Condensed Consolidating Financial Information

9 Months Ended

Sep. 30, 2019

Condensed Financial Information Disclosure [Abstract]

Condensed Consolidating Financial Information

Our 2021 Notes are guaranteed by each of our material existing and future domestic subsidiaries (the "Guarantor Subsidiaries"), except for Nordural US LLC, Century Aluminum Development LLC and Century Aluminum of West Virginia, Inc. The Guarantor Subsidiaries are 100% owned by Century. All guarantees are full and unconditional; all guarantees are joint and several. These notes are not guaranteed by our foreign subsidiaries (such foreign subsidiaries, Nordural US LLC, Century Aluminum Development LLC and Century Aluminum of West Virginia, Inc., collectively the “Non-Guarantor Subsidiaries”). We allocate corporate expenses or income to our subsidiaries and charge interest on certain intercompany balances.

The following summarized condensed consolidating statements of comprehensive income (loss) for the three and nine months ended September 30, 2019 and 2018, condensed consolidating balance sheets as of September 30, 2019 and 2018 and the condensed consolidating statements of cash flows for the nine months ended September 30, 2019 and 2018 present separate results for Century, the Guarantor Subsidiaries, the Non-Guarantor Subsidiaries, consolidating adjustments and total consolidated amounts.




Condensed Consolidating Statements of Comprehensive Income (Loss)
For the three months ended September 30, 2019
	The Company			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Consolidating Adjustments			Total Consolidated
NET SALES:
Related parties	$	—		$	132.9		$	149.4		$	—		$	282.3
Other customers	—			144.2			11.5			—			155.7
Total net sales	—			277.1			160.9			—			438.0
Cost of goods sold	—			288.3			163.4			—			451.7
Gross profit (loss)	—			(11.2		)	(2.5		)	—			(13.7		)
Selling, general and administrative expenses	11.3			—			0.3			—			11.6
Other operating (income) expense - net	—			—			(0.1		)	—			(0.1		)
Operating income (loss)	(11.3		)	(11.2		)	(2.7		)	—			(25.2		)
Interest expense - term loan	(0.8		)	—			—			—			(0.8		)
Interest expense	(5.1		)	(0.4		)	(0.1		)	—			(5.6		)
Intercompany interest	8.8			2.6			(11.4		)	—			—
Interest income	0.1			—			0.1			—			0.2
Net gain (loss) on forward and derivative contracts	10.2			0.3			(0.2		)	—			10.3
Other income (expense) - net	0.1			(0.1		)	(0.9		)	—			(0.9		)
Income (loss) before income taxes and equity in earnings of joint ventures	2.0			(8.8		)	(15.2		)	—			(22.0		)
Income tax benefit (expense)	0.7			—			0.6			—			1.3
Income (loss) before equity in earnings of joint ventures	2.7			(8.8		)	(14.6		)	—			(20.7		)
Equity in earnings (loss) of joint ventures	(23.4		)	3.4			(0.1		)	20.1			—
Net income (loss)	(20.7		)	(5.4		)	(14.7		)	20.1			(20.7		)
Other comprehensive income before income tax effect	1.0			0.8			0.5			(1.3		)	1.0
Income tax effect	(0.3		)	—			—			—			(0.3		)
Other comprehensive income	0.7			0.8			0.5			(1.3		)	0.7
Total comprehensive income (loss)	$	(20.0	)	$	(4.6	)	$	(14.2	)	$	18.8		$	(20.0	)




Condensed Consolidating Statements of Comprehensive Income (Loss)
For the three months ended September 30, 2018
	The Company			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Consolidating Adjustments			Total Consolidated
NET SALES:
Related parties	$	—		$	110.8		$	194.5		$	—		$	305.3
Other customers	—			175.8			0.7			—			176.5
Total net sales	—			286.6			195.2			—			481.8
Cost of goods sold	—			301.5			192.1			—			493.6
Gross profit (loss)	—			(14.9		)	3.1			—			(11.8		)
Selling, general and administrative expenses	8.4			—			0.4			—			8.8
Helguvik (gains) losses	—			—			(4.5		)	—			(4.5		)
Other operating (income) expense - net	—			—			(0.5		)	—			(0.5		)
Operating income (loss)	(8.4		)	(14.9		)	7.7			—			(15.6		)
Interest expense	(5.0		)	(0.4		)	(0.2		)	—			(5.6		)
Intercompany interest	9.3			2.4			(11.7		)	—			—
Interest income	0.1			—			0.3			—			0.4
Net gain (loss) on forward and derivative contracts	(0.2		)	0.4			0.6			—			0.8
Other income (expense) - net	—			—			0.7			—			0.7
Income (loss) before income taxes and equity in earnings of joint ventures	(4.2		)	(12.5		)	(2.6		)	—			(19.3		)
Income tax (expense) benefit	0.5			—			(2.2		)	—			(1.7		)
Income (loss) before equity in earnings of joint ventures	(3.7		)	(12.5		)	(4.8		)	—			(21.0		)
Equity in earnings (loss) of joint ventures	(16.6		)	2.8			0.7			13.8			0.7
Net income (loss)	(20.3		)	(9.7		)	(4.1		)	13.8			(20.3		)
Other comprehensive income (loss) before income tax effect	0.5			0.5			0.4			(0.9		)	0.5
Income tax effect	(0.4		)	—			—			—			(0.4		)
Other comprehensive income	0.1			0.5			0.4			(0.9		)	0.1
Total comprehensive income (loss)	$	(20.2	)	$	(9.2	)	$	(3.7	)	$	12.9		$	(20.2	)




