Statistiche di base
| LEI | 5493002XKIUDJWJUU032 |
| CIK | 1422105 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Noranda Aluminum Holding Corporation
SEC Filings (Chronological Order)
Questa pagina fornisce un elenco completo e cronologico dei depositi SEC, esclusi i documenti di proprietà che forniamo altrove.
| April 29, 2016 |
10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No.1) x Annual Report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2015 or o Transition report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . Commission file number: 001-34741 |
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| March 30, 2016 |
AMENDMENT NO. 1 TO ABL DIP CREDIT AGREEMENT AMENDMENT NO. 1 TO ABL DIP CREDIT AGREEMENT This Amendment No. 1 (this “Amendment”) to that certain Post-Petition Credit Agreement dated as of February 9, 2016 (as at any time amended, restated, modified or supplemented, the "DIP Credit Agreement"), is made as of February 26, 2016, by and among NORANDA ALUMINUM HOLDING CORPORATION, NORANDA ALUMINUM ACQUISITION CORPORATION, NORANDAL USA, INC., NORA |
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| March 30, 2016 |
Subsidiaries of Noranda Aluminum Holding Corporation Exhibit 21.1 Subsidiaries of Noranda Aluminum Holding Corporation Wholly owned subsidiaries (as of December 31, 2015): Name Jurisdiction of Incorporation Noranda Aluminum Acquisition Corporation Delaware Noranda Intermediate Holding Corporation Delaware Noranda Aluminum, Inc. Delaware Norandal USA, Inc. Delaware Gramercy Alumina Holdings Inc. Delaware Gramercy Alumina Holdings II, Inc. Delaware No |
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| March 30, 2016 |
DEBTOR-IN-POSSESSION TERM LOAN CREDIT AGREEMENT dated as of February 11, 2016 among NORANDA ALUMINUM HOLDING CORPORATION, NORANDA ALUMINUM ACQUISITION CORPORATION, as the Borrower Representative, NORANDA BAUXITE LIMITED, as the Jamaican Borrower, NORANDA INTERMEDIATE HOLDING CORPORATION, NORANDA ALUMINUM, INC. |
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| March 30, 2016 |
Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Exhibit 95.1 Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Under the Interagency Agreement dated March 29, 1979 between the Mine Safety and Health Administration ("MSHA"), the U.S. Department of Labor, and The Occupational Safety and Health Administration, alumina refineries are subject to MSHA jurisdiction. As a result, our Gramercy, LA alumina refinery is subject |
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| March 30, 2016 |
10-K 1 a201510k.htm 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K x Annual Report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2015 or o Transition report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . Commission file number: 001-3474 |
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| March 30, 2016 |
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Exhibit 12.1 COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Year ended and as of December 31, 2015 2014 2013 2012 2011 $ $ $ $ $ Computation of earnings: Income (loss) before income taxes (307.1 ) (28.7 ) (77.8 ) 74.6 186.3 Plus: fixed charges 55.4 54.0 50.2 35.0 23.5 Less: capitalized interest (1.6 ) (2.3 ) (1.6 ) (1.1 ) 0.9 Earnings (253.3 ) 23.0 (29.2 ) 108.5 210.7 Computation of fixed charg |
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| March 30, 2016 |
POST-PETITION CREDIT AGREEMENT dated as of February 9, 2016 among NORANDA ALUMINUM HOLDING CORPORATION, NORANDA ALUMINUM ACQUISITION CORPORATION, NORANDAL USA, INC. |
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| March 30, 2016 |
AMENDMENT NO. 1 TO CREDIT AGREEMENT AMENDMENT NO. 1 TO CREDIT AGREEMENT AMENDMENT No. 1, dated as of February 26, 2016 (this “Amendment”) to that certain Debtor-in-Possession Term Loan Credit Agreement dated as of February 11, 2016 (as at any time amended, restated, modified or supplemented, the “Credit Agreement”), among NORANDA ALUMINUM HOLDING CORPORATION, a Delaware corporation and a Debtor and Debtor-in-Possession under Chapter |
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| March 15, 2016 |
Noranda Aluminum Holding NT 10-K NT 10-K SEC File Number: 001-34741 CUSIP Number: 65542W206 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 12, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 3)* Under the Securities Exchange Act of 1934 NORANDA ALUMINUM HOLDING CORPORATION (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 65542W107 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate t |
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| February 12, 2016 |
Noranda Aluminum Holding POS AM POS AM As filed with the Securities and Exchange Commission on February 12, 2016 Registration No. |
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| February 4, 2016 |
Noranda Aluminum Holding S-8 POS S-8 POS 1 posteffectiveamendmentno1t.htm S-8 POS As filed with the Securities and Exchange Commission on February 1, 2016 Registration No. 333-166947 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NORANDA ALUMINUM HOLDING CORPORATION (Exact name of Registrant as specified in |
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| February 4, 2016 |
Noranda Aluminum Holding S-8 POS S-8 POS As filed with the Securities and Exchange Commission on February 1, 2016 Registration No. |
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| February 4, 2016 |
Noranda Aluminum Holding S-8 POS S-8 POS 1 post-effectiveamendmentno1.htm S-8 POS As filed with the Securities and Exchange Commission on February 1, 2016 Registration No. 333- 182849 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NORANDA ALUMINUM HOLDING CORPORATION (Exact name of Registrant as specified in |
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| February 2, 2016 |
Noranda Aluminum Holding 15-15D 15-15D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 333-193256, 333-193256-01, 333-193256-02, 333-193256-03, 333-193256-0 |
