0001104659-21-064090.txt : 20210510
0001104659-21-064090.hdr.sgml : 20210510
20210510190258
ACCESSION NUMBER: 0001104659-21-064090
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210507
FILED AS OF DATE: 20210510
DATE AS OF CHANGE: 20210510
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: 21909046
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: 21909045
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
tm2115830d1_4.xml
OWNERSHIP DOCUMENT
X0306
4
2021-05-07
0
0000949157
CENTURY ALUMINUM CO
CENX
0001032383
GLENCORE INTERNATIONAL AG
BAARERMATTSTRASSE 3
P.O. BOX 1363
BAAR
V8
CH-6340
SWITZERLAND
0
0
1
0
0001521365
Glencore plc
BAARERMATTSTRASSE 3
P.O. BOX 1363
BAAR
V8
CH-6340
SWITZERLAND
0
0
1
0
Cash Settled Total Return Swap
2021-05-07
4
X
1
1
D
Common Stock
4400000
0
D
Glencore International AG ("Glencore International"), a direct wholly-owned subsidiary of Glencore plc, previously received economic exposure with respect to 4,400,000 shares of common stock pursuant to a cash-settled total return swap (the "Swap") entered into between Glencore International and Citigroup Global Markets Inc. (together with its successors in interest under the Swap, "Citi"), with an initial expiration date of March 11, 2013 (subsequently extended to April 17, 2021).
Upon expiration of the Swap, (i) Glencore International is obligated to make a cash payment to Citi with respect to any depreciation in the volume weighted average price of the common stock from the $16.6582 per share volume weighted average price calculated during the initial averaging period for the Swap in March 2011 to the volume weighted average price of the common stock during the final valuation period at the expiration of the term of the Swap, or (ii) Citi is obligated to make a cash payment to Glencore International with respect to any appreciation in such volume weighted average price during the same period.
Under the terms of the Swap, generally, Glencore International was obligated to pay to Citi certain fees and commissions and Citi was obligated to pay to Glencore International an amount in cash equal to any dividends that would have been paid by the issuer on the number of shares referenced by the Swap.
On April 17, 2021 the Swap expired in accordance with its terms and a net settlement amount of $4,039,728 (equal to the difference between (i) a final valuation amount based on the volume weighted average price of the common stock during a final valuation period ending on May 7, 2021, and (ii) the original valuation amount equal to the per share initial reference price of $16.6582 multiplied by the 4,400,000 shares referenced by the Swap), became due from Glencore International to Citi.
The Swap was held directly by Glencore International, and may be deemed to have been beneficially owned indirectly by Glencore plc. The Swap did 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/ John Burton; Name: John Burton; Title: Director
2021-05-10
GLENCORE INTERNATIONAL AG: By: /s/ Martin Haering; Name: Martin Haering; Title: Officer
2021-05-10
GLENCORE PLC: By: /s/ John Burton; Name: John Burton; Title: Company Secretary
2021-05-10