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Exhibit 10.18
MEMORANDUM OF UNDERSTANDING
CURTAILMENT OF OPERATIONS
DUE TO POWER SALE
JANUARY 11, 2001
On December 27, 2000, Golden Northwest Aluminum Company (GNA) and the United
Steelworkers Of America, AFL-CIO, District 11 (USWA) entered into an agreement
on the use of net proceeds from the remarketing of electrical power available to
GNA through its current contract with Bonneville Power Administration
(Agreement).
Having discussed the effects on the Bargaining Units (Local Unions) of
Goldendale Aluminum Company and Northwest Aluminum Company (Company), as a
result of GNA's decision and agreement with USWA regarding the use of net
proceeds from said BPA power sale, the Local Unions, on January 4, 2001, have
expressed a desire to follow the respective Collective Bargaining Agreements
(CBA) regarding layoff and recall for this Power Sale Curtailment through
September 30, 2001. This memorandum applies to the period of cell stoppage
ending September 30, 2001, and applies to active employees as of January 1,
2001.
It is the intention of the parties to resume operations on October 1, 2001, at a
level consistent with the allocation of BPA power for the subscription period
2001-2006. Any decision to delay the resumption of operations beyond October 1,
2001, will be subject to further negotiations between the parties.
It is mutually understood between the Local Unions and Company as follows:
SENIORITY
The seniority provisions of the Collective Bargaining Agreements (CBA)
regarding reduction in classification and recall will be followed for
the duration of the Power Sale Curtailment or until September 30, 2001,
whichever occurs first, with the exception of a relaxation to allow for
application for layoff due to business conditions; the amount of which
will be no greater than the identified number to be reduced within
classifications (positions) in each department.
WORKFORCE
The current workforce will be reduced to a level commensurate with
operational plans known at this time. Displacements as a result of this
curtailment will be accomplished per respective CBA. Designated Union
representatives will work with the Company in providing direct input
regarding number of reductions, shift schedules, classifications to be
reduced and work groups using initial staffing estimates provided as a
base. The final decision in these matters rests with management. Further
staffing adjustments, if necessary, will be based on business
requirements.
Employees will not suffer a reduction in labor grade as a result of
displacement for this period of temporary layoff, in any event not later
than September 30, 2001.
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MEMORANDUM OF UNDERSTANDING
CURTAILMENT OF OPERATIONS
DUE TO POWER SALE--PAGE 2
LAYOFF BENEFIT PAYMENTS (LBP)
For the duration of this Power Sale Curtailment or until September 30,
2001 whichever occurs first, LBP will be made to employees who are
placed on temporary layoff status so that their income (including part
time employment and/or State Unemployment Insurance, if available) will
be equal to what it would have been had they been working a regular
workweek (40 hours). The maximum LBP will be no more than the difference
between State Unemployment Insurance payment if available and regular
workweek pay (40 hours).
In order for laid off employees to receive LBP, designated Company
representatives in the Human Resources Departments must be in receipt of
timely documentation of compensation received from Unemployment
Insurance and/or part-time employment- - i.e., verifiable, weekly,
bi-weekly or monthly check stubs.
FOURTH QUARTER 2000 REDUCTION IN FORCE
Individuals included in the Fourth Quarter 2000 Reduction In Force and
Severance Plan, are excluded from LBP for the duration of this Power
Sale curtailment or September 30, 2001, whichever first occurs. Eligible
individuals, included in the Fourth Quarter 2000 Reduction In Force,
will be recalled to work under the seniority provisions of the
Collective Bargaining Agreements.
BENEFITS
Healthcare (Medical, Vision, Dental), Life, AD&D
Eligible, reduced employees will be provided healthcare benefits and
Life and AD&D at currently elected benefit levels. The above named
benefits will be maintained at the same level as that of active
employees during the period of temporary layoff, in any event not later
than September 30, 2001.
Retirement / 401(k) Plans
Eligibility for loans as per Plan administrative guidelines is
maintained and repayment of loans continues through this period of
temporary layoff
Company contributions as per CBA will be maintained for laid off
employees during their period of temporary layoff for the duration of
this Power Sale curtailment or September 30, 2001, whichever occurs
first.