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| February 1, 2016 |
Noranda Aluminum Holding POS AM POS AM As filed with the Securities and Exchange Commission on February 1, 2016 Registration No. |
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| February 1, 2016 |
Noranda Aluminum Holding POS AM POS AM As filed with the Securities and Exchange Commission on February 1, 2016 Registration No. |
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| February 1, 2016 |
Noranda Aluminum Holding 15-15D 15-15D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-34741 NORANDA ALUMINUM HOLDING CORPORATION (Exact name of registr |
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| February 1, 2016 |
Noranda Aluminum Holding POS AM S-8 As filed with the Securities and Exchange Commission on February 1, 2016 Registration No. |
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| February 1, 2016 |
Noranda Aluminum Holding POS AM POS AM As filed with the Securities and Exchange Commission on February 1, 2016 Registration No. |
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| January 8, 2016 |
CORRESP Noranda Aluminum Holding Corporation 801 Crescent Centre Drive Suite 600 Franklin, TN 37067 Tel (615) 771 5700 Fax (615) 771 5701 January 8, 2016 Tia L. |
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| December 24, 2015 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest reported event): December 18, 2015 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorpora |
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| December 21, 2015 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest reported event): December 15, 2015 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorpora |
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| December 15, 2015 |
EX-99.25 2 ruleprovisionnotice.htm NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES New York Stock Exchange LLC (‘NYSE’ or the 'Exchange') hereby notifies the Securities and Exchange Commission (the 'Commission') of its intention to remove the entire class of Common Stock (‘the Common Stock’) of Noranda Aluminum Holding Corporation (the 'Company') from listing and |
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| December 2, 2015 |
CORRESP Noranda Aluminum Holding Corporation 801 Crescent Centre Drive Suite 600 Franklin, TN 37067 Tel (615) 771 5700 Fax (615) 771 5701 December 2, 2015 Tia L. |
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| November 30, 2015 |
EX-99.1 2 ex-991norotcpressrelease.htm EXHIBIT 99.1 Exhibit 99.1 New York Stock Exchange Suspends Trading of Noranda Common Stock; Company Expects Common Stock to Trade in the Over-the-Counter Market Franklin, Tennessee—November 25, 2015—Noranda Aluminum Holding Corporation (the “Company” or “Noranda”) announced today that it has received notification that NYSE Regulation, Inc. (“NYSE Regulation”) |
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| November 30, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest reported event): November 25, 2015 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporation |
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| November 9, 2015 |
EX-99.2 3 q32015confcalldeckfinal.htm EXHIBIT 99.2 3rd Quarter 2015 Earnings Conference Call Noranda Aluminum Holding Corp November 9, 2015 5:00 PM Eastern Exhibit 99.2 […] The presentation and comments made by Noranda’s management on the quarterly conference call contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. including but not limi |
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| November 9, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [ to ] Commission file number: 001-34741 N |
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| November 9, 2015 |
Noranda Reports Third Quarter 2015 Results EX-99.1 2 a2015q3earningsreleaseex991.htm EXHIBIT 99.1 Exhibit 99.1 Noranda Reports Third Quarter 2015 Results Third Quarter 2015 and Other Highlights • Cash and cash equivalents totaled $8.9 million and total available liquidity was $112.7 million as of September 30, 2015 • Excluding special items, loss per share was $3.87 loss versus a $0.32 loss per share in third quarter 2014; reported loss pe |
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| November 9, 2015 |
Management Incentive Termsheet EX-10.1 2 a2015q3ex-101.htm EXHIBIT 10.1 Exhibit 10.1 May 12, 2015 Julio C. D.Costa 16 McCullock Rise Western Australia, 6149 Management Incentive Termsheet Name : Julio C. D.Costa Effective Date: on or before June 01, 2015 or as soon as VISA is obtained, whichever comes first Term of Employment: Three years, commencing on the Effective Date, subject to earlier termination by either party; term of |
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| November 9, 2015 |
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Exhibit 12.1 COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Three months ended September 30, Nine months ended September 30, 2015 2014 2015 2014 $ $ $ $ Computation of earnings: Loss before income taxes (201.9 ) (3.7 ) (237.5 ) (37.6 ) Plus: fixed charges 14.8 13.7 42.9 40.8 Less: capitalized interest (1.2 ) (0.6 ) (1.6 ) (1.5 ) Earnings (188.3 ) 9.4 (196.2 ) 1.7 Computation of fixed charges In |
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| November 9, 2015 |
Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data EX-95.1 7 a2015q3ex-951.htm EXHIBIT 95.1 Exhibit 95.1 Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Under the Interagency Agreement dated March 29, 1979 between the Mine Safety and Health Administration ("MSHA"), the U.S. Department of Labor, and The Occupational Safety and Health Administration, alumina refineries are subject to MSHA jurisdiction. As a result, our |
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| November 9, 2015 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported event): November 9, 2015 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporat |
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| November 4, 2015 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest reported event): October 29, 2015 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporat |
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| September 23, 2015 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest reported event): September 17, 2015 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorpor |
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| August 25, 2015 |
Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders 8-K 1 reversestocksplit8-kxdraft.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest reported event): August 24, 2015 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State |
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| August 25, 2015 |
Noranda Completes 1-for-7 Reverse Stock Split EX-99.1 3 exhibit991pressreleasereve.htm EXHIBIT 99.1 Exhibit 99.1 Noranda Completes 1-for-7 Reverse Stock Split Franklin, Tennessee – August 25, 2015 – Noranda Aluminum Holding Corporation (NYSE: NOR) announced today that it has effected a 1-for-7 reverse stock split of its common stock (the “reverse stock split”) and a reduction in the number of authorized shares of its common stock from 200 mil |
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| August 25, 2015 |
EX-3.1 2 exhibit31certificateofamen.htm EXHIBIT 3.1 Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF NORANDA ALUMINUM HOLDING CORPORATION Pursuant to Sections 228 and 242 of the General Corporation Law of the State of Delaware NORANDA ALUMINUM HOLDING CORPORATION (the “Corporation”), a corporation organized and existing under and by virtue of the pro |
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| August 10, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [ to ] Commission file number: 001-34741 NORAND |
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| August 10, 2015 |
Noranda Receives Continued Listing Standard Notice from NYSE EX-99.1 7 a2015q2ex-991.htm EXHIBIT 99.1 Exhibit 99.1 Noranda Receives Continued Listing Standard Notice from NYSE Franklin, Tennessee - August 10, 2015 - Noranda Aluminum Holding Corporation (NYSE: NOR) announced today that it received written notice from the New York Stock Exchange (NYSE) on August 7, 2015 that the Company is not in compliance with one of NYSE’s continued listing standards becau |
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| August 10, 2015 |
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Exhibit 12.1 COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Three months ended June 30, Six months ended June 30, 2015 2014 2015 2014 $ $ $ $ Computation of earnings: Loss before income taxes (33.4 ) (10.0 ) (35.6 ) (33.9 ) Plus: fixed charges 14.1 13.6 28.0 27.1 Less: capitalized interest (0.2 ) (0.5 ) (0.4 ) (0.9 ) Earnings (19.5 ) 3.1 (8.0 ) (7.7 ) Computation of fixed charges Interest expen |
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| August 10, 2015 |
Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Exhibit 95.1 Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Under the Interagency Agreement dated March 29, 1979 between the Mine Safety and Health Administration ("MSHA"), the U.S. Department of Labor, and The Occupational Safety and Health Administration, alumina refineries are subject to MSHA jurisdiction. As a result, our Gramercy, LA alumina refinery is subject |
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| July 28, 2015 |
8K-NYSEcontinuedlistingstandardnotice UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest reported event): July 22, 2015 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or O |
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| July 28, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State |
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| July 28, 2015 |
PressreleasereNYSEcontinuedlistingstandardnotice Exhibit 99.1 Noranda Announces Special Meeting to Seek Stockholder Approval of Reverse Stock Split, Receives Continued Listing Standard Notice from NYSE Franklin, Tennessee ? July 28, 2015 ? Noranda Aluminum Holding Corporation (NYSE: NOR) ("Noranda" or the "Company") announced today that it has received written notice from the New York Stock Exchan |
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| July 22, 2015 |
Noranda Reports Second Quarter 2015 Results with Continued Progress on Key Productivity Initiatives 2015 Q2 Earnings Release Ex 99.1 Exhibit 99.1 Noranda Reports Second Quarter 2015 Results with Continued Progress on Key Productivity Initiatives Second Quarter 2015 and Other Highlights ? Fifth consecutive quarter of positive cash flow from operating activities and third consecutive quarter of greater cash flow from operating activities than prior year quarter. ? Cash and cash equivalents totaled |
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| July 22, 2015 |
q22015confcalldeckfinal 2nd Quarter 2015 Earnings Conference Call Noranda Aluminum Holding Corp July 22, 2015 10:00 AM Eastern Exhibit 99. |
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| July 22, 2015 |
8-K 1 a2015q2earningsrelease8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported event): July 22, 2015 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or |
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| July 14, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a party other than the Registrant o Check the appropriate box: x Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy State |
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| June 26, 2015 |
Noranda’s Board of Directors Approves 1-for-7 Reverse Stock Split ReverseStockSplitPressRelease062515 Exhibit 99.1 Noranda?s Board of Directors Approves 1-for-7 Reverse Stock Split Franklin, Tennessee ? June 25, 2015 ? Noranda Aluminum Holding Corporation (NYSE: NOR) (?Noranda? or the ?Company?) announced today that its Board of Directors (the ?Board?) has unanimously approved a 1-for-7 reverse stock split of its common stock (the ?reverse stock split?) and a re |
