Century Aluminum Company Announces Proposed Concurrent Private Offerings of Senior Secured Notes and Convertible Senior Notes

CHICAGO, April 05, 2021 (GLOBE NEWSWIRE) -- Century Aluminum Company (NASDAQ: CENX) (“Century”) announced today a proposed private offering of $250 million aggregate principal amount of senior secured notes due April 2028 (the “Secured Notes”), subject to market and other conditions (the “Secured Notes Offering”). In addition, Century announced a concurrent proposed private offering of $75 million aggregate principal amount of convertible senior notes due May 2028 (the “Convertible Notes”), subject to market and other conditions (the “Convertible Notes Offering”), and intends to grant to initial purchasers of the Convertible Notes the option to purchase up to an additional $11.25 million aggregate principal amount of the Convertible Notes within a 13-day period beginning on, and including, the date on which the Convertible Notes are first issued.

Century also announced today that it commenced a cash tender offer (the “Tender Offer”) for any and all of its $250 million outstanding principal amount of 12.0% Senior Secured Notes due 2025 (the “Existing Notes”). Century intends to use all the net proceeds from the Secured Notes Offering and a portion of the net proceeds from the Convertible Notes Offering to repay all the Existing Notes pursuant to the Tender Offer and the redemption of any Existing Notes not acquired in the Tender Offer. Century intends to use the remaining net proceeds from the Convertible Notes Offering, together with cash on hand, to repay borrowings under Century’s credit facilities, to pay for the cost of capped call transactions described below and to pay fees and expenses relating to these transactions.

The interest rate and other terms of the Secured Notes and the interest rate, initial conversion rate and other terms of the Convertible Notes will be determined at the pricing of the Secured Notes Offering and the Convertible Notes Offering, as applicable.

The Secured Notes will be offered and sold to qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933 (the “Securities Act”) and to certain non-U.S. persons in transactions outside the United States in reliance on Regulation S under the Securities Act, and the Convertible Notes will be offered and sold only to qualified institutional buyers pursuant to Rule 144A under the Securities Act. The Secured Notes and the Convertible Notes have not been, and Century common stock, if any, issuable upon conversion of the Convertible Notes will not be, registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state laws.