Item 1.01.  Entry into a Material Definitive Agreement.
In connection with the intended offering (the "Offering") of up to $250,000,000
aggregate principal amount of Senior Secured Notes due 2025 (the "New Notes") by
Century Aluminum Company (the "Company") and the commencement of a cash tender
offer for any and all of the Company's outstanding 7.500% Senior Secured Notes
due 2021 (the "Existing Notes") as further described below, on June 17, 2020 the
Company entered into Amendment No. 1 (the "Amendment") to the Second Amended and
Restated Loan and Security Agreement (the "Loan Agreement"), by and among the
Company, certain subsidiaries of the Company, the lenders party thereto and
Wells Fargo Capital Finance, LLC, as the agent for the lenders. The Amendment
provides that, among other things, upon the closing of the issuance of the New
Notes, the maturity date for borrowings under the Loan Agreement will be the
earlier of (i) May 16, 2023 and (ii) the date that is six (6) months prior to
the stated maturity of the New Notes.
The foregoing summary of the Amendment does not purport to be complete and is
qualified in its entirety by reference to the Amendment, a copy of which is
filed as Exhibit 10.1 hereto and incorporated by reference herein.
Item 8.01.  Other Events.
New Notes Offering and Concurrent Tender Offer
On June 18, 2020, the Company announced its intention to offer, pursuant to
Rule 144A and Regulation S under the Securities Act of 1933, as amended (the
"Securities Act"), up to $250,000,000 aggregate principal amount of New Notes.
Concurrently, the Company announced the commencement of a cash tender offer for
any and all of its outstanding Existing Notes (the "Tender Offer"), which will
be financed with the gross proceeds received from the offering of the New Notes
(the "Notes Offering"). Copies of the press releases announcing the Notes
Offering and the Tender Offer are attached hereto as Exhibit 99.1 and
Exhibit 99.2, respectively, and are incorporated by reference herein.
The New Notes have not been registered under the Securities Act or any state
securities laws and may not be offered or sold within the United States or to
U.S. persons, except to qualified institutional buyers in reliance on the
exemption from registration provided by Rule 144A and to certain persons in
offshore transactions in reliance on Regulation S. This Form 8-K shall not
constitute an offer to sell or a solicitation of an offer to purchase the New
Notes or any other securities, and shall not constitute an offer, solicitation
or sale in any state or jurisdiction in which such an offer, solicitation or
sale would be unlawful.
Item 9.01.  Financial Statements and Exhibits.
(d) Exhibits

Exhibit Number      Description
  10.1                Amendment No. 1 to the Second Amended and Restated Loan and
                    Security Agreement, dated as of June 17, 2020, by and among the
                    Company, certain subsidiaries of the Company, the lenders party
                    thereto and Wells Fargo Capital Finance, LLC, as the agent for
                    the lenders.
  99.1                Press release dated June 18, 2020 (Notes Offering)
  99.2                Press release dated June 18, 2020 (Tender Offer)
104                 Cover Page Interactive Data File (embedded within the Inline
                    XBRL document)




--------------------------------------------------------------------------------

© Edgar Online, source Glimpses