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| June 26, 2015 |
Financial Statements and Exhibits, Other Events 8-K 1 reversestocksplit8-kannoun.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest reported event): June 24, 2015 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State o |
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| June 18, 2015 |
EX-99.1 2 exhibit991reversestocksplit.htm EXHIBIT 99.1 Exhibit 99.1 Noranda to Evaluate Strategic Alternatives; Board of Directors Engages Morgan Stanley as Financial Advisor, Takes Other Actions Franklin, Tennessee–June 18, 2015–Noranda Aluminum Holding Corporation (NYSE: NOR) announced today that it has engaged Morgan Stanley & Co. LLC (“Morgan Stanley”) to serve as financial advisor for the Com |
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| June 18, 2015 |
Regulation FD Disclosure, Financial Statements and Exhibits Reverse Stock Split 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest reported event): June 18, 2015 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdict |
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| June 11, 2015 |
PressReleaseGOJInterimAgreementreLevyDispute Exhibit 99.1 Noranda and Government of Jamaica Reach Interim Agreement; GOJ Agrees to Discontinue Injunction Proceedings Franklin, Tennessee?June 10, 2015 ?Noranda Aluminum Holding Corporation (NYSE: NOR) (?Noranda?) announced today that its wholly-owned subsidiary Noranda Bauxite Limited (?NBL?) has reached an interim agreement with the Government of J |
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| June 11, 2015 |
Noranda Aluminum Holding 8-K (Current Report/Significant Event) 8-K for GOJ Interim Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest reported event): June 9, 2015 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Juri |
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| June 2, 2015 |
Noranda Aluminum Holding 8-K (Current Report/Significant Event) Amerenpowersupplyagreement6-2-15draft UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported event): May 27, 2015 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Ot |
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| May 19, 2015 |
Submission of Matters to a Vote of Security Holders noranda8k05142015 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2015 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of |
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| May 15, 2015 |
EX-99.1 2 d926637dex991.htm EX-99.1 Exhibit 99.1 NORANDA ALUMINUM HOLDING CORPORATION (a Delaware corporation) 22,840,000 Shares of Common Stock UNDERWRITING AGREEMENT Dated: May 11, 2015 NORANDA ALUMINUM HOLDING CORPORATION (a Delaware corporation) 22,840,000 Shares of Common Stock UNDERWRITING AGREEMENT May 11, 2015 Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 Ladies and Gentl |
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| May 15, 2015 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: May 11, 2015 (Date of earliest event reported) NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorpo |
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| May 13, 2015 |
22,840,000 Shares Noranda Aluminum Holding Corporation Common Stock 424B7 Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-193711 PROSPECTUS SUPPLEMENT (To prospectus dated May 9, 2014) 22,840,000 Shares Noranda Aluminum Holding Corporation Common Stock The selling stockholders are offering to sell 22,840,000 shares of common stock to the underwriter named below. We will not receive any of the proceeds from the shares of common stock sold by |
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| May 11, 2015 |
Noranda Aluminum Holding FORM 8-K (Current Report/Significant Event) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: May 11, 2015 (Date of earliest event reported) NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorpo |
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| May 11, 2015 |
Subject to Completion Preliminary Prospectus Supplement dated May 11, 2015 424B7 Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-193711 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and we are not soliciting an offer to buy these securities in any state or jurisdiction where the offer or s |
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| May 11, 2015 |
Noranda Aluminum Holding Corporation Announces Secondary Offering of Common Stock by Apollo EX-99.1 Exhibit 99.1 Noranda Aluminum Holding Corporation Announces Secondary Offering of Common Stock by Apollo FRANKLIN, Tenn.?May 11, 2015?Noranda Aluminum Holding Corporation (NYSE: NOR) (the ?Company?) announced today the commencement of a secondary public offering of 22,840,000 shares of the Company?s common stock by certain funds affiliated with Apollo Global Management, LLC (the ?Selling S |
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| May 6, 2015 |
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Exhibit 12.1 COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Three months ended March 31, 2015 2014 $ $ Computation of earnings: Loss before income taxes (2.2 ) (23.9 ) Less: Equity in net income of investments in affiliates ? ? Plus: fixed charges 13.9 13.4 Less: capitalized interest (0.2 ) (0.4 ) Earnings 11.5 (10.9 ) Computation of fixed charges Interest expense, net 13.2 12.5 Capitalized int |
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| May 6, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events 2015 Q1 Earnings Release 8K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported event): May 6, 2015 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdi |
