EX-99.1 2 a20150630q2exhibit991form8.htm PRESS RELEASE DATED AUGUST 6, 2015 2015.06.30 Q2 Exhibit 99.1 (Form 8-K)


Exhibit 99.1
Century Reports Second Quarter 2015 Financial Results
CHICAGO, IL -- 08/06/15 -- Century Aluminum Company (NASDAQ: CENX) reported a net loss of $33.9 million ($0.39 per common share) for the second quarter of 2015. Results include a $30.9 million impairment charge ($0.35 per common share) related to the permanent closure of our Ravenswood smelter and a $25.7 million charge ($0.30 per common share) for lower of cost or market inventory adjustments. Results were also negatively impacted by $11.7 million ($0.13 per common share) in costs related to the labor disruption at our Hawesville smelter. Lastly, results include a $10.3 million ($0.12 per common share) unrealized gain on the fair value of contingent consideration related to the acquisition of the remaining 50.3% interest of Mt. Holly. After consideration of these items, the company reported adjusted net income of $24.1 million and adjusted earnings per share of $0.25.
For the second quarter of 2014, Century reported net income of $20.3 million ($0.21 per common share). Results were negatively impacted by a charge of $0.5 million ($0.01 per common share) for the finalization of a legal settlement. 
Sales for the second quarter of 2015 were $523.5 million compared with $458.3 million for the second quarter of 2014. Shipments of primary aluminum for the second quarter of 2015 were 233,950 tonnes compared with 216,044 tonnes shipped in the second quarter of 2014.
Net cash used by operating activities in the second quarter of 2015 was $6.0 million compared to net cash provided of $19.3 million in the second quarter of 2014.  Cash and cash equivalents decreased $59.0 million during the second quarter of 2015 compared to an increase in cash and cash equivalents of $8.9 million in the second quarter of 2014. During the second quarter of 2015, Century acquired 1.2 million shares of common stock for a total cost of $16.9 million and paid $38.2 million related to the Mt. Holly acquisition, primarily for pension funding obligations per the terms of the acquisition agreement.
For the first half of 2015, Century reported net income of $39.9 million ($0.42 per common share). Results include a $30.9 million impairment charge related to the permanent closure of our Ravenswood smelter and a $25.7 million charge for lower of cost or market inventory adjustments. Results were also negatively impacted by $11.7 million in costs related to the labor disruption at our Hawesville smelter, $1.6 million for signing bonuses related to a new labor agreement in Iceland and $1.0 million related to the separation of a former senior executive. Lastly, results include a $16.8 million unrealized gain on the fair value of contingent consideration related to the acquisition of the remaining 50.3% interest of Mt. Holly.
For the first half of 2014, Century reported net income of $0.2 million ($0.00 per common share). Cost of sales for the first half included a benefit of $5.5 million related to power contract amortization and $1.2 million for lower of cost or market inventory adjustments. Results were negatively impacted by a reserve of $3.6 million for a legal settlement.
Sales for the first half of 2015 were $1,111.4 million compared with $879.2 million for the first half of 2014. Shipments of primary aluminum for the first half of 2015 were 479,208 tonnes compared with 422,829 tonnes shipped for the first half of 2014.
Net cash provided by operating activities in the first half of 2015 was $110.3 million compared to $8.6 million in the first half of 2014.  Cash and cash equivalents increased $4.2 million during the first half of 2015 compared to a decrease in cash and cash equivalents of $22.7 million in the first half of 2014. During the first half of 2015, Century acquired 2.4 million shares of common stock for a total cost of $36.3 million and paid $38.2 million related to the Mt. Holly acquisition, primarily for pension funding obligations per the terms of the acquisition agreement.
"We have witnessed a significant weakening in the commodity price environment during the last several months,” commented Michael Bless, President and CEO. “In the primary aluminum sector, demand development remains strong in the U.S. and is improving in Western Europe and certain other key developed markets. However, there has been a meaningful deterioration in supply side conditions, principally in the form of exports from China. This subsidized material, much of which circumvents laws and regulations implemented by the Chinese authorities, is flooding markets in the U.S. and Europe. Aggressive and timely action is required to ensure fairness and an equal footing for all participants in these markets.”
Mr. Bless continued, “We are taking regrettable but necessary actions to preserve the competitiveness of our businesses. We have announced layoffs that will impact a significant number of our colleagues. We have deferred or cancelled a substantial number of programs, while maintaining adequate investment in safety, operational reliability, product quality and customer support. We have implemented a variety of other actions aimed at improving cash flow and preserving liquidity. We will continue to analyze and implement additional actions as appropriate.”





