2 0.1 0.5 0.4
−Removed: Other operating expense - net 0.8 0.5 2.2 1.4
−Removed: Income tax effect — — — —
−Removed: Net of tax $ 1.7 $ 1.7 $ 5.0 $ 5.1
−Removed: Unrealized gain (loss) on financial instruments Cost of goods sold $ — $ — $ (0.1) $ (0.1)
−Removed: Income tax effect — — — —
−Removed: Net of tax $ — $ — $ (0.1) $ (0.1)
+Added: Shareholders' Equity
+Added: As of March 31, 2025 and December 31, 2024, we had 195,000,000 shares of common stock, $ 0.01 par value per share, authorized under our Restated Certificate of Incorporation, of which 100,483,458 shares were issued and 93,296,937 shares were outstanding at March 31, 2025, and 100,475,086 were issued and 93,288,565 shares were outstanding at December 31, 2024.
+Added: 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.
+Added: Preferred Stock
+Added: As of March 31, 2025 and December 31, 2024, we had 5,000,000 shares of preferred stock, $ 0.01 par value per share, authorized under our Restated Certificate of Incorporation.
+Added: 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.
+Added: Depending upon the terms of preferred stock established by our Board of Directors, any or all of the preferred stock could have preference over the common stock with respect to dividends and other distributions and upon the liquidation of Century.
+Added: In addition, issuance of any shares of preferred stock with voting powers may dilute the voting power of the outstanding common stock.
+Added: Series A Convertible Preferred Stock
+Added: Shares Authorized and Outstanding .
+Added: In 2008, we issued 160,000 shares of our Series A Convertible Preferred Stock.
+Added: At March 31, 2025 and December 31, 2024, 49,679 and 49,715 shares of Series A Convertible Preferred Stock were outstanding, respectively.
+Added: Glencore holds all of the issued and outstanding Series A Convertible Preferred Stock.
+Added: 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.
+Added: The conversion of preferred to common shares is 100 shares of common stock for each share of preferred stock.
+Added: Our Series A Convertible Preferred Stock has a par value of $ 0.01 per share.
+Added: Stock Repurchase Program
+Added: In 2011, our Board of Directors authorized a $ 60.0 million common stock repurchase program and during the first quarter of 2015, our Board of Directors increased the size of the program by $ 70.0 million.
+Added: Under the program, Century is authorized to repurchase up to $ 130.0 million of our outstanding shares of common stock, from time to time, on the open market at prevailing market prices, in block trades or otherwise.
+Added: The timing and amount of any shares repurchased will be determined by our management based on its evaluation of market conditions, the trading price of our common stock and other factors.
+Added: The stock repurchase program may be suspended or discontinued at any time.
+Added: Shares of common stock repurchased are recorded at cost as treasury stock and result in a reduction of shareholders’ equity in the Consolidated Balance Sheets.
+Added: From time to time, treasury shares may be reissued as contributions to our employee benefit plans and for the conversion of convertible preferred stock.
+Added: When shares are reissued, we use an average cost method for determining cost.
+Added: The difference between the cost of the shares and the reissuance price is added to or deducted from additional paid-in capital.
+Added: Through March 31, 2025 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 March 31, 2025.
+Added: Business Segments and Geographic Information
+Added: The Company is a producer of alumina and primary aluminum.
+Added: The Company has organized itself, including management personnel and systems, financial processes, operational execution, governance and risk oversight, regulatory compliance, and
CENTURY ALUMINUM COMPANY
1 unchanged sentence
(amounts in millions, except share and per share amounts)
−Removed: Components of Net Periodic Benefit Cost
−Removed: Pension Benefits
−Removed: Three months ended September 30, Nine months ended September 30,
+Added: every other aspect of the Company’s operations, to assess and manage the business on a holistic basis, from mine to metal, which tracks the upstream manufacturing process for aluminum.
+Added: To better reflect this operational and organizational approach, and to further enhance the reporting of its financial and operating results, beginning with the quarter ended March 31, 2025, the Company’s Chief Executive Officer and Chief Operating Decision Maker ("CODM") regularly receives and reviews financial information at the consolidated level to evaluate business performance and make operating decisions.
+Added: The CODM uses the U.S.
