UNITED
STATES
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): February 4,
2009
Century
Aluminum Company
(Exact
name of registrant as specified in its charter)
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Delaware
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0-27918
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13-3070826
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(State
or other jurisdiction of Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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2511
Garden Road
Building
A, Suite 200
Monterey,
California
(Address
of principal executive offices)
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93940
(Zip
Code)
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(831)
642-9300
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(Registrant's
telephone number, including area code)
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N/A
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(Former
name or former address, if changed since last
report)
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Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
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Item
2.05 Costs Associated with Exit or Disposal Activities.
On
February 4, 2009, Century Aluminum Company (the “Company”) announced its
commitment to conduct an orderly curtailment of the remaining plant
operations at its Ravenswood, WV aluminum smelter ("Ravenswood") by
February 20. Layoffs for the majority of Ravenswood's employees are
expected to be completed by February 20, 2009. This announcement follows
a Federal
Worker Adjustment and Retraining Notification Act ("WARN") on December 17, 2008
wherein the Company informed employees of the possibility of curtailment of the
entire plant at the end of a 60 day period. In December after the
WARN announcement, the Company began an orderly curtailment of one of the
Ravenswood’s four potlines and recorded charges of approximately $2 million
for employee severance costs.
The
Company expects to record approximately $27 to $30 million in net charges
related to the curtailment of Ravenswood's operations in December 2008 and
February 2009 (the "Curtailments"). Included
in the charge is $28 to $30 million for employee severance costs (including
pension plan curtailments); $7 to $8 million in contract termination and other
costs associated with the Curtailments; and a gain of approximately $8 million
related to other postemployment benefits plan curtailments. At this
time, the Company cannot reasonably estimate charges that may arise
from our alumina supply agreement that expires December 31, 2009.
These charges may be material.
The
Company estimates that future cash expenditures related to the Curtailments will
be approximately $34 million. These future cash expenditures are
expected to be paid over the next 24 months.
The
information in this Form 8-K may contain "forward-looking statements" within the
meaning of U.S. federal securities laws. The Company has based its
forward-looking statements on current expectations and projections about the
future, however, these statements are subject to risks, uncertainties and
assumptions, any of which could cause the Company's actual results to differ
materially from those expressed in its forward-looking statements. More
information about these risks, uncertainties and assumptions can be found in the
risk factors and forward-looking statements cautionary language contained in the
Company's Annual Report on Form 10-K and in other filings made with the
Securities and Exchange Commission. The Company does not undertake, and
specifically disclaims, any obligation to revise any forward-looking statements
to reflect the occurrence of anticipated or unanticipated events or
circumstances after the date such forward-looking statements are
made.
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.
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CENTURY
ALUMINUM COMPANY
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Date:
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February
9, 2009
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By:
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/s/
William J. Leatherberry
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Name:
William J. Leatherberry
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Title: Vice
President, Assistant General Counsel and Assistant
Secretary
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