Condensed Consolidating Statements of Comprehensive Income (Loss)
For the nine months ended September 30, 2019
	The Company			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Consolidating Adjustments			Total Consolidated
NET SALES:
Related parties	$	—		$	432.8		$	465.9		$	—		$	898.7
Other customers	—			479.1			23.4			—			502.5
Total net sales	—			911.9			489.3			—			1,401.2
Cost of goods sold	—			921.5			510.3			—			1,431.8
Gross profit (loss)	—			(9.6		)	(21.0		)	—			(30.6		)
Selling, general and administrative expenses	36.9			—			1.3			—			38.2
Other operating (income) expense - net	—			—			0.4			—			0.4
Operating income (loss)	(36.9		)	(9.6		)	(22.7		)	—			(69.2		)
Interest expense - term loan	(1.3		)	—			—			—			(1.3		)
Interest expense	(15.9		)	(1.2		)	(0.2		)	—			(17.3		)
Intercompany interest	26.2			7.6			(33.8		)	—			—
Interest income	0.2			—			0.4			—			0.6
Net gain (loss) on forward and derivative contracts	10.3			1.0			(0.6		)	—			10.7
Other income (expense) - net	0.9			(2.0		)	(0.5		)	—			(1.6		)
Income (loss) before income taxes and equity in earnings of joint ventures	(16.5		)	(4.2		)	(57.4		)	—			(78.1		)
Income tax benefit (expense)	1.6			—			4.1			—			5.7
Income (loss) before equity in earnings of joint ventures	(14.9		)	(4.2		)	(53.3		)	—			(72.4		)
Loss on sale of BHH	—			—			(4.3		)	—			(4.3		)
Equity in earnings (loss) of joint ventures	(61.1		)	3.1			0.7			58.0			0.7
Net income (loss)	(76.0		)	(1.1		)	(56.9		)	58.0			(76.0		)
Other comprehensive income (loss) before income tax effect	2.8			1.6			2.0			(3.6		)	2.8
Income tax effect	(0.8		)	—			—			—			(0.8		)
Other comprehensive income	2.0			1.6			2.0			(3.6		)	2.0
Total comprehensive income (loss)	$	(74.0	)	$	0.5		$	(54.9	)	$	54.4		$	(74.0	)




Condensed Consolidating Statements of Comprehensive Income (Loss)
For the nine months ended September 30, 2018
	The Company			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Consolidating Adjustments			Total Consolidated
NET SALES:
Related parties	$	—		$	315.1		$	569.1		$	—		$	884.2
Other customers	—			519.1			3.0			—			522.1
Total net sales	—			834.2			572.1			—			1,406.3
Cost of goods sold	—			821.1			548.8			—			1,369.9
Gross profit	—			13.1			23.3			—			36.4
Selling, general and administrative expenses	29.8			—			1.7			—			31.5
Helguvik (gains) losses	—			—			(4.5		)	—			(4.5		)
Other operating expense - net	—			—			0.0			—			0.0
Operating income (loss)	(29.8		)	13.1			26.1			—			9.4
Interest expense	(15.4		)	(1.2		)	(0.1		)	—			(16.7		)
Intercompany interest	27.4			7.0			(34.4		)	—			—
Interest income	0.3			—			1.0			—			1.3
Net gain (loss) on forward and derivative contracts	(0.2		)	1.1			1.9			—			2.8
Other income (expense) - net	0.6			(0.2		)	1.4			—			1.8
Income (loss) before income taxes and equity in earnings of joint ventures	(17.1		)	19.8			(4.1		)	—			(1.4		)
Income tax benefit expense	0.7			—			(3.7		)	—			(3.0		)
Income (loss) before equity in earnings of joint ventures	(16.4		)	19.8			(7.8		)	—			(4.4		)
Equity in earnings (loss) of joint ventures	15.2			(0.3		)	3.2			(14.9		)	3.2
Net income (loss)	(1.2		)	19.5			(4.6		)	(14.9		)	(1.2		)
Other comprehensive income (loss) before income tax effect	4.2			3.9			1.2			(5.1		)	4.2
Income tax effect	(1.1		)	—			—			—			(1.1		)
Other comprehensive income	3.1			3.9			1.2			(5.1		)	3.1
Total comprehensive income (loss)	$	1.9		$	23.4		$	(3.4	)	$	(20.0	)	$	1.9