+Added: GAAP measure of consolidated Net Income to evaluate the Company’s financial performance and allocate resources.
+Added: Given the change described above, the Company has determined that neither its three smelters nor Jamalco’s mining and refining operations meet the definition of operating segments.
+Added: As a result, the Company has determined that the Company has only one operating and only one reportable segment, and it is managed on a consolidated basis.
+Added: In accordance with ASC 280-10-50-34, the corresponding information for earlier periods is recast in the tables below to conform with the updated presentation.
+Added: The CODM uses the U.S.
+Added: GAAP measurement of consolidated Net income to develop forecasting, evaluate overall profitability performance and to make key operating decisions, such as the allocation of budget between sales, cost of good sold and selling, general and administrative expenses.
+Added: Segment assets is reported on our Consolidated Balance Sheets as Total assets.
+Added: Our Consolidated Statements of Cash Flows presents Depreciation, depletion and amortization expense and includes the measure of Capital expenditures as Purchase of property, plant and equipment.
+Added: The following table presents information about the Company's single segment for the three months ended March 31, 2025 and 2024.
+Added: Three months ended
+Added: Net sales $ 633.9 $ 489.5
+Added: Segment Cost of goods sold (1),(2)
( 574.8 ) ( 469.5 )
−Removed: Service cost $ 0.7 $ 0.6 $ 2.0 $ 1.7
−Removed: Interest cost 3.4 3.5 10.1 10.5
−Removed: Expected return on plan assets (3.9) (3.8) (11.8) (11.3)
−Removed: Amortization of prior service costs 0.1 — 0.2 0.1
−Removed: Amortization of net loss 1.4 1.7 4.4 4.9
−Removed: Net periodic benefit cost $ 1.7 $ 2.0 $ 4.9 $ 5.9
−Removed: Other Postretirement Benefits
−Removed: Three months ended September 30, Nine months ended September 30,
+Added: IRA Credit (1),(3)
+Added: Lower of cost or NRV inventory adjustment (1),(4)
+Added: Property and equipment expense (1),(5)
( 21.5 ) ( 21.0 )
−Removed: Service cost $ — $ — $ 0.1 $ 0.1
−Removed: Interest cost 1.0 1.0 2.9 2.9
−Removed: Amortization of prior service cost — — (0.1) —
−Removed: Amortization of net loss 0.2 — 0.5 0.1
−Removed: Net periodic benefit cost $ 1.2 $ 1.0 $ 3.4 $ 3.1
−Removed: 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.
−Removed: These contracts are expected to settle monthly through September 2026.
−Removed: We also had an open position of 30,700 tonnes related to MWP forward financial sales contracts to fix the forward MWP price.
−Removed: These contracts are expected to settle monthly through September 2026.
−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 September 30, 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 denominated in these currencies ("casthouse currency hedges").
−Removed: As of September 30, 2024, we had no open casthouse currency hedges.
−Removed: 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”).
−Removed: The natural gas volume is measured per million British Thermal Units ("MMBtu").
−Removed: As of September 30, 2024 we had no open NYMEX Henry Hub natural gas price swaps.
−Removed: 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 September 30, 2024, we had an open position of 335,000 barrels.
−Removed: The HFO price swaps are expected to settle monthly through December 2025.
−Removed: 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 September 30, 2024, we had an open position of 565,512 MWh.
−Removed: The Indiana Hub power price swaps are expected to settle monthly through September 2026.
−Removed: 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.
+Added: Selling, general and administrative expenses ( 12.5 ) ( 14.1 )
+Added: Other operating expense - net ( 2.0 ) ( 0.5 )
+Added: Interest expense - affiliates ( 1.8 ) ( 1.8 )
+Added: Interest expenses - nonaffiliates ( 10.0 ) ( 7.4 )
+Added: Interest income 1.8 0.7
+Added: Net gain (loss) on forward and derivative contracts - nonaffiliates ( 5.4 ) 3.4
+Added: Net gain (loss) on forward and derivative contracts - affiliates — 4.0
+Added: Bargain purchase gain — 245.9
+Added: Other income (loss) - net ( 3.4 ) ( 1.5 )
+Added: Income tax expense ( 1.6 ) ( 0.5 )
+Added: Net income $ 25.7 $ 244.7
+Added: (1) Indicates a component of Cost of goods sold.
