4//SEC Filing
GLENCORE HOLDING AG 4
Accession 0001144204-11-014670
CIK 0000949157other
Filed
Mar 13, 8:00 PM ET
Accepted
Mar 14, 6:12 PM ET
Size
9.3 KB
Accession
0001144204-11-014670
Insider Transaction Report
Form 4
GLENCORE INTERNATIONAL AG
10% Owner
Transactions
- OtherSwap
Cash Settled Total Return Swap (obligation to buy)
2011-03-11+1→ 1 totalExercise: $16.66From: 2013-03-11Exp: 2013-03-11→ Common Stock (4,400,000 underlying)
GLENCORE HOLDING AG
10% Owner
Transactions
- OtherSwap
Cash Settled Total Return Swap (obligation to buy)
2011-03-11+1→ 1 totalExercise: $16.66From: 2013-03-11Exp: 2013-03-11→ Common Stock (4,400,000 underlying)
Footnotes (4)
- [F1]On July 2, 2010, Glencore International AG ("Glencore International") entered into a Master Terms and Conditions for Swap Transactions agreement (the "Swap Agreement") with Citigroup Global Markets Inc. ("Citi"), pursuant to which Glencore International and Citi may, from time to time, enter into cash-settled total return swaps (the "Swaps").
- [F2]Pursuant to the Swap Agreement, on March 11, 2011, Glencore International received economic exposure pursuant to a Swap entered into between Glencore International and Citi under which, upon expiration of a two year term, (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 4,400,000 shares of common stock referenced by the Swap (the "Subject Shares") from the $16.6582 per share volume weighted average price calculated during the initial averaging period for the Swap (which ended on the transaction date) to the volume weighted average price of the Subject Shares during the final valuation period preceding the expiration of the term of the 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.
- [F3]In addition, under the terms of the Swap Agreement, generally, Glencore International will be obligated to post cash collateral to Citi and 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 Company on the Subject Shares.
- [F4]The cash settled total return swap reported in Table II is held directly by Glencore International and may be deemed to be beneficially owned indirectly by its controlling shareholder, Glencore Holding AG. The cash settled total return swap does not give the reporting persons direct or indirect voting, investment or dispositive control over any securities of the issuer, and accordingly, Glencore International and Glencore Holding AG disclaim any beneficial ownership in the Subject Shares.
Documents
Issuer
CENTURY ALUMINUM CO
CIK 0000949157
Entity typeother
IncorporatedSwitzerland
Related Parties
1- filerCIK 0001284715
Filing Metadata
- Form type
- 4
- Filed
- Mar 13, 8:00 PM ET
- Accepted
- Mar 14, 6:12 PM ET
- Size
- 9.3 KB