CHICAGO, June 29, 2020 (GLOBE NEWSWIRE) -- Century Aluminum Company (NASDAQ: CENX) (“Century”) today announced that as of 5:00 p.m., New York City time, on June 26, 2020 (the “Expiration Time”), it had received tenders for an aggregate principal amount of $243,690,000 of its 7.500% Senior Secured Notes due 2021 (the “Notes”) pursuant to its previously announced cash tender offer (the “Tender Offer”) for any and all of the aggregate $250,000,000 outstanding principal amount of Notes, which commenced on June 18, 2020. An additional $3,135,000 aggregate principal amount of Notes were tendered pursuant to the guaranteed delivery procedures described in the Offer to Purchase and the related Notice of Guaranteed Delivery, each dated June 18, 2020, sent to holders of the Notes in connection with the Tender Offer (the “Tender Offer Documents”).
Century will purchase all Notes validly tendered and not validly withdrawn at or prior to the Expiration Time and all Notes validly tendered and delivered pursuant to the guaranteed delivery procedures described in the Tender Offer Documents on the settlement date for the Tender Offer, which is expected to be July 1, 2020 (the “Settlement Date”). Holders whose Notes have been accepted for purchase also will receive accrued and unpaid interest on the purchased Notes from the last interest payment date for such Notes up to, but excluding, the Settlement Date.
Century’s obligation to accept and pay for Notes validly tendered and not validly withdrawn in the Tender Offer is subject to the satisfaction or waiver of certain conditions, including Century’s completion of a financing transaction (the “Financing”), on terms satisfactory to Century, pursuant to which Century receives net proceeds in an amount sufficient to pay, together with available cash on hand, the aggregate tender offer consideration for the Notes accepted for purchase in the Tender Offer, the aggregate redemption price of the Notes expected to be outstanding following the completion of the Tender Offer and fees and expenses associated with the Tender Offer.
On or about the Settlement Date, Century expects to issue a notice calling for the redemption on July 31, 2020 of any Notes not purchased upon completion of the Tender Offer (the “Redemption”), and to discharge the indenture for the Notes at such time. The Redemption will be made under and in accordance with the indenture governing the Notes. The redemption price will be equal to 100.00% of the principal amount of the Notes redeemed plus accrued and unpaid interest to, but excluding, the redemption date as provided in the indenture. Notwithstanding such redemption notice, Notes that are validly tendered, not validly withdrawn and accepted for purchase in the Tender Offer will be purchased under the Tender Offer.
Century retained Credit Suisse Securities (USA) LLC to serve as dealer manager for the Tender Offer, and D.F. King & Co., Inc. to act as the tender agent and information agent in respect of the Tender Offer.
About Century Aluminum
Century Aluminum Company owns primary aluminum capacity in the United States and Iceland. Century’s corporate offices are located in Chicago, Illinois. Visit www.centuryaluminum.com for more information.
Cautionary Statements
This announcement does not constitute an offer to buy or the solicitation of an offer to sell any securities in any jurisdiction or in any circumstances in which such offer or solicitation is unlawful. In those jurisdictions where the securities, blue sky or other laws require the Tender Offer to be made by a licensed broker or dealer, the Tender Offer will be deemed to be made by the Dealer Manager or one or more registered brokers or dealers licensed under the laws of such jurisdiction. The securities mentioned herein have not been and will not be registered under the Securities Act of 1933, as amended, or under the securities laws of any other jurisdiction, and may not be offered or sold in the United States or to a U.S. person absent registration under, or an applicable exemption from the registration requirements of, the Securities Act of 1933, as amended.
This press release contains forward-looking statements that include, without limitation, statements with respect to Century’s intention to complete the Financing, the Tender Offer and the Redemption. Forward-looking statements are statements about future events and are based on our current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from future results expressed, projected or implied by those forward-looking statements. Consequently, the forward-looking statements contained herein should not be regarded as representations that the projected outcomes can or will be achieved, and we do not undertake, and specifically disclaim, any obligation to revise any forward-looking statements to reflect the occurrence of future events or circumstances. For additional information regarding these risks and uncertainties associated with the Tender Offer, and the assumptions underlying the forward-looking statements, please refer to the Offer to Purchase.
Contact
Peter Trpkovski
(Investors and media)
312-696-3112
Source: Century Aluminum Company