Condensed consolidating financial information | Condensed consolidating financial information Our 2021 Notes are guaranteed by each of our material existing and future domestic subsidiaries (The "Guarantor Subsidiaries"), except for Nordural US LLC and Century Aluminum Development LLC. The Guarantor Subsidiaries are 100% owned by Century. All guarantees are full and unconditional; all guarantees are joint and several. These notes are not guaranteed by our foreign subsidiaries (such foreign subsidiaries, Nordural US LLC and Century Aluminum Development LLC, collectively the “Non-Guarantor Subsidiaries”). We allocate corporate expenses or income to our subsidiaries and charge interest on certain intercompany balances. The following summarized condensed consolidating statements of comprehensive income (loss) for three and nine months ended September 30, 2016 and 2015 , condensed consolidating balance sheets as of September 30, 2016 and December 31, 2015 and the condensed consolidating statements of cash flows for the nine months ended September 30, 2016 and 2015 present separate results for Century, the Guarantor Subsidiaries, the Non-Guarantor Subsidiaries, consolidating adjustments and total consolidated amounts. Although Century Aluminum West Virginia (which owns our curtailed Ravenswood smelter) has guaranteed our Notes due 2021, because we are in the process of selling substantially all of its assets, we have included its net assets, results of operations and cash flows in the columns under the caption Non-Guarantor Subsidiaries. Condensed Consolidating Statements of Comprehensive Income (Loss) For the three months ended September 30, 2016 The Company Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Consolidating Adjustments Total Consolidated NET SALES: Related parties $ — $ 170,947 $ 152,449 $ (22,285 ) $ 301,111 Third-party customers — 32,795 11 (267 ) 32,539 Total net sales — 203,742 152,460 (22,552 ) 333,650 Cost of goods sold — 231,082 141,957 (21,777 ) 351,262 Gross profit (loss) — (27,340 ) 10,503 (775 ) (17,612 ) Selling, general and administrative expenses 9,517 — 216 — 9,733 Ravenswood charges — — 26,830 — 26,830 Other operating expense - net — — 878 — 878 Operating loss (9,517 ) (27,340 ) (17,421 ) (775 ) (55,053 ) Interest expense - third parties (5,101 ) (385 ) (45 ) — (5,531 ) Interest income (expense) - affiliates 9,947 2,059 (12,006 ) — — Interest income - third parties 33 — 157 — 190 Net gain on forward and derivative contracts — 1,275 — — 1,275 Other income (expense) - net 48 14 (219 ) — (157 ) Loss before income taxes and equity in earnings (loss) of joint ventures (4,590 ) (24,377 ) (29,534 ) (775 ) (59,276 ) Income tax effect (877 ) — 1,725 — 848 Loss before equity in earnings (loss) of joint ventures (5,467 ) (24,377 ) (27,809 ) (775 ) (58,428 ) Equity in earnings (loss) of joint ventures (52,806 ) — 155 52,806 155 Net income (loss) $ (58,273 ) $ (24,377 ) $ (27,654 ) $ 52,031 $ (58,273 ) Other comprehensive income (loss) before income tax effect 1,206 777 303 (1,080 ) 1,206 Income tax effect (382 ) — 8 (8 ) (382 ) Other comprehensive income (loss) 824 777 311 (1,088 ) 824 Total comprehensive income (loss) $ (57,449 ) $ (23,600 ) $ (27,343 ) $ 50,943 $ (57,449 ) Condensed Consolidating Statements of Comprehensive Income (Loss) For the three months ended September 30, 2015 The Company Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Consolidating Adjustments Total Consolidated NET SALES: Related parties $ 14,136 $ 284,891 $ 156,167 $ (27,176 ) $ 428,018 Third-party customers — 26,728 18 (224 ) 26,522 Total net sales 14,136 311,619 156,185 (27,400 ) 454,540 Cost of goods sold — 359,072 148,949 (11,058 ) 496,963 Gross profit (loss) 14,136 (47,453 ) 7,236 (16,342 ) (42,423 ) Selling, general and administrative expenses 10,375 59 1,132 — 11,566 Ravenswood charges — — — — — Other operating expense - net — — 1,537 — 1,537 Operating income (loss) 3,761 (47,512 ) 4,567 (16,342 ) (55,526 ) Interest expense - third parties (4,980 ) (391 ) (47 ) — (5,418 ) Interest income (expense) - affiliates 9,163 1,901 (11,064 ) — — Interest income - third parties 15 — 30 — 45 Net gain (loss) on forward and derivative contracts (177 ) 353 109 — 285 Unrealized gain on fair value of contingent consideration — 1,523 — — 1,523 Other income (expense) - net 164 92 (142 ) — 114 Income (loss) before income taxes and equity in earnings of joint ventures 7,946 (44,034 ) (6,547 ) (16,342 ) (58,977 ) Income tax effect 2,030 — (32 ) 163 2,161 Income (loss) before equity in earnings of joint ventures 9,976 (44,034 ) (6,579 ) (16,179 ) (56,816 ) Equity in earnings of joint ventures (66,088 ) — 704 66,088 704 Net income (loss) $ (56,112 ) $ (44,034 ) $ (5,875 ) $ 49,909 $ (56,112 ) Other comprehensive income (loss) before income tax effect (3,241 ) 212 (4,826 ) 4,614 (3,241 ) Income tax effect (383 ) — 8 (8 ) (383 ) Other comprehensive income (loss) (3,624 ) 212 (4,818 ) 4,606 (3,624 ) Total comprehensive income (loss) $ (59,736 ) $ (43,822 ) $ (10,693 ) $ 54,515 $ (59,736 ) Condensed Consolidating Statements of Comprehensive Income (Loss) For the nine months ended September 30, 2016 The Company Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Consolidating Adjustments Total Consolidated NET SALES: Related parties $ — $ 502,707 $ 438,660 $ (69,596 ) $ 871,771 Third-party customers — 107,725 29 (267 ) 107,487 Total net sales — 610,432 438,689 (69,863 ) 979,258 Cost of goods sold — 653,258 411,651 (69,552 ) 995,357 Gross profit (loss) — (42,826 ) 27,038 (311 ) (16,099 ) Selling, general and administrative expenses 26,077 — 3,226 — 29,303 Ravenswood charges — — 26,830 — 26,830 Other operating expense - net — — 2,337 — 2,337 Operating loss (26,077 ) (42,826 ) (5,355 ) (311 ) (74,569 ) Interest expense - third parties (15,236 ) (1,150 ) (135 ) — (16,521 ) Interest income (expense) - affiliates 29,222 6,013 (35,235 ) — — Interest income - third parties 108 9 358 — 475 Net gain on forward and derivative contracts — 2,998 — — 2,998 Other income (expense) - net 682 29 (1,173 ) — (462 ) Loss before income taxes and equity in earnings (loss) of joint ventures (11,301 ) (34,927 ) (41,540 ) (311 ) (88,079 ) Income tax effect 591 — 2,646 — 3,237 Loss before equity in earnings (loss) of joint ventures (10,710 ) (34,927 ) (38,894 ) (311 ) (84,842 ) Equity in earnings (loss) of joint ventures (73,241 ) — 891 73,241 891 Net income (loss) $ (83,951 ) $ (34,927 ) $ (38,003 ) $ 72,930 $ (83,951 ) Other comprehensive income before income tax effect 3,618 2,332 910 (3,242 ) 3,618 Income tax effect (1,147 ) — 25 (25 ) (1,147 ) Other comprehensive income (loss) 2,471 2,332 935 (3,267 ) 2,471 Total comprehensive income (loss) $ (81,480 ) $ (32,595 ) $ (37,068 ) $ 69,663 $ (81,480 ) Condensed Consolidating Statements of Comprehensive Income (Loss) For the nine months ended September 30, 2015 The Company Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Consolidating Adjustments Total Consolidated NET SALES: Related parties $ 14,136 $ 1,052,963 $ 491,946 $ (41,617 ) $ 1,517,428 Third-party customers — 48,702 36 (224 ) 48,514 Total net sales 14,136 1,101,665 491,982 (41,841 ) 1,565,942 Cost of goods sold — 1,107,955 426,441 (28,468 ) 1,505,928 Gross profit 14,136 (6,290 ) 65,541 (13,373 ) 60,014 Selling, general and administrative expenses 30,743 (115 ) 2,921 — 33,549 Ravenswood charges — — 30,850 — 30,850 Other operating expense - net — — 6,217 — 6,217 Operating income (loss) (16,607 ) (6,175 ) 25,553 (13,373 ) (10,602 ) Interest expense - third parties (15,217 ) (1,186 ) (139 ) — (16,542 ) Interest income (expense) - affiliates 28,242 5,531 (33,773 ) — — Interest income - third parties 48 4 196 — 248 Net gain on forward and derivative contracts — 1,059 145 — 1,204 Unrealized gain on fair value of contingent consideration — 18,337 — — 18,337 Other income (expense) - net 1,083 (97 ) 2,005 (1,730 ) 1,261 Income (loss) before income taxes and equity in earnings of joint ventures (2,451 ) 17,473 (6,013 ) (15,103 ) (6,094 ) Income tax effect (1,158 ) — (11,047 ) — (12,205 ) Income (loss) before equity in earnings of joint ventures (3,609 ) 17,473 (17,060 ) (15,103 ) (18,299 ) Equity in earnings of joint ventures (12,621 ) — 2,069 12,621 2,069 Net income (loss) $ (16,230 ) $ 17,473 $ (14,991 ) $ (2,482 ) $ (16,230 ) Other comprehensive income before income tax effect 16,964 13,034 (2,866 ) (10,168 ) 16,964 Income tax effect (1,148 ) — 25 (25 ) (1,148 ) Other comprehensive income (loss) 15,816 13,034 (2,841 ) (10,193 ) 15,816 Total comprehensive income (loss) $ (414 ) $ 30,507 $ (17,832 ) $ (12,675 ) $ (414 ) Condensed Consolidating Balance Sheet As of September 30, 2016 The Company Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Consolidating Adjustments Total Consolidated Cash & cash equivalents $ 37,605 $ (125 ) $ 80,113 $ — $ 117,593 Restricted cash — 790 256 — 1,046 Accounts receivable - net 168 10,737 282 — 11,187 Due from affiliates 353 13,918 — — 14,271 Inventories 180 138,287 97,658 (2,837 ) 233,288 Prepaid and other current assets 7,265 4,231 20,332 — 31,828 Assets held for sale — — 23,239 — 23,239 Total current assets 45,571 167,838 221,880 (2,837 ) 432,452 Property, plant and equipment - net 8,275 335,202 841,624 — 1,185,101 Investment in subsidiaries 523,942 — — (523,942 ) — Due from affiliates - less current portion 647,844 3,706 — (651,550 ) — Other assets 28,513 18,272 16,960 7,418 71,163 TOTAL $ 1,254,145 $ 525,018 $ 1,080,464 $ (1,170,911 ) $ 1,688,716 Accounts payable, trade $ 1,431 $ 49,749 $ 34,134 $ — $ 85,314 Due to affiliates 574 8,679 787 3,065 13,105 Accrued and other current liabilities 17,929 16,459 24,994 — 59,382 Accrued employee benefits costs 1,066 7,558 660 — 9,284 Industrial revenue bonds — 7,815 — — 7,815 Total current liabilities 21,000 90,260 60,575 3,065 174,900 Senior notes payable 247,590 — — — 247,590 Accrued pension benefits costs cost - less current portion 39,048 (10,919 ) 14,304 — 42,433 Accrued postretirement benefits costs - less current portion 5,161 118,724 1,605 — 125,490 Other liabilities 3,298 32,143 29,471 7,418 72,330 Intercompany loan — 27,995 628,931 (656,926 ) — Deferred taxes — — 88,449 — 88,449 Total noncurrent liabilities 295,097 167,943 762,760 (649,508 ) 576,292 Series A Preferred stock 1 — — — 1 Common stock 942 1 232,423 (232,424 ) 942 Additional paid-in capital 2,514,765 297,899 2,075,657 (2,373,556 ) 2,514,765 Treasury stock, at cost (86,276 ) — — — (86,276 ) Accumulated other comprehensive loss (13,922 ) (57,694 ) (38,563 ) — (110,179 ) Accumulated deficit (1,477,462 ) 26,609 (2,012,388 ) 2,081,512 (1,381,729 ) Total shareholder's equity 938,048 266,815 257,129 (524,468 ) 937,524 TOTAL $ 1,254,145 $ 525,018 $ 1,080,464 $ (1,170,911 ) $ 1,688,716 Condensed Consolidating Balance Sheet As of December 31, 2015 The Company Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Consolidating Adjustments Total Consolidated Cash & cash equivalents $ 58,421 $ (3,647 ) $ 60,619 $ — $ 115,393 Restricted cash — 791 — — 791 Accounts receivable - net 104 8,891 480 — 9,475 Due from affiliates 13 14,493 2,911 — 17,417 Inventories 180 148,280 85,937 (2,525 ) 231,872 Prepaid and other current assets 7,713 16,242 18,457 — 42,412 Assets held for sale — — 30,697 — 30,697 Total current assets 66,431 