MONTEREY, CA, Oct. 27, 2009 (Marketwire) --
MONTEREY, CA -- (Marketwire) -- 10/27/09 -- Century Aluminum Company (the "Company") (NASDAQ: CENX) today announced that it expects on October 28, 2009 to commence (i) an exchange offer and consent solicitation relating to its 7.5% Senior Notes due 2014, CUSIP No. 156431AH1 (the "2014 Notes") and (ii) a consent solicitation relating to its 1.75% Convertible Senior Notes due 2024, CUSIP Nos. 156431AE8 and 156431AD0 (the "2024 Notes").
Exchange Offer and Consent Solicitation Related to 2014 Notes
Holders who tender their 2014 Notes prior to the expiration of the exchange offer will receive newly issued 8% Senior Secured Notes due 2014 (the "Exchange Notes"). The Exchange Notes will bear interest at the rate of 8% per annum, payable semi-annually on May 15 and November 15 of each year, commencing May 15, 2010, and mature on May 15, 2014. All of the Company's existing and future domestic restricted subsidiaries, other than foreign-owned parent holding companies, will guarantee the Exchange Notes on a senior secured basis. The Exchange Notes and related guarantees will rank:
-- equal in right of payment with all of the Company and the guarantors'
existing and future senior debt;
-- senior in right of payment to any of the Company and the guarantors'
existing and future subordinated debt;
-- effectively senior to all unsecured debt, including any 2014 Notes not
tendered in the exchange offer and the 2024 Notes, to the extent of the
value of the collateral;
-- effectively junior to the obligations of the Company's foreign
subsidiaries; and
-- effectively junior to the Company and the guarantors' obligations that
are secured by any first priority liens, to the extent of the value of the
assets securing such liens.
The Company's obligations under the Exchange Notes and the guarantors' obligations under the guarantees will be secured by a pledge of and lien on, subject to certain exceptions: (i) all property, plant and equipment owned or hereafter owned by the Company and the guarantors; (ii) all equity interests in domestic subsidiaries directly owned or hereafter owned by the Company and the guarantors and 65% of equity interests in foreign subsidiaries directly owned by the Company and the guarantors; (iii) intercompany notes owed or hereafter owed by any non-guarantor to the Company or any guarantor, including an intercompany note from Century Bermuda I Ltd. (which indirectly owns Grundartangi and Helguvik) to the Company which had approximately $687 million outstanding as of September 30, 2009; and (iv) proceeds of the foregoing.
The Company may redeem any of the Exchange Notes beginning on May 15, 2011. The initial redemption price will be 104% of their aggregate principal amount, plus accrued and unpaid interest. The redemption price will decline to 102% and 100% of their aggregate principal amount, plus accrued and unpaid interest, on May 15, 2012 and May 15, 2013, respectively.
