0001104659-20-110457.txt : 20200930
0001104659-20-110457.hdr.sgml : 20200930
20200930170607
ACCESSION NUMBER: 0001104659-20-110457
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200928
FILED AS OF DATE: 20200930
DATE AS OF CHANGE: 20200930
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GLENCORE INTERNATIONAL AG
CENTRAL INDEX KEY: 0001032383
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34474
FILM NUMBER: 201213050
BUSINESS ADDRESS:
STREET 1: BAARERMATTSTRASSE 3
STREET 2: P O BOX 555 CH 6341 BAAR
CITY: SWITZERLAND
BUSINESS PHONE: 4142227722
MAIL ADDRESS:
STREET 1: BAARERMATTSTRASSE 3
STREET 2: P O BOX 555 CH 6341 BAAR
CITY: SWITZERLAND
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Glencore plc
CENTRAL INDEX KEY: 0001521365
STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 8880 [8880]
STATE OF INCORPORATION: Y9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34474
FILM NUMBER: 201213051
BUSINESS ADDRESS:
STREET 1: BAARERMATTSTRASSE 3
CITY: BAAR
STATE: V8
ZIP: CH-6341
BUSINESS PHONE: 41 41 709 2000
MAIL ADDRESS:
STREET 1: BAARERMATTSTRASSE 3
CITY: BAAR
STATE: V8
ZIP: CH-6341
FORMER NAME:
FORMER CONFORMED NAME: Glencore Xstrata plc
DATE OF NAME CHANGE: 20130606
FORMER NAME:
FORMER CONFORMED NAME: GLENCORE INTERNATIONAL PLC
DATE OF NAME CHANGE: 20110520
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: CENTURY ALUMINUM CO
CENTRAL INDEX KEY: 0000949157
STANDARD INDUSTRIAL CLASSIFICATION: PRIMARY PRODUCTION OF ALUMINUM [3334]
IRS NUMBER: 133070826
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1 SOUTH WACKER DRIVE
STREET 2: SUITE 1000
CITY: CHICAGO
STATE: IL
ZIP: 60606
BUSINESS PHONE: 3126963101
MAIL ADDRESS:
STREET 1: 1 SOUTH WACKER DRIVE
STREET 2: SUITE 1000
CITY: CHICAGO
STATE: IL
ZIP: 60606
4
1
tm2032132d1_4.xml
OWNERSHIP DOCUMENT
X0306
4
2020-09-28
0
0000949157
CENTURY ALUMINUM CO
CENX
0001032383
GLENCORE INTERNATIONAL AG
BAARERMATTSTRASSE 3
P.O. BOX 1363
BAAR
V8
CH-6341
SWITZERLAND
0
0
1
0
0001521365
Glencore plc
BAARERMATTSTRASSE 3
P.O. BOX 1363
BAAR
V8
CH-6341
SWITZERLAND
0
0
1
0
Cash Settled Total Return Swap
9.7193
2020-09-28
4
J
1
1
0
D
2020-12-29
2020-12-29
Common Stock
4729302
0
D
On July 2, 2010, Glencore International AG ("Glencore International"), a direct wholly-owned subsidiary of Glencore plc, entered into a Master Terms and Conditions for Swap Transactions agreement (the "Swap Agreement") with Citigroup Global Markets Inc. (together with its successors in interest under the Swap Agreement, "Citi"), pursuant to which Glencore International and Citi may, from time to time, enter into cash-settled total return swaps (the "Swaps"). On September 14, 2017 Glencore International transferred all of its rights and obligations under the Swap Agreement and all agreements and transactions thereunder to Glencore Canada Corporation, an indirect wholly-owned subsidiary of Glencore plc ("Glencore Canada"), which rights and obligations were transferred back to Glencore International on April 17, 2018.
Pursuant to the Swap Agreement, on September 15, 2010, Glencore International received economic exposure pursuant to a Swap (the "First Swap") entered into between Glencore International and Citi with an initial expiration date of September 17, 2012 (subsequently extended to April 17, 2021).
Upon expiration of the First Swap, (i) Glencore International will be obligated to make a cash payment to Citi with respect to any depreciation in the volume weighted average price of the 4,729,302 shares of common stock referenced by the First Swap (the "First Subject Shares") from the $9.719270 per share volume weighted average price calculated during the initial averaging period for the First Swap (which ended on September 15, 2010) to the volume weighted average price of the First Subject Shares during the final valuation period preceding the expiration of the term of the First Swap, or (ii) Citi will be obligated to make a cash payment to Glencore International with respect to any appreciation in such volume weighted average price based on the above period.
On September 28, 2020 the parties terminated the September 15, 2010 swap. The final settlement payment is scheduled to be made on December 29, 2020, and will be based on a final reference price based on the volume weighted average price of the Common Stock during a final valuation period between the termination date and the settlement date.
Under the terms of the Swap Agreement, generally, Glencore International will be obligated to pay to Citi certain fees and commissions and Citi will be obligated to pay to Glencore International an amount in cash equal to any dividends that would have been paid by the issuer on the First Subject Shares.
The cash settled total return swaps under the Swap Agreement are held directly by Glencore International, and may be deemed to be beneficially owned indirectly by Glencore plc. The cash settled total return swaps do not give the reporting persons direct or indirect voting, investment or dispositive control over any securities of the issuer, and accordingly, the reporting persons disclaim any beneficial ownership in the shares of common stock referenced by the swaps.
GLENCORE INTERNATIONAL AG: By: /s/ Martin Haering; Name: Martin Haering; Title: Officer
2020-09-30
GLENCORE INTERNATIONAL AG: By: /s/ Derrick Crowley; Name: Derrick Crowley; Title: Officer
2020-09-30
GLENCORE PLC: By: /s/ John Burton; Name: John Burton; Title: Company Secretary
2020-09-30