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10-Q 1 a20240930q310-q.htm 10-Q Document

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2024

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______ to _______.

Commission file number 001-34474

Century Aluminum Company

(Exact name of registrant as specified in its charter)


Delaware			13-3070826
(State or other jurisdiction of incorporation or organization)			(IRS Employer Identification No.)
One South Wacker Drive			60606
Suite 1000			(Zip Code)
Chicago, Illinois
(Address of principal executive offices)

Registrant’s telephone number, including area code: (312) 696-3101

Securities registered pursuant to Section 12(b) of the Act:


Title of each class:	Trading Symbol(s)	Name of each exchange on which registered:
Common Stock, $0.01 par value per share	CENX	Nasdaq Stock Market LLC
		(Nasdaq Global Select Market)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):

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Large accelerated filer	☐	Accelerated filer	☒
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

☐ Yes ☒ No

The registrant had 92,798,844 shares of common stock outstanding at November 1, 2024.

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TABLE OF CONTENTS
			Page
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements			4
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			33
Item 3. Quantitative and Qualitative Disclosures about Market Risk			43
Item 4. Controls and Procedures			46

PART II - OTHER INFORMATION
Item 1. Legal Proceedings			47
Item 1A. Risk Factors			47
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			47
Item 5. Other Information			48
Item 6. Exhibits			49
SIGNATURES			50

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PART I – FINANCIAL INFORMATION

Item 1. Financial Statements


CENTURY ALUMINUM COMPANY
CONSOLIDATED STATEMENTS OF OPERATIONS
(in millions, except per share amounts)
(Unaudited)
	Three months ended September 30,				Nine months Ended September 30,
	2024		2023		2024		2023
NET SALES:
Related parties	$	332.1	$	400.9	$	971.3	$	1,240.3
Other customers	207.0		144.3		618.1		432.8
Total net sales	539.1		545.2		1,589.4		1,673.1
Cost of goods sold	457.3		556.7		1,470.7		1,620.6
Gross profit (loss)	81.8		(11.5)		118.7		52.5
Selling, general and administrative expenses	15.6		10.8		42.0		36.2
Other operating expense - net	2.4		1.9		4.6		13.7
Operating income (loss)	63.8		(24.2)		72.1		2.6

Interest expense	(11.9)		(9.2)		(31.4)		(26.6)
Interest income	0.4		0.4		1.7		1.1
Net loss on forward and derivative contracts	(4.0)		(25.2)		(0.6)		(73.7)

Bargain purchase gain	—		—		245.9		—
Other income (loss) - net	(4.0)		1.3		(4.4)		(2.5)
Income (loss) before income taxes	44.3		(56.9)		283.3		(99.1)
Income tax (expense) benefit	(2.0)		11.0		(3.0)		21.2
Net income (loss)	42.3		(45.9)		280.3		(77.9)
Net loss attributable to noncontrolling interests	(5.0)		(3.9)		(11.3)		(4.8)
Net income (loss) attributable to Century stockholders	47.3		(42.0)		291.6		(73.1)
Less: net income allocated to participating securities	2.5		—		15.5		—
Net income (loss) allocated to common stockholders	$	44.8	$	(42.0)	$	276.1	$	(73.1)

NET INCOME (LOSS) ATTRIBUTABLE TO CENTURY STOCKHOLDERS PER COMMON SHARE:
Basic	$	0.48	$	(0.45)	$	2.98	$	(0.79)
Diluted	0.46		(0.45)		2.83		(0.79)
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:
Basic	92.8		92.4		92.7		92.4
Diluted	98.4		92.4		98.8		92.4

