betweenStock Purchase Agreement • April 17th, 2001 • Century Aluminum Co • Rolling drawing & extruding of nonferrous metals • Delaware
7 1/2% Senior Notes Due 2014Indenture • September 1st, 2004 • Century Aluminum Co • Primary production of aluminum • New York
325,000,000 11 3/4% SENIOR SECURED FIRST MORTGAGE NOTES DUE 2008Purchase Agreement • April 17th, 2001 • Century Aluminum Co • Rolling drawing & extruding of nonferrous metals • New York
RECITALSSupplemental Indenture • September 1st, 2004 • Century Aluminum Co • Primary production of aluminum • New York
EXHIBIT 10.1 CONSENT AND FOURTH AMENDMENT TO REVOLVING CREDIT AGREEMENT This CONSENT AND FOURTH AMENDMENT TO REVOLVING CREDIT AGREEMENT, dated as of October 29, 2004 (this "Amendment"), is by and among (a) Century Aluminum Company, a Delaware...Revolving Credit Agreement • December 29th, 2004 • Century Aluminum Co • Primary production of aluminum
BETWEENAsset Purchase Agreement • April 17th, 2001 • Century Aluminum Co • Rolling drawing & extruding of nonferrous metals • New York
EXHIBIT 1.1 9,500,000 SHARES CENTURY ALUMINUM COMPANY COMMON STOCK, $.01 PAR VALUE UNDERWRITING AGREEMENT April 7, 2004Stock Purchase Agreement • April 8th, 2004 • Century Aluminum Co • Primary production of aluminum • New York
EXHIBIT 2.4 SECURITY AGREEMENT SECURITY AGREEMENT dated as of April 1, 2003 (this "Security Agreement") by and between Hancock Aluminum LLC, a Delaware limited liability company ("Hancock"), Glencore Ltd., a Swiss corporation acting through its...Security Agreement • April 16th, 2003 • Century Aluminum Co • Rolling drawing & extruding of nonferrous metals • New York
SECTION 3. REMOVAL OF CAST PLATE FROM CREDIT AGREEMENT. From and after the Effective Date, Century Cast Plate, Inc. ("Cast Plate") shall cease to be a party to the Credit Agreement or any other Loan Document. Any reference to the Borrowers, Borrower,...Loan Agreement • November 15th, 1999 • Century Aluminum Co • Rolling drawing & extruding of nonferrous metals • Massachusetts
1 Exhibit 4.3 REGISTRATION RIGHTS AGREEMENT Dated as of April 2, 2001Registration Rights Agreement • April 17th, 2001 • Century Aluminum Co • Rolling drawing & extruding of nonferrous metals • New York
INDENTURE AUGUST 9, 2004Century Aluminum Co • November 1st, 2004 • Primary production of aluminum • New York
19 3 costs arising in connection with the direct or indirect acquisition of such asset by way of increased product or service charges or offset items or in connection with a Capital Lease. Restricted Investments permitted under Section 9.10(v) shall...Loan and Security Agreement • August 14th, 1998 • Century Aluminum Co • Rolling drawing & extruding of nonferrous metals • New York
EXHIBIT 2.5 GUARANTY AGREEMENT This Guaranty Agreement ("Guaranty Agreement") is made and entered into as of the 1st day of April, 2003, by Hancock Aluminum LLC, a Delaware limited liability company ("Hancock"), Century Kentucky, Inc., a Delaware...Guaranty Agreement • April 16th, 2003 • Century Aluminum Co • Rolling drawing & extruding of nonferrous metals • New York
CENTURY ALUMINUM COMPANY,Indenture • November 7th, 2014 • Century Aluminum Co • Primary production of aluminum • New York
WHEREAS, for its lawful corporate purposes, the Company has duly authorized the execution and delivery of this Indenture to provide for the issuance of debt securities (hereinafter referred to as the “Securities”), in an unlimited aggregate principal amount to be issued from time to time in one or more series as in this Indenture provided, as registered Securities without coupons, to be authenticated by the certificate of the Trustee;
1- 2 expense, loss or damage (including reasonable attorney fees) incurred by, any Protected Person related to or arising from the consulting services of the Consultants provided hereunder.Management Services Agreement • October 6th, 1999 • Century Aluminum Co • Rolling drawing & extruding of nonferrous metals • New York
CENTURY ALUMINUM COMPANY AND WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of April 9, 2021Indenture • April 12th, 2021 • Century Aluminum Co • Primary production of aluminum • New York
ARTICLE 1DEFINITIONS Section 1.01. Definitions 1 Section 1.02. References to Interest 13 ARTICLE 2ISSUE, DESCRIPTION, EXECUTION, REGISTRATION AND EXCHANGE OF NOTES Section 2.01. Designation and Amount 13 Section 2.02. Form of Notes 14 Section 2.03. Date and Denomination of Notes; Payments of Interest and Defaulted Amounts 14 Section 2.04. Execution, Authentication and Delivery of Notes 16 Section 2.05. Exchange and Registration of Transfer of Notes; Restrictions on Transfer; Depositary 16 Section 2.06. Mutilated, Destroyed, Lost or Stolen Notes 23 Section 2.07. Temporary Notes 24 Section 2.08. Cancellation of Notes Paid, Converted, Etc 25 Section 2.09. CUSIP Numbers 25 Section 2.10. Additional Notes; Repurchases 25 ARTICLE 3SATISFACTION AND DISCHARGE Section 3.01. Satisfaction and Discharge 26 ARTICLE 4PARTICULAR COVENANTS OF THE COMPANY Section 4.01. Payment of Principal and Interest 27 Section 4.02. Maintenance of Office or Agency 27 Section 4.03. Appointments to Fill Vacancies in th
Exhibit 10.1 REVOLVING CREDIT AGREEMENT Dated as of April 2, 2001Revolving Credit Agreement • August 14th, 2001 • Century Aluminum Co • Rolling drawing & extruding of nonferrous metals
24,500,000 Shares CENTURY ALUMINUM COMPANY COMMON STOCK, $.01 PAR VALUE UNDERWRITING AGREEMENTUnderwriting Agreement • February 3rd, 2009 • Century Aluminum Co • Primary production of aluminum • New York
Century Aluminum Company, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”) for whom you are acting as representatives (the “Representatives”), an aggregate of 24,500,000 shares of the Common Stock, $.01 par value, of the Company (the “Firm Shares”).