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| May 6, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [ to ] Commission file number: 001-34741 NORAN |
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| May 6, 2015 |
Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Exhibit 95.1 Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Under the Interagency Agreement dated March 29, 1979 between the Mine Safety and Health Administration ("MSHA"), the U.S. Department of Labor, and The Occupational Safety and Health Administration, alumina refineries are subject to MSHA jurisdiction. As a result, our Gramercy, LA alumina refinery is subject |
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| May 6, 2015 |
Noranda Reports First Quarter 2015 Performance and Completion of Key Productivity Initiatives 2015 Q1 Earnings Release Exhibit 99.1 NEW Exhibit 99.1 Noranda Reports First Quarter 2015 Performance and Completion of Key Productivity Initiatives First Quarter 2015 and Other Highlights ? Total segment profit was $33.9 million versus $49.6 million in fourth quarter 2014 and $10.7 million in first quarter 2014 ? Completed in April key productivity initiatives that structurally reduce Noranda?s c |
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| May 6, 2015 |
q12015confcalldeck050415 1st Quarter 2015 Earnings Conference Call Noranda Aluminum Holding Corp May 6, 2015 10:00 AM Eastern Exhibit 99. |
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| May 6, 2015 |
Noranda Declares Quarterly Dividend on Common Stock 2015 Q1 Exhibit 99.3 Exhibit 99.3 Noranda Declares Quarterly Dividend on Common Stock Franklin, Tennessee? May 6, 2015 ?Noranda Aluminum Holding Corporation (NYSE: NOR) announced today that its Board of Directors has declared a regular quarterly dividend of $0.01 per share to be paid on June 10, 2015 to shareholders of record as of May 18, 2015. The Board anticipates declaring this dividend in fut |
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| April 30, 2015 |
Power Press Release Exhibit 99.1 Noranda Announces Ruling by Missouri Public Service Commission thatReduces Electricity Rates for New Madrid Smelter Franklin, Tennessee ?April 30, 2015 ? Noranda Aluminum Holding Corporation (NYSE: NOR) (?Noranda? or the ?Company?) reported today that the Missouri Public Service Commission has established a new and reduced electricity rate structure for the Company |
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| April 30, 2015 |
Financial Statements and Exhibits, Other Events 8-K for Power UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest reported event): April 30, 2015 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of In |
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| April 10, 2015 |
Noranda Aluminum Holding DEFR14A 2015 Proxy Revised UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 10, 2015 |
Noranda Aluminum Holding DEF 14A 2015 Proxy NOTICE OF 2015 ANNUAL MEETING OF STOCKHOLDERS AND PROXY STATEMENT The 2015 Annual Meeting of Stockholders of Noranda Aluminum Holding Corporation will be held at: THE LONDON NYC 151 West 54th Street New York, New York on Thursday, May 14, 2015, at 10:00 a. |
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| February 27, 2015 |
Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Exhibit 95.1 Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Under the Interagency Agreement dated March 29, 1979 between the Mine Safety and Health Administration ("MSHA"), the U.S. Department of Labor, and The Occupational Safety and Health Administration, alumina refineries are subject to MSHA jurisdiction. As a result, our Gramercy, LA alumina refinery is subject |
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| February 27, 2015 |
Subsidiaries of Noranda Aluminum Holding Corporation Exhibit 21.1 Subsidiaries of Noranda Aluminum Holding Corporation Wholly owned subsidiaries (as of December 31, 2014): Name Jurisdiction of Incorporation Noranda Aluminum Acquisition Corporation Delaware Noranda Intermediate Holding Corporation Delaware Noranda Aluminum, Inc. Delaware Norandal USA, Inc. Delaware Gramercy Alumina Holdings Inc. Delaware Gramercy Alumina Holdings II, Inc. Delaware No |
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| February 27, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K x Annual Report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2014 or o Transition report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . Commission file number: 001-34741 NORANDA ALUMINUM HOLDIN |
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| February 27, 2015 |
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Exhibit 12.1 COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Year ended and as of December 31, 2014 2013 2012 2011 2010 $ $ $ $ $ Computation of earnings: Income (loss) before income taxes (28.7 ) (77.8 ) 74.6 186.3 101.9 Less: Equity in net income of investments in affiliates — — — — — Plus: fixed charges 54.0 50.2 35.0 23.5 32.7 Less: capitalized interest (2.3 ) (1.6 ) (1.1 ) 0.9 0.4 Earnings |
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| February 18, 2015 |
EX-99.2 3 q42014confcalldeck021715.htm EXHIBIT 99.2 4th Quarter 2014 Earnings Conference Call Noranda Aluminum Holding Corp February 18, 2015 10:00 AM Eastern Exhibit 99.2 The presentation and comments made by Noranda’s management on the quarterly conference call contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking stateme |
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| February 18, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported event): February 18, 2015 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporation |
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| February 18, 2015 |