+Added: (2) Includes raw materials, labor, energy, freight costs, FIFO inventory adjustments and other direct cost of goods sold.
+Added: (3) Advanced production credit related to Section 45X of the IRA.
+Added: (4) Includes inventory revaluation to lower of cost or net realizable value and changes in inventory reserve.
+Added: (5) Represents the depreciation expenses and expenses related to leased assets that are directly related the cost of goods sold.
+Added: Depreciation expense is also a component of Selling, general and administrative expenses.
CENTURY ALUMINUM COMPANY
1 unchanged sentence
(amounts in millions, except share and per share amounts)
−Removed: 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.
−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 September 30, 2024 and December 31, 2023, respectively:
−Removed: Asset Fair Value
−Removed: September 30, 2024 December 31, 2023
−Removed: Commodity contracts (1)
−Removed: Liability Fair Value
−Removed: September 30, 2024 December 31, 2023
−Removed: Commodity contracts (1)
−Removed: Foreign exchange contracts (2)
−Removed: 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, and HFO price swaps.
−Removed: At September 30, 2024, $2.4 million of Due to affiliates was related to commodity contracts with Glencore.
−Removed: At December 31, 2023, $6.4 million of Due to affiliates was related to commodity contract liab ilities with Glencore.
−Removed: (2) Foreign exchange contracts reflect our outstanding FX swaps and the casthouse currency hedges.
−Removed: The following table summarizes the net (loss) gain on forward and derivative contracts:
−Removed: Three months ended
−Removed: September 30, Nine months ended
−Removed: September 30,
−Removed: 2024 2023 2024 2023
−Removed: Commodity contracts (1)
−Removed: $ (4.0) $ (24.8) $ (0.5) $ (74.9)
−Removed: Foreign exchange contracts — (0.4) (0.1) 1.2
+Added: Variable Interest Entity
+Added: The Company consolidates Jamalco, a bauxite mining and alumina refinery in Jamaica, under the variable interest entity ("VIE") model.
+Added: The Company's wholly-owned subsidiary, GAJL, is the managing partner of Jamalco.
+Added: Jamalco lacks sufficient equity investment at risk in accordance with relevant guidance.
+Added: Based on its purpose and design, Jamalco is expected to require additional subordinated financial support, such as those in the form of equity contributions or other forms of subordinated financing, which the Company expects would require parent guarantees.
+Added: To that end, the Company made an immediate equity contribution to Jamalco upon acquisition and has provided subsequent financing of costs for Jamalco to perform its activities in the ordinary course of business.
+Added: Jamalco was designed in order to distribute operations risk related to the mining and alumina refining operations, as well as commodity price risk.
+Added: Although our partner has certain participating rights over some decisions of the entity, the Company has power over the majority of key activities at Jamalco that significantly affect its economic performance over which the counterparty does not have such participating rights;
+Added: therefore, the Company is the primary beneficiary of the VIE.
+Added: The table below shows the carrying amounts and classification of the consolidated VIE's assets and liabilities included in the Consolidated Balance Sheets as of March 31, 2025 and December 31, 2024.
+Added: March 31, 2025 December 31, 2024
+Added: Cash and cash equivalents 43.3 17.4
+Added: Accounts receivable - net 1.1 1.1
+Added: Non-trade receivables — 13.1
+Added: Due from affiliates — 75.1
+Added: Inventories 90.6 109.8
+Added: Prepaid and other current assets 1.9 2.0
+Added: Total current assets 136.9 218.5
+Added: Property, plant and equipment - net 40.5 232.1
+Added: Other assets 10.8 23.1
TOTAL 188.2 473.7
−Removed: (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.
−Removed: 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.
−Removed: Subsequent Events
−Removed: We evaluate subsequent events that have occurred after the balance sheet date but before the financial statements are issued.
−Removed: There are two types of subsequent events:
−Removed: (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.
−Removed: On October 24, 2024, the U.S.
−Removed: 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.
−Removed: The government has incentivized the production of aluminum by offering a tax credit equal to 10% of eligible domestic production costs.
−Removed: 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.”
−Removed: 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.
−Removed: 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
−Removed: supplies utilized in production.
−Removed: 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.
−Removed: 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.
