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): August 6, 2004
CENTURY ALUMINUM COMPANY
(Exact name of registrant as specified in its charter)
DELAWARE 0-27918 13-3070826
(State or other jurisdiction of (Commission File Number) (IRS Employer
Incorporation) Identification No.)
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 August 6, 2004, Century Aluminum Company ("Century") issued a press
release announcing that it had received consents from holders of more than 96%
of its outstanding $325.0 million aggregate principal amount 11.75% Senior
Secured First Mortgage Notes Due 2008 pursuant to the tender offer and consent
solicitation as set forth in its Offer to Purchase and Consent Solicitation
Statement dated July 29, 2004. A copy of the press release announcing Century's
receipt of consents pursuant to its tender offer and consent solicitation is
attached hereto as Exhibit 99.1.
On August 10, 2004, Century announced the pricing of its previously
announced private offering of $250 million aggregate principal amount of 7.5%
senior notes due 2014. A copy of the press release announcing the pricing of the
senior notes is attached hereto as Exhibit 99.2.
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 August 6, 2004, announcing Century's
receipt of consents pursuant to its tender offer and
consent solicitation relating to its outstanding 11.75%
senior secured first mortgage notes due 2008.
99.2 Press Release, dated August 10, 2004, announcing the
pricing of $250 million of Century's 7.5% senior notes
due 2014.
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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: August 10, 2004 By: /s/ Gerald J. Kitchen
-----------------------------------
Name: Gerald J. Kitchen
Title: Executive Vice President,
General Counsel Chief
Administrative Officer
and Secretary
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EXHIBIT INDEX
Exhibit Number Description
-------------- -----------
99.1 Press Release, dated August 6, 2004, announcing Century's
receipt of consents pursuant to its tender offer and
consent solicitation relating to its outstanding 11.75%
Senior Secured First Mortgage Notes Due 2008.
99.2 Press Release, dated August 10, 2004, announcing the
pricing of $250 million of Century's 7.5% senior notes
due 2014.
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