Noranda Declares Quarterly Dividend on Common Stock Exhibit 99.3 Noranda Declares Quarterly Dividend on Common Stock Franklin, Tennessee—February 18, 2015—Noranda Aluminum Holding Corporation (NYSE: NOR) announced today that its Board of Directors has declared a regular quarterly dividend of $0.01 per share to be paid on March 25, 2015 to shareholders of record as of March 2, 2015. The Board anticipates declaring this dividend in future quarters on |
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| February 18, 2015 |
Noranda Reports Fourth Quarter Results, Sequential and Year-over-Year Profit Improvement Exhibit 99.1 Noranda Reports Fourth Quarter Results, Sequential and Year-over-Year Profit Improvement Fourth Quarter 2014 Highlights • Excluding special items, earnings per share (“EPS”) was a $0.14 profit compared to a $0.15 loss in fourth quarter 2013; reported EPS was a $0.02 profit compared to a $0.26 loss in the fourth quarter 2013 • Total segment profit was $49.6 million compared to $36.6 mi |
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| February 13, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 2)* Under the Securities Exchange Act of 1934 NORANDA ALUMINUM HOLDING CORPORATION (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 65542W107 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate t |
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| December 16, 2014 |
8-K 1 a8-kbyxlawamendment.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported event): December 16, 2014 (December 10, 2014) NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20 |
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| December 16, 2014 |
AMENDMENT TO AMENDED AND RESTATED BY-LAWS NORANDA ALUMINUM HOLDING CORPORATION Exhibit 3.2 AMENDMENT TO AMENDED AND RESTATED BY-LAWS OF NORANDA ALUMINUM HOLDING CORPORATION Pursuant to the approval granted by the Board of Directors of Noranda Aluminum Holding Corporation (the "Corporation"), in a meeting held on December 10, 2014, and the subsequent resolution contained in the Minutes of the meeting of the same date, the Amended and Restated By-Laws ("By-laws") of the Corpor |
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| November 3, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported event): November 3, 2014 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporation) |
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| November 3, 2014 |
q32014confcalldeckfinal1 3rd Quarter 2014 Earnings Conference Call Noranda Aluminum Holding Corp November 3, 2014 4:30 PM Eastern Exhibit 99. |
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| November 3, 2014 |
Noranda Declares Quarterly Dividend on Common Stock Exhibit 99.3 Noranda Declares Quarterly Dividend on Common Stock Franklin, Tennessee—November 3, 2014—Noranda Aluminum Holding Corporation (NYSE: NOR) announced today that its Board of Directors has declared a regular quarterly dividend of $0.01 per share to be paid on December 8, 2014 to shareholders of record as of November 13, 2014. The Board anticipates declaring this dividend in future quarte |
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| November 3, 2014 |
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Exhibit 12.1 COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Three months ended September 30, Nine months ended September 30, 2014 2013 2014 2013 $ $ $ $ Computation of earnings: Income (loss) before income taxes (3.7 ) (32.1 ) (37.6 ) (50.0 ) Plus: fixed charges 13.7 13.7 40.8 37.8 Less: capitalized interest (0.6 ) (0.4 ) (1.5 ) (1.2 ) Earnings 9.4 (18.8 ) 1.7 (13.4 ) Computation of fixed charg |
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| November 3, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [ to ] Commission file number: 001-34741 N |
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| November 3, 2014 |
Exhibit 99.1 Noranda Reports Third Quarter Results, Sequential and Year-over-Year Improvement in Profitability on Higher Aluminum Prices Third Quarter 2014 Highlights and Recent Events • Excluding special items, earnings per share (“EPS”) was a $0.04 loss in third quarter 2014 and reported EPS was a $0.06 loss compared to a $0.27 loss in the third quarter 2013 • Total segment profit was $36.6 mill |
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| November 3, 2014 |
Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Exhibit 95.1 Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Under the Interagency Agreement dated March 29, 1979 between the Mine Safety and Health Administration ("MSHA"), the U.S. Department of Labor, and The Occupational Safety and Health Administration, alumina refineries are subject to MSHA jurisdiction. As a result, our Gramercy, LA alumina refinery is subject |
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| August 11, 2014 |
Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Exhibit 95.1 Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Under the Interagency Agreement dated March 29, 1979 between the Mine Safety and Health Administration ("MSHA"), the U.S. Department of Labor, and The Occupational Safety and Health Administration, alumina refineries are subject to MSHA jurisdiction. As a result, our Gramercy, LA alumina refinery is subject |
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| August 11, 2014 |
EX-99.1 2 a2014q2earningsreleaseexhi.htm EXHIBIT Exhibit 99.1 Noranda Reports Second Quarter Results and, Announces Support for Compromise Rate Proposal in New Madrid Rate Design Petition Second Quarter 2014 Highlights and Recent Events • On July 29, 2014, Noranda joined consumer groups that represent all Missouri electricity consumers in support of a Missouri Office of Public Counsel compromise p |
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| August 11, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [ to ]. Commission file number: 001-34741 NORAN |
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| August 11, 2014 |
