Century Aluminum ups consent fee for 7.5% notes; gets 90% consents for 1.75% convertibles

By Susanna Moon

Chicago, Nov. 13 - Century Aluminum Co. said it received consents for 90% of its 1.75% convertible senior notes due 2024 and that it amended its exchange offer and consent solicitation for its $250 million of 7.5% senior notes due 2014.

Century said it will pay an additional $20 for each 7.5% note tendered by the consent date.

The company had previously extended the consent payment deadline to 11:59 p.m. ET on Nov. 18 from 11:59 p.m. ET on Nov. 10 and the expiration date to 11:50 p.m. ET on Dec. 3 from 11:59 p.m. ET on Nov. 25.

The company said it has been advised by its financial adviser that a group of holders purporting to represent a majority of the 7.5% notes has indicated interest in participating in the exchange offer and consent solicitation on the amended terms.

The extra $20 payment per $1,000 will be $10 in cash and $10 in new notes.

As previously noted, those who tender their 7.5% notes will receive $950 principal amount of newly issued 8% senior secured notes due May 15, 2014 for each $1,000 principal amount of notes exchanged.

The company is also offering a consent payment of $50.00 for each $1,000 principal amount of 7.5% notes.

7.5% notes exchange, solicitation

When the company began the solicitation, a news release from Bracewell & Giuliani LLP countered with the announcement that a large holder of the 7.5% notes is forming a group to consider the exchange and solicitation.

As announced on Nov. 13, the new notes to be issued in the exchange will be callable beginning on May 15, 2011 at an initial redemption price of 104 plus accrued interest. The redemption price will decline to 102 and par plus accrued interest on May 15, 2012 and May 15, 2013, respectively.

In addition, before May 15, 2011, the company may redeem up to 35% of the exchange notes with proceeds from offerings of some of Century's capital stock at 108 plus accrued interest.

In general, the covenants in the indenture governing the exchange notes will be based on those contained in the 7.5% notes' indenture, the company said in a news release.

Century is soliciting consents to amend the note indenture to eliminate most restrictive covenants and modify some events of default.

It is seeking consents from holders of a majority of the notes.

The exchange offer and consent solicitation for the 7.5% notes will expire at 11:59 p.m. ET on Nov. 25. The consent payment deadline is 11:59 p.m. ET on Nov. 10.

Holders exchange 1.75% convertibles

On Nov. 9 Century said it agreed to issue approximately 11.4 million shares of common stock in exchange for approximately $128 million principal amount of its 1.75% convertible senior notes due 2024.

After concluding these debt-for-equity exchanges, approximately $47 million principal amount of the convertibles will remain outstanding.

The company said the holders also agreed to consent to some amendments or modifications to the indenture governing the convertibles. As a result, Century Aluminum has received enough consents to amend the indenture.

As previously reported, a consent solicitation for the convertibles began Oct. 28 and will end at 11:59 p.m. ET on Nov. 10.

1.75% notes solicitation

The company is seeking consents to modify the 1.75% notes' indenture to modify some events of default, including the exclusion of events of default relating to bankruptcies and insolvencies of its legacy domestic subsidiaries.

Century will pay a consent fee of $2.50 for each $1,000 principal amount of 1.75% notes.

The 1.75% notes' consent solicitation expired at 11:59 p.m. ET on Nov. 10.

Globic Advisors, Inc. is the information and exchange agent (212 227-9699). Houlihan Lokey is the solicitation agent (212 497-7864).

Century is a Monterey, Calif.-based producer of primary aluminum products.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.