See Condensed Notes to the Consolidated Financial Statements

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CENTURY ALUMINUM COMPANY
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(in millions)
(Unaudited)
	Three months ended September 30,				Nine months ended September 30,
	2024		2023		2024		2023
Comprehensive income (loss):
Net income (loss)	$	42.3	$	(45.9)	$	280.3	$	(77.9)
Other comprehensive income (loss) before income tax effect:
Net loss on foreign currency cash flow hedges reclassified as income	—		—		(0.1)		(0.1)
Defined benefit plans and other postretirement benefits:
Net loss arising during the period	—		—		(3.4)		—
Amortization of prior service benefit during the period	0.1		—		0.1		0.1
Amortization of net gain during the period	1.6		1.7		4.9		5.0
Other comprehensive income before income tax effect	1.7		1.7		1.5		5.0
Income tax effect	—		—		—		—
Other comprehensive income (loss)	1.7		1.7		1.5		5.0
Comprehensive income (loss)	44.0		(44.2)		281.8		(72.9)
Comprehensive loss attributable to noncontrolling interests	(5.0)		(3.9)		(11.3)		(4.8)
Comprehensive income (loss) attributable to Century stockholders	$	49.0	$	(40.3)	$	293.1	$	(68.1)

See Condensed Notes to the Consolidated Financial Statements

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CENTURY ALUMINUM COMPANY
CONSOLIDATED BALANCE SHEETS
(in millions)
(Unaudited)
	September 30, 2024		December 31, 2023
ASSETS
Cash and cash equivalents	$	32.6	$	88.8
Restricted cash	2.8		1.5
Accounts receivable - net	62.2		53.7
Non-trade receivables	52.7		36.2
Due from affiliates	12.0		20.2
Manufacturing credit receivable	78.8		59.3
Inventories	544.5		477.0
Derivative assets	2.1		2.9
Prepaid and other current assets	19.2		27.5
Total current assets	806.9		767.1
Property, plant and equipment - net	965.3		1,004.2


Other assets	124.7		75.2

TOTAL ASSETS	$	1,896.9	$	1,846.5
LIABILITIES AND SHAREHOLDERS’ EQUITY
LIABILITIES:
Accounts payable, trade	$	240.9	$	249.5
Accrued compensation and benefits	41.5		38.1
Due to affiliates	104.5		101.4
Accrued and other current liabilities	43.7		50.9
Derivative liabilities	5.1		1.4
Deferred credit - preliminary bargain purchase gain	—		273.4
Current debt due to affiliates	10.1		10.0
Current maturities of long-term debt	26.5		38.3
Total current liabilities	472.3		763.0
Long-term debt - net	449.3		430.9
Accrued benefits costs - less current portion	119.2		120.3
Deferred taxes	75.1		72.4

Asset retirement obligations - less current portion	54.1		49.5
Other liabilities	98.4		66.3
Total noncurrent liabilities	796.1		739.4
TOTAL LIABILITIES	$	1,268.4	$	1,502.4
COMMITMENTS AND CONTINGENCIES (NOTE 12)
SHAREHOLDERS’ EQUITY:
Preferred stock (Note 8)	—		—
Common stock (Note 8)	1.0		1.0
Additional paid-in capital	2,546.3		2,542.9
Treasury stock, at cost	(86.3)		(86.3)
Accumulated other comprehensive loss	(96.4)		(97.9)
Accumulated deficit	(1,712.5)		(2,004.1)
Total Century shareholders’ equity	652.1		355.6
Noncontrolling interests	(23.6)		(11.5)
Total equity	628.5		344.1
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$	1,896.9	$	1,846.5

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CENTURY ALUMINUM COMPANY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in millions)
(Unaudited)
	Nine months ended September 30,
	2024		2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$	280.3	$	(77.9)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Unrealized loss on derivative instruments	0.8		84.2


Depreciation, depletion and amortization	64.8		55.3

Change in deferred tax expense	1.7		(23.5)
Gain on sale of assets	(2.3)		—
Bargain purchase gain	(245.9)		—
Other non-cash items - net	4.7		(1.2)
Change in operating assets and liabilities, net of acquisition:
Accounts receivable - net	(15.9)		21.4
Non-trade receivables	7.1		—
Manufacturing credit receivable	(71.9)		—
Due from affiliates	8.3		(13.0)
Inventories	(67.5)		26.3
Prepaid and other current assets	9.6		4.8
Accounts payable, trade	40.1		(45.1)
Due to affiliates	6.6		15.8
Accrued and other current liabilities	(3.9)		(2.0)
Ravenswood retiree medical settlement	(2.0)		(2.0)