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Exhibit 12.1 COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Three months ended June 30, Six months ended June 30, 2014 2013 2014 2013 $ $ $ $ Computation of earnings: Income (loss) before income taxes (10.0 ) (18.9 ) (33.9 ) (17.9 ) Plus: fixed charges 13.6 13.2 27.1 24.1 Less: capitalized interest (0.5 ) (0.5 ) (0.9 ) (0.8 ) Earnings 3.1 (6.2 ) (7.7 ) 5.4 Computation of fixed charges Interest |
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| August 11, 2014 |
EX-99.2 3 q22014confcalldeck.htm EXHIBIT 2nd Quarter 2014 Earnings Conference Call Noranda Aluminum Holding Corp August 11, 2014 4:30 PM Eastern Exhibit 99.2 The presentation and comments made by Noranda’s management on the quarterly conference call contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statem |
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| August 11, 2014 |
Noranda Declares Quarterly Dividend on Common Stock EX-99.3 4 a2014q2dividendreleaseexhi.htm EXHIBIT Exhibit 99.3 Noranda Declares Quarterly Dividend on Common Stock Franklin, Tennessee—August 11, 2014—Noranda Aluminum Holding Corporation (NYSE: NOR) announced today that its Board of Directors has declared a regular quarterly dividend of $0.01 per share to be paid on September 17, 2014 to shareholders of record as of August 25, 2014. The Board anti |
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| August 11, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported event): August 11, 2014 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporation) |
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| May 23, 2014 |
As filed with the Securities and Exchange Commission on May 23, 2014 Registration No. |
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| May 14, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2014 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporation) (Com |
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| May 14, 2014 |
NORANDA ALUMINUM HOLDING CORPORATION 2014 LONG-TERM INCENTIVE PLAN Exhibit 99.1 NORANDA ALUMINUM HOLDING CORPORATION 2014 LONG-TERM INCENTIVE PLAN Section 1. PURPOSE; DEFINITIONS The purposes of this Plan are to give Noranda Aluminum Holding Corporation, a Delaware corporation (the “Company”), a competitive advantage in attracting, retaining, and motivating officers, employees, directors, and/or consultants and to provide the Company and its Subsidiaries and Affi |
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| May 7, 2014 |
CORRESP 1 filename1.htm NORANDA ALUMINUM HOLDING CORPORATION 801 Crescent Centre Drive, Suite 600 Franklin, TN 37067 May 8, 2014 VIA EDGAR John Reynolds Assistant Director United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-7010 Re: Noranda Aluminum Holding Corporation Registration Statement on Form S-3 File No. 333-193711 Ladi |
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| April 28, 2014 |
Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Exhibit 95.1 Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Under the Interagency Agreement dated March 29, 1979 between the Mine Safety and Health Administration ("MSHA"), the U.S. Department of Labor, and The Occupational Safety and Health Administration, alumina refineries are subject to MSHA jurisdiction. As a result, our Gramercy, LA alumina refinery is subject |
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| April 28, 2014 |
Exhibit 24.2 POWER OF ATTORNEY Each of the undersigned directors and officers of Noranda Aluminum Holding Corporation (the ?Company?) hereby constitutes and appoints Layle K. Smith, Dale W. Boyles and Gail E. Lehman, and each of them, his true and lawful attorneys-in-fact and agents with full power of substitution and resubstitution, for him and his name place and stead, in any and all capacities, |
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| April 28, 2014 |
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Exhibit 12.1 COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Three months ended March 31, 2014 2013 $ $ Computation of earnings: Income (loss) before income taxes (23.9 ) 1.0 Plus: fixed charges 13.4 10.8 Less: capitalized interest (0.4 ) (0.3 ) Earnings (10.9 ) 11.5 Computation of fixed charges Interest expense, net 12.5 10.1 Capitalized interest 0.4 0.3 Interest portion of operating lease expe |
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| April 28, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2014 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [ to ]. Commission file number: 001-34741 NORA |
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| April 28, 2014 |
Table of Contents As filed with the Securities and Exchange Commission on April 28, 2014 Registration No. |
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| April 23, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported event): April 22, 2014 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporation) ( |
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| April 23, 2014 |
q12014confcalldeck042214 1st Quarter 2014 Earnings Conference Call Noranda Aluminum Holding Corp April 23, 2014 10:00 AM Eastern / 9:00 AM Central Exhibit 99. |
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| April 23, 2014 |
Noranda Reports First Quarter Results Exhibit 99.1 Noranda Reports First Quarter Results First Quarter 2014 Highlights and Recent Events • Total segment profit was $10.7 million compared to $36.3 million in first quarter 2013 • First quarter 2014 weather-related segment profit impact totaled $14.9 million • Average realized Midwest transaction price per pound shipped was $0.95, compared to $1.03 in first quarter 2013 • Net Cash Cost w |
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| April 23, 2014 |
Noranda Declares Quarterly Dividend on Common Stock Exhibit 99.3 Noranda Declares Quarterly Dividend on Common Stock Franklin, Tennessee—April 23, 2014—Noranda Aluminum Holding Corporation (NYSE: NOR) announced today that its Board of Directors has declared a regular quarterly dividend of $0.01 per share to be paid on May 28, 2014 to shareholders of record as of May 5, 2014. The Board anticipates declaring this dividend in future quarters on a regu |
