JOINT FILING AGREEMENTJoint Filing Agreement • May 25th, 2004 • Glencore International Ag • Primary production of aluminum
Each of the undersigned hereby agrees to the joint filing on behalf of each of them of this Amendment No. 1 to the statement on Schedule 13D (including any amendments thereto) with respect to the common stock, par value $0.01 per share, of Century Aluminum Company. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
Exhibit 1 JOINT FILING AGREEMENT Each of the undersigned hereby agrees to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the common stock, par value $0.01 per share, of Century...Joint Filing Agreement • April 12th, 2001 • Glencore International Ag • Rolling drawing & extruding of nonferrous metals
Each of the undersigned hereby agrees to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the common stock, par value $0.01 per share, of Century Aluminum Company. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
STOCK PURCHASE AGREEMENT by and between GLENCORE AG and GIVOLON LIMITED September 14, 2017 STOCK PURCHASE AGREEMENTStock Purchase Agreement • September 15th, 2017 • Glencore International Ag • Primary production of aluminum
This Stock Purchase Agreement (this “Deed”) is made and entered into as of September 14, 2017 (the “Effective Date”), by and between Glencore AG, a company organized under the laws of Switzerland with registered number CHE-103.101.282 (“Seller”), and Givolon Limited, a company organized under the laws of Jersey (“Purchaser” and together with Seller, the “Parties” and each, a “Party”).
JOINDER AGREEMENTJoinder Agreement • September 15th, 2017 • Glencore International Ag • Primary production of aluminum • England
This Joinder Agreement (“Agreement”) is made and entered into as of September 14, 2017 (the “Effective Date”), by the undersigned, Ryfold Limited, a company duly organized and existing under the laws of Jersey (“Ryfold”), in favor of the parties to the Framework Agreement (as defined below).
SHARE PURCHASE AGREEMENT by and between GLENCORE AG and RYFOLD LIMITED September 14, 2017 SHARE PURCHASE AGREEMENTShare Purchase Agreement • September 15th, 2017 • Glencore International Ag • Primary production of aluminum
This Share Purchase Agreement (this “Agreement”) is made and entered into as of September 14, 2017 (the “Effective Date”), by and between Glencore AG, a company organized under the laws of Switzerland (“Seller”), and Ryfold Limited, a company organized under the laws of Jersey (“Purchaser” and together with Seller, the “Parties” and each, a “Party”). Capitalized terms used but not defined herein shall have the meanings given to such terms in the Framework Agreement (defined below).
FRAMEWORK AGREEMENT by and between GLENCORE AG and GIVOLON LIMITED September 14, 2017Framework Agreement • September 15th, 2017 • Glencore International Ag • Primary production of aluminum
This Framework Agreement (this “Agreement”) is made and entered into as of September 14, 2017 (the “Effective Date”), by and between Glencore AG, a company organized under the laws of Switzerland (“GAG”), and Givolon Limited, a company organized under the laws of Jersey (“Givolon” and together with GAG, the “Parties” and each, a “Party”).
VOTING AUTHORIZATION AGREEMENT by and between GIVOLON LIMITED and GLENCORE AG September 14, 2017 VOTING AUTHORIZATION AGREEMENTVoting Authorization Agreement • September 15th, 2017 • Glencore International Ag • Primary production of aluminum
This Voting Authorization Agreement (this “Agreement”), is made and entered into as of September 14, 2017 (the “Effective Date”), by and between Givolon Limited, a company organized under the laws of Jersey (“Givolon”) and Glencore AG, a company organized under the laws of Switzerland (“GAG” and together with Givolon, the “Parties” and each, a “Party”).
Exhibit 2 CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENTConvertible Preferred Stock Purchase Agreement • April 12th, 2001 • Glencore International Ag • Rolling drawing & extruding of nonferrous metals • Delaware
SCHEDULE to the Master Agreement dated as of September 14, 2017 between Glencore AG (“Party A”), a company organized under the laws of Switzerland, and Givolon Limited (“Party B”), a company organized under the laws of JerseyMaster Agreement • September 15th, 2017 • Glencore International Ag • Primary production of aluminum
CALL OPTION AGREEMENTCall Option Agreement • September 15th, 2017 • Glencore International Ag • Primary production of aluminum
This Call Option Agreement (this “Agreement”, or the “Givolon Call Option”), is made and entered into as of September 14, 2017 (the “Effective Date”), by and between Ryfold Limited, a company duly organized and existing under the laws of Jersey (the “Seller”) and Glencore AG, a company duly organized and existing under the laws of Switzerland (“Option Holder”). Seller and Option Holder are sometimes collectively referred to herein as the “Parties” and each is referred to individually as a “Party.”