“With real regret, we announced last week our intent to work toward a permanent closure of our Ravenswood, West Virginia plant,” continued Mr. Bless. “We are grateful for the efforts of state officials and West Virginia’s congressional representatives, all of whom we are convinced did everything in their power to facilitate a restart of the smelter. The depth of our collective efforts renders this decision all the more difficult. In the final analysis, however, market conditions made the likelihood of a restart simply unrealistic within any reasonable time frame. We will now move to dispose of the plant and the site consistent with the best interests of our shareholders, the local community and the economic development objectives of the state.”
Mr. Bless concluded, “We will move forward aggressively to preserve the value of the company during this difficult market environment. We have strong liquidity, low financial leverage and few fixed contractual obligations. We will continue to fund high return and low risk projects aimed at growing our businesses and improving their competitiveness. We are nearing the end of the process to finalize a post-2015 power arrangement for Mt. Holly, and must reach a conclusion within the coming months. We are confident that Century will emerge from this difficult industry environment stronger and more competitive."
About Century Aluminum
Century Aluminum Company owns primary aluminum capacity in the United States and Iceland. Century's corporate offices are located in Chicago, IL. Visit www.centuryaluminum.com for more information.
Certified Advisors for the First North market of the OMX Nordic Exchange Iceland hf. for Global Depositary Receipts in Iceland:
Atli B. Gudmundsson, Senior Manager -- Corporate Finance, Landsbankinn hf.
Steingrimur Helgason, Director -- Corporate Finance, Landsbankinn hf.
Non-GAAP Financial Measures
Adjusted net income and adjusted earnings per share are non-GAAP financial measures that management believes provide additional meaningful information regarding Century’s financial performance as these measures generally exclude the effects of items that are considered non-recurring, are difficult to predict or to measure in advance or that are not directly related to the Company’s ongoing operations. The table below, under the heading “Reconciliation of Non-GAAP Financial Measures,” provides a reconciliation of each non-GAAP financial measure to the most directly comparable GAAP financial measure. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the Company’s reported results prepared in accordance with GAAP. In addition, because not all companies use identical calculations, adjusted net income and adjusted earnings per share included in this press release may not be comparable to similarly titled measures of other companies. Investors are encouraged to review the reconciliation in conjunction with the presentation of these non-GAAP financial measures.
Cautionary Statement
This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements are statements about future events and are based on our current expectations. These forward-looking statements may be identified by the words “believe,” “expect,” “hope,” “target,” “anticipate,” “intend,” “plan,” “seek,” “estimate,” “potential,” “project,” “scheduled,” “forecast” or words of similar meaning, or future or conditional verbs such as “will,” “would,” “should,” “could,” “might,” or “may.” Our forward-looking statements include, without limitation, statements with respect to: future global and local financial and economic conditions; our assessment of the aluminum market and aluminum prices (including premiums); our assessment of power pricing and our ability to successfully obtain and/or implement long-term competitive power arrangements for our operations and projects, including at Mt. Holly; our relationship with our employees and labor unions; our plans with respect to the closure of our Ravenswood smelter and the potential curtailment of other domestic assets; the future financial and operating performance of the Company, its subsidiaries and its projects; future earnings, operating results and liquidity; future inventory, production, sales, cash costs and capital expenditures; future impairment charges or restructuring costs; our business objectives, strategies and initiatives, including our ability to achieve productivity improvements or cost reductions.
Where we express an expectation or belief as to future events or results, such expectation or belief is expressed in good faith and believed to have a reasonable basis. However, our forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from future results expressed, projected or implied by those forward-looking statements. Important factors that could cause actual results and





events to differ from those described in such forward-looking statements can be found in the risk factors and forward-looking statements cautionary language contained in our Annual Report on Form 10-K, quarterly reports on Form 10-Q and in other filings made with the Securities and Exchange Commission. Although we have attempted to identify those material factors that could cause actual results or events to differ from those described in such forward-looking statements, there may be other factors that could cause results or events to differ from those anticipated, estimated or intended. Many of these factors are beyond our ability to control or predict. Given these uncertainties, the reader is cautioned not to place undue reliance on our forward-looking statements. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events, or otherwise.