−Removed: For that reason, § 1.45X-4(b)(1) is reserved in these final regulations.
−Removed: 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.
+Added: Accounts payable, trade 35.7 39.1
+Added: Accrued compensation and benefits 5.4 8.5
+Added: Due to affiliates 15.0 49.6
+Added: Accrued and other current liabilities 3.2 7.2
+Added: Total current liabilities 59.3 104.4
+Added: Accrued benefits costs - less current portion — 17.7
+Added: Other liabilities 62.7 66.7
+Added: Asset retirement obligations - less current portion 10.8 35.0
+Added: Total noncurrent liabilities 73.5 119.4
FORWARD-LOOKING STATEMENTS
4 unchanged sentences
• Our assessment of global and local financial and economic conditions;
−Removed: • Our assessment of the aluminum market and aluminum prices (including premiums);
−Removed: • Our assessment of alumina pricing, energy prices, both in the United States and Europe, costs associated with our other key raw materials and supply and availability of those key raw materials, including power (and related natural gas and coal), and the likelihood and extent of any power curtailments;
−Removed: • Our assessment of power prices and availability for our U.S.
−Removed: and European operations;
−Removed: • The impact of the wars in Ukraine and in the Middle East, including any sanctions and export controls targeting Russia and businesses tied to Russia and to sanctioned entities and individuals, including any possible impact on our business, operations, financial condition, results of operations, and global supply chains;
+Added: • Our assessment of the alum inum market and aluminum prices (including premiums);
+Added: • Our assessment of prices of our key raw materials and supply and availability of those key raw materials, including alumina, coke, pitch and aluminum fluoride;
+Added: • Our assessment of power prices and availability, including any potential curtailments or other disruptions in the supply of power;
+Added: • The impact of the wars in Ukraine and in the Middle East, including any sanctions and export controls targeting Russia and businesses or individuals tied to Russia;
• The future financial and operating performance of the Company and its subsidiaries;
1 unchanged sentence
• Our plans and expectations with respect to future operations of the Company and its subsidiaries, including any plans and expectations to curtail or restart production, including the expected impact of any such actions on our future financial and operating performance;
−Removed: • Our plans and expectations with regards to future operations of our Mt.
−Removed: Holly smelter, including our expectations as to the restart of curtailed production at Mt.
+Added: • Our plans and expectations with regards any restart of curtailed production at Mt.
Holly including the timing, costs and benefits associated with restarting curtailed production;
−Removed: • Our plans with regards to future operations of our Hawesville s melter;
−Removed: • 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 Jamalco's operations;
−Removed: • Our ability to successfully obtain and/or retain competitive power arrangements for our operations;
−Removed: • 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;
+Added: • Our plans with regards to the future of our Hawesville smelter;
+Added: • Our ability to successfully obtain and/or retain competitive power arrangements for our operations, including securing necessary power arrangement for the greenfield project;
+Added: • The impact of Section 232 and 301 and other trade actions, 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;
2 unchanged sentences
• Our ability to qualify for and realize potential tax benefits under the Inflation Reduction Act of 2022 and the anticipated amounts of such benefits;
−Removed: • Our ability to realize the full amount of the DOE $500 million grant, to negotiate favorable terms and conditions related to such grant, to raise additional capital through additional grants, incentives, subsidized loans and other debt and equity funding to support construction of a new aluminum smelter;
+Added: • Our expectations regarding the availability of the $500 million DOE funding to our new smelter project, including our ability to raise additional capital through additional grants, incentives, subsidized loans and other debt and equity funding to support construction of a new aluminum smelter and our ability to successfully complete our new smelter project;
• Our ability to access existing or future financing arrangements and the terms of any such future financing arrangements;
2 unchanged sentences
• Our assessment and estimates of our pension and other postretirement liabilities, legal and environmental liabilities and other contingent liabilities;
−Removed: • Our assessment of any future tax audits or insurance claims and their respective outcomes;
+Added: • Our assessment of any future tax audits and expected outcomes;
• Negotiations with current labor unions or future representation by a union of our employees;
−Removed: • 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
−Removed: costs and expenses associated with unidentified liabilities, and difficulties integrating an acquired asset into our existing operations;
+Added: • Our assessment of any information technology-related risks, including the risk from cyberattacks or other data security breaches;
+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 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.