Condensed Consolidating Balance Sheet
As of September 30, 2019
	The Company			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries		Consolidating Adjustments			Total Consolidated
Cash & cash equivalents	$	1.5		$	—	$	21.0	$	—		$	22.5
Restricted cash	—			0.8		—		—			0.8
Accounts receivable - net	—			70.6		11.3		—			81.9
Due from affiliates	—			22.9		0.4		—			23.3
Inventories	—			199.0		123.3		—			322.3
Prepaid and other current assets	12.3			0.9		10.1		—			23.3
Total current assets	13.8			294.2		166.1		—			474.1
Property, plant and equipment - net	18.1			326.2		605.8		—			950.1
Investment in subsidiaries	625.1			57.7		—		(682.8		)	—
Leases - right of use assets	5.9			1.4		16.9		—			24.2
Due from affiliates - long term	742.2			526.6		5.3		(1,272.7		)	1.4
Other assets	35.4			4.2		2.4		—			42.0
TOTAL	$	1,440.5		$	1,210.3	$	796.5	$	(1,955.5	)	$	1,491.8

Accounts payable, trade	$	2.9		$	86.3	$	22.8	$	—		$	112.0
Due to affiliates	—			—		—		—			—
Accrued and other current liabilities	26.7			25.1		14.3		—			66.1
Accrued employee benefits costs	1.9			8.3		0.8		—			11.0
Term loan - current	15.0			—		—		—			15.0
Revolving credit facility	0.4			—		—		—			0.4
Industrial revenue bonds	—			7.8		—		—			7.8
Total current liabilities	46.9			127.5		37.9		—			212.3
Senior notes payable	249.0			—		—		—			249.0
Term loan - less current portion	25.0			—		—		—			25.0
Accrued pension benefits costs - less current portion	22.3			20.7		5.4		—			48.4
Accrued postretirement benefits costs - less current portion	1.0			98.6		1.6		—			101.2
Due to affiliates - long term	395.2			295.4		582.1		(1,272.7		)	—
Other liabilities	5.9			22.0		17.5		—			45.4
Leases - right of use liabilities	5.6			0.2		16.1		—			21.9
Deferred taxes	(0.3		)	1.8		97.2		—			98.7
Total noncurrent liabilities	703.7			438.7		719.9		(1,272.7		)	589.6
Preferred stock	0.0			—		—		—			0.0
Common stock	1.0			—		0.1		(0.1		)	1.0
Other shareholders' equity	688.9			644.1		38.6		(682.7		)	688.9
Total shareholders' equity	689.9			644.1		38.7		(682.8		)	689.9
TOTAL	$	1,440.5		$	1,210.3	$	796.5	$	(1,955.5	)	$	1,491.8




Condensed Consolidating Balance Sheet
As of December 31, 2018
	The Company			Combined Guarantor Subsidiaries		Combined Non-Guarantor Subsidiaries		Consolidating Adjustments			Total Consolidated
Cash & cash equivalents	$	0.1		$	—	$	38.8	$	—		$	38.9
Restricted cash	—			0.8		—		—			0.8
Accounts receivable - net	0.5			81.8		0.2		—			82.5
Due from affiliates	—			13.1		9.6		—			22.7
Inventories	—			210.7		133.1		—			343.8
Prepaid and other current assets	6.4			3.4		8.2		—			18.0
Total current assets	7.0			309.8		189.9		—			506.7
Property, plant and equipment - net	20.6			320.7		626.0		—			967.3
Investment in subsidiaries	668.3			54.5		—		(722.8		)	—
Due from affiliates - long term	751.7			517.6		7.2		(1,276.5		)	—
Other assets	29.8			2.1		31.6		—			63.5
TOTAL	$	1,477.4		$	1,204.7	$	854.7	$	(1,999.3	)	$	1,537.5