Other - net	2.2		(3.5)

Net cash provided by operating activities	16.8		39.6
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property, plant and equipment	(69.1)		(62.7)
Proceeds from sales of property, plant and equipment	—		25.7
Proceeds from sale of assets	2.3		—
Acquisition of subsidiary, net of cash acquired	—		19.4
Net cash used in investing activities	(66.8)		(17.6)
CASH FLOWS FROM FINANCING ACTIVITIES:




Borrowings under revolving credit facilities	409.4		575.2
Repayments under revolving credit facilities	(423.6)		(632.0)


Repayments under Iceland term facility	(1.2)		(9.8)
Borrowings under Grundartangi casthouse debt facility	25.0		40.0
Repayments under Grundartangi casthouse debt facility	(4.5)		—
Borrowings under Vlissingen credit facility	—		10.0
Carbon credit proceeds	—		33.8
Carbon credit repayments	(10.0)		—

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CENTURY ALUMINUM COMPANY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in millions)
(Unaudited)
	Nine months ended September 30,
	2024		2023
Net cash (used) provided by financing activities	(4.9)		17.2
CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH	(54.9)		39.2
Cash, cash equivalents and restricted cash, beginning of period	90.3		55.5
Cash, cash equivalents and restricted cash, end of period	$	35.4	$	94.7


Supplemental Cash Flow Information:
Cash paid for:
Interest	$	22.1	$	22.3
Taxes, net of refunds	5.5		1.0
Non-cash investing activities:
Capital expenditures	3.0		10.2
Capitalized interest	3.4		4.0
Distribution of property, plant and equipment to NCI	16.1		—

See Condensed Notes to the Consolidated Financial Statements

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CENTURY ALUMINUM COMPANY
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
(in millions, except share data)
(Unaudited)
	Preferred stock			Common stock			Additional paid-in capital		Treasury stock, at cost		Accumulated other comprehensive loss		Accumulated deficit		Total Century Equity		Noncontrolling Interest		Total equity
	Shares	Amount		Shares	Amount
Three months ended September 30, 2024
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
Net income (loss)	—	—		—	—		—		—		—		47.3		47.3		(5.0)		42.3
Other comprehensive loss	—	—		—	—		—		—		1.7		—		1.7		—		1.7
Share-based compensation	—	—		17,549	—		1.6		—		—		—		1.6		—		1.6
Conversion of preferred stock to common stock	(421)	—		42,206	—		—		—		—		—		—		—		—

Noncontrolling interest	—	—		—	—		—		—		—		—		—		—		—
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

Three months ended September 30, 2023
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
Net income (loss)	—	—		—	—		—		—		—		(42.0)		(42.0)		(3.9)		(45.9)
Other comprehensive income	—	—		—	—		—		—		1.7		—		1.7		—		1.7
Share-based compensation	—	—		26,324	—		0.8		—		—		—		0.8		—		0.8
Conversion of preferred stock to common stock	(199)	—		19,790	—		—		—		—		—		—		—		—
Noncontrolling interest	—	$	—	—	—		—		—		—		—		—		25.3		25.3
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

See Condensed Notes to the Consolidated Financial Statements

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CENTURY ALUMINUM COMPANY
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
(in millions, except share data)
(Unaudited)
	Preferred stock			Common stock			Additional paid-in capital		Treasury stock, at cost		Accumulated other comprehensive loss		Accumulated deficit	Total Century Equity	Noncontrolling Interest	Total equity
	Shares	Amount		Shares	Amount
Nine months Ended September 30, 2024
Balance, December 31, 2023	52,284	$	—	92,689,864	$	1.0	$	2,542.9	$	(86.3)	$	(97.9)	$