CHARGOR] (as Chargor) and HSBC BANK PLC (as Chargee) SECURITY DEEDGlencore International Ag • January 5th, 2024 • Primary production of aluminum
JOINT FILING AGREEMENTJoint Filing Agreement • September 15th, 2017 • Glencore International Ag • Primary production of aluminum
Each of the undersigned hereby agrees that this Amendment No. 21 to the statement on Schedule 13D is being filed with the Securities and Exchange Commission on behalf of each of the undersigned pursuant to Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
JOINT FILING AGREEMENTJoint Filing Agreement • April 6th, 2011 • Glencore International Ag • Primary production of aluminum
Each of the undersigned hereby agrees that this Amendment No. 15 to the statement on Schedule 13D is being filed with the Securities and Exchange Commission on behalf of each of the undersigned pursuant to Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
JOINT FILING AGREEMENTJoint Filing Agreement • September 30th, 2020 • Glencore International Ag • Primary production of aluminum
Each of the undersigned hereby agrees that this Amendment No. 25 to the statement on Schedule 13D is being filed with the Securities and Exchange Commission on behalf of each of the undersigned pursuant to Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
JOINT FILING AGREEMENTJoint Filing Agreement • December 15th, 2017 • Glencore International Ag • Primary production of aluminum
Each of the undersigned hereby agrees that this Amendment No. 22 to the statement on Schedule 13D is being filed with the Securities and Exchange Commission on behalf of each of the undersigned pursuant to Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
FORM OF WILLY R. STROTHOTTE LOCK-UP AGREEMENT LOCK-UP LETTERUp Agreement • July 21st, 2008 • Glencore International Ag • Primary production of aluminum
The undersigned understands that Credit Suisse Securities (USA) LLC (“Credit Suisse”) and Morgan Stanley & Co. Incorporated (“Morgan Stanley”) propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Century Aluminum Company, a Delaware corporation (the “Company”) providing for the public offering (the “Public Offering”) by the several underwriters, including Credit Suisse and Morgan Stanley and the other underwriters for which they act as representatives (the “Underwriters”), of shares (the “Shares”) of the Common Stock, $.01 par value of the Company (the “Common Stock”).
JOINT FILING AGREEMENTJoint Filing Agreement • July 21st, 2008 • Glencore International Ag • Primary production of aluminum
Each of the undersigned hereby agrees to the joint filing on behalf of each of them pursuant to Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, of this Amendment No. 4 to the statement on Schedule 13D with respect to the common stock, par value $0.01 per share, of Century Aluminum Company. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
JOINT FILING AGREEMENTJoint Filing Agreement • June 19th, 2020 • Glencore International Ag • Primary production of aluminum
Each of the undersigned hereby agrees that this Amendment No. 23 to the statement on Schedule 13D is being filed with the Securities and Exchange Commission on behalf of each of the undersigned pursuant to Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
April 5, 2011 Glencore Baarermattstrasse 3 CH-6341 Baar, Switzerland Attn: Head of Aluminum Department Gentlemen:Glencore International Ag • April 6th, 2011 • Primary production of aluminum • New York
This letter constitutes the agreement (the “Agreement”) between Century Aluminum Company (the “Company”), on the one hand, and Glencore AG (“Glencore”) and each of the other Persons (as defined below) set forth on the signature pages hereto (the “Glencore Affiliates”), on the other hand, with respect to the matters set forth below. Glencore, the Glencore Affiliates and the affiliates (as defined below) of each of the foregoing are collectively referred to as the “Glencore Group.”
JOINT FILING AGREEMENTJoint Filing Agreement • August 20th, 2020 • Glencore International Ag • Primary production of aluminum
Each of the undersigned hereby agrees that this Amendment No. 24 to the statement on Schedule 13D is being filed with the Securities and Exchange Commission on behalf of each of the undersigned pursuant to Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
JOINT FILING AGREEMENTJoint Filing Agreement • January 5th, 2024 • Glencore International Ag • Primary production of aluminum
Each of the undersigned hereby agrees that this Amendment No. 27 to the statement on Schedule 13D is being filed with the Securities and Exchange Commission on behalf of each of the undersigned pursuant to Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
JOINT FILING AGREEMENTJoint Filing Agreement • July 8th, 2008 • Glencore International Ag • Primary production of aluminum
Each of the undersigned hereby agrees to the joint filing on behalf of each of them pursuant to Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, of this Amendment No. 3 to the statement on Schedule 13D with respect to the common stock, par value $0.01 per share, of Century Aluminum Company. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
FORM OF GLENCORE INVESTMENT PTY LTD AND GLENCORE AG LOCK-UP AGREEMENT LOCK-UP LETTERGlencore International Ag • July 21st, 2008 • Primary production of aluminum
The undersigned understands that Credit Suisse Securities (USA) LLC (“Credit Suisse”) and Morgan Stanley & Co. Incorporated (“Morgan Stanley”) propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Century Aluminum Company, a Delaware corporation (the “Company”) providing for the public offering (the “Public Offering”) by the several underwriters, including Credit Suisse and Morgan Stanley and the other underwriters for which they act as representatives (the “Underwriters”), of shares (the “Shares”) of the Common Stock, $.01 par value of the Company (the “Common Stock”).
JOINT FILING AGREEMENTJoint Filing Agreement • November 27th, 2007 • Glencore International Ag • Primary production of aluminum
Each of the undersigned hereby agrees to the joint filing on behalf of each of them pursuant to Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, of this Amendment No. 2 to the statement on Schedule 13D with respect to the common stock, par value $0.01 per share, of Century Aluminum Company. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