Contacts
Kenny Barkley (media)

 
270-577-2070

Peter Trpkovski (investors)    
 
312-696-3112









CENTURY ALUMINUM COMPANY
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
(Unaudited)
 
Three months ended June 30,
 
Six months ended June 30,
 
2015
 
2014
 
2015
 
2014
NET SALES:
 
 
 
 
 
 
 
Related parties
$
513,681

 
$
288,573

 
$
1,089,410

 
$
574,156

Third-party customers
9,810

 
169,751

 
21,992

 
305,015

Total net sales
523,491

 
458,324

 
1,111,402

 
879,171

Cost of goods sold
515,149

 
419,820

 
1,008,965

 
842,425

Gross profit
8,342

 
38,504

 
102,437

 
36,746

Selling, general and administrative expenses
10,012

 
10,618

 
21,983

 
20,680

Ravenswood impairment
30,850

 

 
30,850

 

Other operating expense – net
2,601

 
1,874

 
4,680

 
4,288

Operating income (loss)
(35,121
)
 
26,012

 
44,924

 
11,778

Interest expense
(5,573
)
 
(5,571
)
 
(11,124
)
 
(11,048
)
Interest income
61

 
34

 
203

 
174

Net gain (loss) on forward and derivative contracts
566

 
352

 
919

 
(527
)
Unrealized gain on fair value of contingent consideration
10,287

 

 
16,814

 

Other income – net
93

 
300

 
1,147

 
47

Income (loss) before income taxes and equity in earnings of joint ventures
(29,687
)
 
21,127

 
52,883

 
424

Income tax expense
(5,065
)
 
(1,654
)
 
(14,366
)
 
(560
)
Income (loss) before equity in earnings of joint ventures
(34,752
)
 
19,473

 
38,517

 
(136
)
Equity in earnings of joint ventures
855

 
871

 
1,365

 
376

Net income (loss)
$
(33,897
)
 
$
20,344

 
$
39,882

 
$
240

 
 
 
 
 
 
 
 
Net income (loss) allocated to common stockholders
$
(33,897
)
 
$
18,675

 
$
36,628

 
$
220

EARNINGS (LOSS) PER COMMON SHARE:
 
 
 
 
 
 
 
Basic
$
(0.39
)
 
$
0.21

 
$
0.42

 
$
0.00

Diluted
(0.39
)
 
0.21

 
0.41

 
0.00

WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:
 
 
 
 
 
 
 
Basic
86,873

 
88,787

 
87,838

 
88,752

Diluted
86,873

 
89,352

 
88,495

 
89,292







CENTURY ALUMINUM COMPANY
CONSOLIDATED BALANCE SHEETS
(in thousands, except share amounts)
(Unaudited)
 
June 30, 2015
 
December 31, 2014
ASSETS
 
 
 
Cash and cash equivalents
$
167,408

 
$
163,242

Restricted cash
1,083

 
801

Accounts receivable — net
9,807

 
76,165

Due from affiliates
52,310

 
31,503

Inventories
318,422

 
283,480

Prepaid and other current assets
36,236

 
29,768

Deferred taxes
14,281

 
14,281

Total current assets
599,547

 
599,240

Property, plant and equipment — net
1,263,861

 
1,291,218

Other assets
125,830

 
123,577

TOTAL
$
1,989,238

 
$
2,014,035

LIABILITIES AND SHAREHOLDERS’ EQUITY
 
 
 
LIABILITIES:
 
 
 
Accounts payable, trade
$
119,334

 
$
151,443

Due to affiliates
63,667

 
22,261

Accrued and other current liabilities
67,162

 
104,646

Accrued employee benefits costs
9,742

 
10,159

Industrial revenue bonds
7,815

 
7,815

Total current liabilities
267,720

 
296,324

Senior notes payable
247,079

 
246,888

Accrued pension benefits costs — less current portion
56,711

 
59,906

Accrued postretirement benefits costs — less current portion
136,020

 
152,894

Other liabilities
46,596

 
53,272

Deferred taxes
118,572

 
113,604

Total noncurrent liabilities
604,978

 
626,564

 

 

SHAREHOLDERS’ EQUITY:
 
 
 
Series A Preferred stock (one cent par value, 5,000,000 shares authorized; 160,000 issued and 77,127 outstanding at June 30, 2015; 160,000 issued and 78,141 outstanding at December 31, 2014)
1

 
1

Common stock (one cent par value, 195,000,000 shares authorized; 94,087,473 issued and 86,900,952 outstanding at June 30, 2015; 93,851,103 issued and 89,064,582 outstanding at December 31, 2014)
941

 
939

Additional paid-in capital
2,512,682

 
2,510,261

Treasury stock, at cost
(86,276
)
 
(49,924
)
Accumulated other comprehensive loss
(98,242
)
 
(117,682
)
Accumulated deficit
(1,212,566
)
 
(1,252,448
)
Total shareholders’ equity
1,116,540

 
1,091,147

TOTAL
$
1,989,238

 
$
2,014,035






CENTURY ALUMINUM COMPANY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(Unaudited)
 