Accounts payable, trade	$	3.7		$	84.1	$	31.6	$	—		$	119.4
Due to affiliates	—			—		10.3		—			10.3
Accrued and other current liabilities	15.8			22.8		13.9		—			52.5
Accrued employee benefits costs	1.9			8.3		0.8		—			11.0
Revolving credit facility	23.3			—		—		—			23.3
Industrial revenue bonds	—			7.8		—		—			7.8
Total current liabilities	44.7			123.0		56.6		—			224.3
Senior notes payable	248.6			—		—		—			248.6
Accrued pension benefits costs - less current portion	23.2			20.7		7.0		—			50.9
Accrued postretirement benefits costs - less current portion	0.7			98.9		1.6		—			101.2
Other liabilities	2.8			23.5		19.7		—			46.0
Due to affiliates - long term	395.4			307.6		573.5		(1,276.5		)	—
Deferred taxes	(0.2		)	1.8		102.7		—			104.3
Total noncurrent liabilities	670.5			452.5		704.5		(1,276.5		)	551.0
Preferred stock	0.0			—		—		—			0.0
Common stock	1.0			—		0.1		(0.1		)	1.0
Other shareholders' equity	761.2			629.2		93.5		(722.7		)	761.2
Total shareholders' equity	762.2			629.2		93.6		(722.8		)	762.2
TOTAL	$	1,477.4		$	1,204.7	$	854.7	$	(1,999.3	)	$	1,537.5




Condensed Consolidating Statement of Cash Flows
For the nine months ended September 30, 2019
	The Company			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Consolidating Adjustments			Total Consolidated
Net cash provided by (used in) operating activities	$	(57.1	)	$	45.0		$	7.7		$	—		$	(4.4	)
Purchase of property, plant and equipment	(0.6		)	(26.4		)	(12.9		)	—			(39.9		)
Proceeds from sale of joint venture	—			—			10.5			—			10.5
Intercompany transactions	(9.3		)	(52.6		)	2.0			59.9			—
Net cash provided by (used in) investing activities	(9.9		)	(79.0		)	(0.4		)	59.9			(29.4		)
Borrowings under term loan	40.0			—			—			—			40.0
Borrowings under revolving credit facilities	295.1			—			19.5			—			314.6
Repayments under revolving credit facilities	(318.0		)	—			(19.5		)	—			(337.5		)
Other short term borrowings	3.4			—			—			—			3.4
Repayment on other short term borrowings	(3.4		)	—			—			—			(3.4		)
Issuance of common stock	0.3			—			—			—			0.3
Intercompany transactions	51.0			34.0			(25.1		)	(59.9		)	—
Net cash provided by (used in) financing activities	68.4			34.0			(25.1		)	(59.9		)	17.4
CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH	1.4			—			(17.8		)	—			(16.4		)
Cash, cash equivalents and restricted cash, beginning of period	0.1			0.8			38.8			—			39.7
Cash, cash equivalents and restricted cash, end of period	$	1.5		$	0.8		$	21.0		$	—		$	23.3




Condensed Consolidating Statement of Cash Flows
For the nine months ended September 30, 2018
	The Company			Combined Guarantor Subsidiaries			Combined Non-Guarantor Subsidiaries			Consolidating Adjustments			Total Consolidated
Net cash provided by (used in) operating activities	$	(51.2	)	$	(0.5	)	$	(7.3	)	$	—		$	(59.0	)
Purchase of property, plant and equipment	(4.0		)	(38.9		)	(6.4		)	—			(49.3		)
Intercompany transactions	39.5			40.9			(0.4		)	(80.0		)	—
Net cash provided by (used in) investing activities	35.5			2.0			(6.8		)	(80.0		)	(49.3		)
Borrowings under revolving credit facilities	14.3			—			—			—			14.3
Issuance of common stock	0.2			—			—			—			0.2
Intercompany transactions	(37.1		)	(1.7		)	(41.2		)	80.0			—
Net cash provided by (used in) financing activities	(22.6		)	(1.7		)	(41.2		)	80.0			14.5
CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH	(38.3		)	(0.2		)	(55.3		)	—			(93.8		)
Cash, cash equivalents and restricted cash, beginning of period	64.3			0.7			103.0			—			168.0
Cash, cash equivalents and restricted cash, end of period	$	26.0		$	0.5		$	47.7		$	—		$	74.2