SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): May 17, 2004
CENTURY ALUMINUM COMPANY
(Exact name of registrant as specified in its charter)
DELAWARE 0-27918 13-3070826
(State or other jurisdiction (Commission (IRS Employer Identification No.)
of Incorporation) File Number)
2511 GARDEN ROAD
BUILDING A, SUITE 200
MONTEREY, CALIFORNIA 93940
(Address of principal executive offices) (Zip Code)
(831) 642-9300
(Registrant's telephone number, including area code)
ITEM 5. OTHER EVENTS.
On July 29, 2004, Century Aluminum Company ("Century") issued a press
release announcing that it intended to sell, subject to market and other
conditions, $150 million of its Convertible Senior Notes due 2024 to certain
qualified institutional buyers in a private placement exempt from the
registration requirements of the Securities Act of 1933, as amended. A copy
of the press release announcing the proposed private placement of Century's
Convertible Senior Notes is attached hereto as Exhibit 99.1.
Century also announced on July 29, 2004 that it had commenced a cash
tender offer for any and all of its outstanding 11.75% Senior Secured First
Mortgage Notes Due 2008 ("First Mortgage Notes") (CUSIP No. 156431AC2) and was
soliciting consents to proposed amendments to the indenture governing the First
Mortgage Notes that would eliminate substantially all of the restrictive
covenants and certain default provisions in the indenture. A copy of the press
release announcing Century's tender offer and consent solicitation is attached
hereto as Exhibit 99.2.
On July 30, 2004, Century announced the pricing of its previously
reported private offering of $150 million of 1.75% Convertible Senior Notes due
August 1, 2024, to certain qualified institutional buyers. A copy of the press
release announcing the pricing of the Convertible Senior Notes is attached
hereto as Exhibit 99.3.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(C) EXHIBITS.
The following exhibits are filed with this report on Form 8-K:
EXHIBIT INDEX
Exhibit Number Description
-------------- ----------------------------------------------
99.1 Press Release, dated July 29, 2004, announcing
Century's proposed private placement of $150 million of
its Convertible Senior Notes.
99.2 Press Release, dated July 29, 2004, announcing
Century's tender offer and consent solicitation
relating to its outstanding 11.75% Senior Secured
First Mortgage Notes Due 2008.
99.3 Press Release, dated July 30, 2004, announcing the
pricing of $150 million of Century's 1.75% Convertible
Senior Notes due August 1, 2024.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
CENTURY ALUMINUM COMPANY
Date: July 30, 2004 By: /s/ Gerald J. Kitchen
-----------------------------------
Name: Gerald J. Kitchen
Title: Executive Vice President, General Counsel
Chief Administrative Officer and Secretary
EXHIBIT INDEX
Exhibit Number Description
-------------- ----------------------------------------------
99.1 Press Release, dated July 29, 2004, announcing
Century's proposed private placement of $150 million of
its Convertible Senior Notes.
99.2 Press Release, dated July 29, 2004, announcing
Century's tender offer and consent solicitation
relating to its outstanding 11.75% Senior Secured
First Mortgage Notes Due 2008.
99.3 Press Release, dated July 30, 2004, announcing the
pricing of $150 million of Century's 1.75% Convertible
Senior Notes due August 1, 2024.