Texaco Gas Cards (Goldendale)
Eligibility continues through the period so long as LBP is maintained.
Profit Sharing
Employees temporarily reduced during this Power Sale Curtailment period,
and in any event not later than September 30, 2001, will maintain
eligibility at the rate of forty (40) hours per week during the period.
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MEMORANDUM OF UNDERSTANDING
CURTAILMENT OF OPERATIONS
DUE TO POWER SALE--PAGE 3
125 Flexible Spending Account Plan (Personal Choice Account)
If employees have contributed more money into their accounts than has
been reimbursed at the time of layoff and they elect not to continue
after-tax contributions via COBRA, the money in their accounts will be
lost.
If employees have been reimbursed more money than has been contributed
to their accounts at the time of layoff, the excess does not have to be
paid back nor is COBRA continuation required in order to "make up" the
excess.
Vacation
Year 2001 vacations already scheduled will be rescheduled upon
completion of layoffs for those employees not laid off.
Employees laid off due to this Power Sale Curtailment who are recalled
and are active employees on January 1, 2002, will be considered to have
accrued regular vacation time during the layoff period.
Additional Compensation
During the period of layoff due to this Power Sale Curtailment, and in
any event not later than September 30, 2001, employees working in the
plant will be paid additional remuneration in the form of one ($1)
dollar per actual hour worked. This remuneration will be distributed in
conjunction with regular Company payrolls.
MISCELLANEOUS
Training
The Company, with a Union designated safety representative, will review,
identify and recommend safety training to be provided during this Power
Sale Curtailment period.
Local Union Officers/Peer Program
The Company will relieve from their regular duties and provide
compensation on the basis of forty (40) hours per week, two (2) Union
officers at each facility for a period of three (3) months upon
signature of this MOU. These officers will coordinate Union training
programs and address issues with laid off employees. The Company, upon
prior request, will consider additional time.
Union Leadership Training
A maximum of twelve (12) bargaining unit employees per plant will be
allowed five (5) days off for training with consideration for an
additional five (5) days provided there is a minimum of ten (10) days
advance notice afforded the respective departments. Attendance of said
training will not result in loss of pay for regularly scheduled work. A
maximum of twelve thousand ($12,000) dollars between both plants will be
made available to help defer incurred expenses as a result of training
attendance.
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MEMORANDUM OF UNDERSTANDING
CURTAILMENT OF OPERATIONS
DUE TO POWER SALE--PAGE 4
Bargaining Unit Member Training
With consideration for working schedules, all bargaining unit employees
will be allowed one (1) hour of Union training that may include Union
history, future challenges, labor and politics and/or organizing.
Bargaining Committee Compensation
Representatives of the Union Bargaining Committee in attendance of this
effects bargaining who were regularly scheduled to work on January 3, 4,
5, 8, 9, 10, 11 and 12, 2001, will be compensated for scheduled work
time lost on those days.
Northwest Aluminum Labor Pool
Any employee currently employed in the NWA labor pool who is reduced
from the plant under this MOU, will be paid LBP in accordance with their
rate prior to being assigned to the labor pool.
ESOP (Goldendale)
The Company is working on the issue and is committing to discuss this
issue with the Local Union and the current stockholders.
UNION: COMPANY:
/s/ JAMES A. WOODWARD /s/ MUHSIN SEYHANLI
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James A. Woodward Muhsin Seyhanli
Sub District Director Vice President & General Manager
USWA District 11 Golden Northwest Aluminum
Company
/s/ MIKE G. KEITH /s/ BILL BURRELL
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Mike G. Keith, President Bill Burrell
USWA Local 9170 Human Resources Manager
Northwest Aluminum Company
/s/ KEN BERRY /s/ ALLEN WHITEHEAD
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Ken Berry, President Allen Whitehead
USWA Local 8147 Human Resources Manager
Goldendale Aluminum Company
January 11, 2001
Date