185,050 199,101 (2,525 ) 448,057 Property, plant and equipment - net 9,188 361,626 861,442 — 1,232,256 Investment in subsidiaries 593,604 — — (593,604 ) — Due from affiliates - less current portion 632,170 — — (632,170 ) — Other assets 29,536 19,153 16,047 7,419 72,155 TOTAL $ 1,330,929 $ 565,829 $ 1,076,590 $ (1,220,880 ) $ 1,752,468 Accounts payable, trade $ 2,380 $ 53,145 $ 34,964 $ — $ 90,489 Due to affiliates 2,143 7,167 735 — 10,045 Accrued and other current liabilities 11,247 14,759 22,816 — 48,822 Accrued employee benefits costs 1,824 7,644 680 — 10,148 Industrial revenue bonds — 7,815 — — 7,815 Total current liabilities 17,594 90,530 59,195 — 167,319 Senior notes payable 247,278 — — — 247,278 Accrued pension benefits costs cost - less current portion 39,831 (11,021 ) 15,189 — 43,999 Accrued postretirement benefits costs - less current portion 4,524 119,911 1,564 — 125,999 Other liabilities 3,307 30,505 11,779 7,418 53,009 Intercompany loan — 124,518 509,652 (634,170 ) — Deferred taxes — — 96,994 — 96,994 Total noncurrent liabilities 294,940 263,913 635,178 (626,752 ) 567,279 Series A Preferred stock 1 — — — 1 Common stock 942 — 224,424 (224,424 ) 942 Additional paid-in capital 2,513,631 191,023 2,038,138 (2,229,161 ) 2,513,631 Treasury stock, at cost (86,276 ) — — — (86,276 ) Accumulated other comprehensive loss (13,125 ) (60,026 ) (39,499 ) — (112,650 ) Accumulated deficit (1,396,778 ) 80,389 (1,840,846 ) 1,859,457 (1,297,778 ) Total shareholder's equity 1,018,395 211,386 382,217 (594,128 ) 1,017,870 TOTAL $ 1,330,929 $ 565,829 $ 1,076,590 $ (1,220,880 ) $ 1,752,468 Condensed Consolidating Statement of Cash Flows For the nine months ended September 30, 2016 The Company Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Consolidating Adjustments Total Consolidated Net cash provided by (used in) operating activities $ (20,816 ) $ 23,044 $ (2,631 ) $ 15,985 $ 15,582 Purchase of property, plant and equipment — (4,252 ) (8,875 ) — (13,127 ) Restricted and other cash deposits — 1 (256 ) — (255 ) Net cash used in investing activities — (4,251 ) (9,131 ) — (13,382 ) Borrowings under revolving credit facilities 900 — — — 900 Repayments under revolving credit facilities (900 ) — — — (900 ) Intercompany transactions — (15,271 ) 31,256 (15,985 ) — Net cash provided by (used in) financing activities — (15,271 ) 31,256 (15,985 ) — CHANGE IN CASH AND CASH EQUIVALENTS (20,816 ) 3,522 19,494 — 2,200 Cash and cash equivalents, beginning of period 58,421 (3,647 ) 60,619 — 115,393 Cash and cash equivalents, end of period $ 37,605 $ (125 ) $ 80,113 $ — $ 117,593 Condensed Consolidating Statement of Cash Flows For the nine months ended September 30, 2015 The Company Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Consolidating Adjustments Total Consolidated Net cash provided by (used in) operating activities $ 43,577 $ 6,535 $ (197,950 ) $ 180,347 $ 32,509 Purchase of property, plant and equipment (3,513 ) (23,555 ) (20,087 ) (440 ) (47,595 ) Purchase of remaining interest in Mt. Holly smelter — 11,313 — — 11,313 Restricted and other cash deposits — (155 ) 14 — (141 ) Net cash used in investing activities (3,513 ) (12,397 ) (20,073 ) (440 ) (36,423 ) Borrowings under revolving credit facilities 1,414 — — — 1,414 Repayments under revolving credit facilities (1,414 ) — — — (1,414 ) Repurchase of common stock (36,352 ) — — — (36,352 ) Intercompany transactions — 6,433 173,474 (179,907 ) — Net cash provided by (used in) financing activities (36,352 ) 6,433 173,474 (179,907 ) (36,352 ) CHANGE IN CASH AND CASH EQUIVALENTS 3,712 571 (44,549 ) — (40,266 ) Cash and cash equivalents, beginning of period 70,683 (1,187 ) 93,746 — 163,242 Cash and cash equivalents, end of period $ 74,395 $ (616 ) $ 49,197 $ — $ 122,976 |