Six months ended June 30,
 
2015
 
2014
CASH FLOWS FROM OPERATING ACTIVITIES:
 
 
 
Net income
$
39,882

 
$
240

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Unrealized gain on fair value of contingent consideration
(16,814
)
 

Unrealized gain on E.ON contingent obligation
(706
)
 
(706
)
Accrued and other plant curtailment costs — net
2,149

 
2,181

Lower of cost or market inventory adjustment
25,689

 
(1,247
)
Depreciation
36,409

 
35,143

Ravenswood impairment
30,850

 

Sebree power contract amortization

 
(5,534
)
Debt discount amortization
191

 
177

Pension and other postretirement benefits
(262
)
 
2,368

Deferred income taxes
4,984

 
2,731

Stock-based compensation
894

 
533

Equity in earnings of joint ventures, net of dividends
(1,365
)
 
(376
)
Change in operating assets and liabilities:
 
 
 
Accounts receivable — net
66,359

 
3,931

Due from affiliates
(20,807
)
 
(10,508
)
Inventories
(60,631
)
 
(2,786
)
Prepaid and other current assets
3,819

 
6,816

Accounts payable, trade
(34,087
)
 
(8,413
)
Due to affiliates
41,406

 
(1,226
)
Accrued and other current liabilities
1,288

 
(12,200
)
Other — net
(8,932
)
 
(2,496
)
Net cash provided by operating activities
110,316

 
8,628

CASH FLOWS FROM INVESTING ACTIVITIES:
 
 
 
Purchase of property, plant and equipment
(26,587
)
 
(16,758
)
Nordural expansion — Helguvik
(175
)
 
(186
)
Purchase of carbon anode assets and improvements
(4,606
)
 
(7,226
)
Purchase of remaining interest in Mt. Holly smelter
(38,162
)
 

Proceeds from sale of property, plant and equipment
14

 
46

Restricted and other cash deposits
(282
)
 
(1,334
)
Net cash used in investing activities
(69,798
)
 
(25,458
)
CASH FLOWS FROM FINANCING ACTIVITIES:
 
 
 
Borrowings under revolving credit facilities
1,010

 
86,646

Repayments under revolving credit facilities
(1,010
)
 
(92,646
)
Repurchase of common stock
(36,352
)
 

Issuance of common stock

 
126

Net cash used in financing activities
(36,352
)
 
(5,874
)
CHANGE IN CASH AND CASH EQUIVALENTS
4,166

 
(22,704
)
Cash and cash equivalents, beginning of period
163,242

 
84,088

Cash and cash equivalents, end of period
$
167,408

 
$
61,384








CENTURY ALUMINUM COMPANY
SELECTED OPERATING DATA
(Unaudited)

 
SHIPMENTS - PRIMARY ALUMINUM
 
 
 
 
 
 
 
 
 
 
 
Direct (1)
 
Toll
 
United States
 
Iceland
 
Iceland
 
Tonnes
 
Sales $ (000)
 
Tonnes
 
Sales $ (000)
 
Tonnes
 
Sales $ (000)
2015
 
 
 
 
 
 
 
 
 
 
 
2nd Quarter
157,373

 
$
371,898

 
50,056

 
$
110,083

 
26,521

 
$
37,858

1st Quarter
169,306

 
421,141

 
45,967

 
112,662

 
29,985

 
46,617

Total
326,679

 
$
793,039

 
96,023

 
$
222,745

 
56,506

 
$
84,475

2014
 
 
 
 
 
 
 
 
 
 
 
2nd Quarter
143,439

 
$
325,650

 
39,593

 
$
82,328

 
33,012

 
$
48,441

1st Quarter
136,532

 
296,889

 
36,764

 
74,370

 
33,489

 
47,185

Total
279,971

 
$
622,539

 
76,357

 
$
156,698

 
66,501

 
$
95,626

 
 
 
 
 
 
 
 
 
 
 
 
(1)
Excludes scrap aluminum sales.






CENTURY ALUMINUM COMPANY
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(in millions, except per share amounts)
(Unaudited)
 
 
Q215
EPS
Net income (loss) as reported
 
$
(33.9
)
$
(0.39
)
 
 
 
 
Ravenswood impairment
 
30.9

0.35

Hawesville labor disruption
 
11.7

0.13

Mt. Holly purchase accounting
 
(10.3
)
(0.12
)
LCM inventory adjustment
 
25.7

0.30

Impact of preferred shares
 

(0.02
)
 
 
 
 
Adjusted net income
 
$
24.1

$
0.25