1 Exhibit 4.5 Record and Return to: Davis Polk & Wardwell 450 Lexington Avenue New York, New York 10017 Attention: James P. McIntyre, Esq. DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT, FINANCING STATEMENT AND FIXTURE FILING dated...Century Aluminum Co • April 17th, 2001 • Rolling drawing & extruding of nonferrous metals • West Virginia
by and among COLUMBIA VENTURES CORPORATION, a Washington corporation as Seller, Seller's wholly owned subsidiary, NORDURAL HF, an Icelandic public limited company, as Company and CENTURY ALUMINUM COMPANY, a Delaware corporation, as BuyerStock Purchase Agreement • March 30th, 2004 • Century Aluminum Co • Primary production of aluminum • New York
AND GLENCORE AGConvertible Preferred Stock Purchase Agreement • April 17th, 2001 • Century Aluminum Co • Rolling drawing & extruding of nonferrous metals • Delaware
EXHIBIT 10.3Employment Agreement • May 14th, 2002 • Century Aluminum Co • Rolling drawing & extruding of nonferrous metals • California
ARTICLE I DEFINITIONSStock and Asset Purchase Agreement • October 6th, 1999 • Century Aluminum Co • Rolling drawing & extruding of nonferrous metals • New York
42 2 Executive shall not at any time while employed by the Company or any of its affiliates (as defined in the Severance Protection Agreement between the Company and Executive dated the date hereof (the "SPA")), without the prior consent of the Board...Employment Agreement • August 14th, 1998 • Century Aluminum Co • Rolling drawing & extruding of nonferrous metals • California
AMENDMENT TOSeverance Protection Agreement • May 14th, 1999 • Century Aluminum Co • Rolling drawing & extruding of nonferrous metals
RECITALS:Asset Purchase Agreement • April 16th, 2003 • Century Aluminum Co • Rolling drawing & extruding of nonferrous metals • New York
RECITALSEmployment Agreement • May 14th, 1999 • Century Aluminum Co • Rolling drawing & extruding of nonferrous metals • California
EXHIBIT 4.2 ___________________________________________________________________ _____________ REGISTRATION RIGHTS AGREEMENT Dated as of August 26, 2004Registration Rights Agreement • September 1st, 2004 • Century Aluminum Co • Primary production of aluminum • New York
EXHIBIT 4.3 SUPPLEMENTAL INDENTURE NO. 2 dated as of October 26, 2004Century Aluminum Co • November 1st, 2004 • Primary production of aluminum • New York
EXHIBIT 4.2 SUPPLEMENTAL INDENTURE NO. 1 dated as of October 26, 2004Century Aluminum Co • November 1st, 2004 • Primary production of aluminum • New York
RECITALSEmployment Agreement • January 25th, 2006 • Century Aluminum Co • Primary production of aluminum • California
i 3 This COLLATERAL PLEDGE AND SECURITY AGREEMENT (this "PLEDGE AGREEMENT") is made and entered into as of April 2, 2001 by Century Aluminum Company, a Delaware corporation (with its successors, the "COMPANY"), the Guarantors listed on the signature...Collateral Pledge and Security Agreement • April 17th, 2001 • Century Aluminum Co • Rolling drawing & extruding of nonferrous metals • New York
EXHIBIT 10.4Employment Agreement • May 14th, 2002 • Century Aluminum Co • Rolling drawing & extruding of nonferrous metals • California
AGREEMENTShared Services Agreement • August 14th, 2001 • Century Aluminum Co • Rolling drawing & extruding of nonferrous metals • Delaware
6,500,000 Shares CENTURY ALUMINUM COMPANY COMMON STOCK, $.01 PAR VALUE UNDERWRITING AGREEMENTUnderwriting Agreement • July 16th, 2008 • Century Aluminum Co • Primary production of aluminum • New York