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| April 15, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant c Check the appropriate box: c Preliminary Proxy Statement c Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defin |
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| March 26, 2014 |
8-K 1 noranda8k032614.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest reported event): March 21, 2014 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Ju |
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| March 17, 2014 |
Financial Statements and Exhibits, Other Events - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest reported event): March 11, 2014 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporation) ( |
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| March 17, 2014 |
Exhibit 1.1 NORANDA ALUMINUM HOLDING CORPORATION (a Delaware corporation) 10,000,000 Shares of Common Stock UNDERWRITING AGREEMENT Dated: March 11, 2014 NORANDA ALUMINUM HOLDING CORPORATION (a Delaware corporation) 10,000,000 Shares of Common Stock UNDERWRITING AGREEMENT March 11, 2014 Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 Ladies and Gentlemen: Noranda Aluminum Holding Co |
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| March 13, 2014 |
10,000,000 Shares Noranda Aluminum Holding Corporation Common Stock 424B7 Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-172640 PROSPECTUS SUPPLEMENT (To prospectus dated March 11, 2011) 10,000,000 Shares Noranda Aluminum Holding Corporation Common Stock The selling stockholders are offering to sell 10,000,000 shares of common stock to the underwriter named below. We will not receive any of the proceeds from the shares of common stock sold |
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| March 11, 2014 |
Subject to Completion Preliminary Prospectus Supplement dated March 11, 2014 424B7 Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-172640 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and we are not soliciting an offer to buy these securities in any state or jurisdiction where the offer or s |
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| March 11, 2014 |
Noranda Aluminum Holding Corporation Announces Secondary Offering of Common Stock by Apollo Exhibit 99.1 Noranda Aluminum Holding Corporation Announces Secondary Offering of Common Stock by Apollo FRANKLIN, Tenn.-March 11, 2014-Noranda Aluminum Holding Corporation (NYSE: NOR) (the “Company”) announced today the commencement of a secondary public offering of 10,000,000 shares of the Company’s common stock by certain funds affiliated with Apollo Global Management, LLC (the “Selling Stockho |
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| March 11, 2014 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events 8-K 1 form8-k031114.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest reported event): March 11, 2014 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Juri |
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| March 3, 2014 |
Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Exhibit 95.1 Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Under the Interagency Agreement dated March 29, 1979 between the Mine Safety and Health Administration ("MSHA"), the U.S. Department of Labor, and The Occupational Safety and Health Administration, alumina refineries are subject to MSHA jurisdiction. As a result, our Gramercy, LA alumina refinery is subject |
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| March 3, 2014 |
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Exhibit 12.1 COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Year ended December 31, 2013 2012 2011 2010 2009 $ $ $ $ $ Computation of earnings: Income (loss) before income taxes (77.8 ) 74.6 186.3 101.9 160.0 Less: Equity in net income of investments in affiliates ? ? ? ? (0.6 ) Plus: fixed charges 50.2 35.0 23.5 32.7 54.4 Less: capitalized interest (1.6 ) (1.1 ) (0.9 ) (0.4 ) ? Earnings (29.2 |
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| March 3, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K x Annual Report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2013 or o Transition report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . Commission file number: 001-34741 NORANDA ALUMINUM HOLDIN |
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| March 3, 2014 |
Subsidiaries of Noranda Aluminum Holding Corporation Exhibit 21.1 Subsidiaries of Noranda Aluminum Holding Corporation Wholly owned subsidiaries (as of December 31, 2013): Name Jurisdiction of Incorporation Noranda Aluminum Acquisition Corporation Delaware Noranda Intermediate Holding Corporation Delaware Noranda Aluminum, Inc. Delaware Norandal USA, Inc. Delaware Gramercy Alumina Holdings Inc. Delaware Gramercy Alumina Holdings II, Inc. Delaware No |
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| February 19, 2014 |
q42013confcalldeckfinal 4th Quarter 2013 Earnings Conference Call Noranda Aluminum Holding Corp February 19, 2014 10:00 AM Eastern / 9:00 AM Central Exhibit 99. |
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| February 19, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported event): February 19, 2014 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporation |
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| February 19, 2014 |
Noranda Declares Quarterly Dividend on Common Stock Exhibit 99.3 Noranda Declares Quarterly Dividend on Common Stock Franklin, Tennessee – February 19, 2014– Noranda Aluminum Holding Corporation (NYSE: NOR) announced today that its Board of Directors has declared a regular quarterly dividend of $0.01 per share to be paid on March 26, 2014 to shareholders of record as of March 3, 2014. The Board anticipates declaring this dividend in future quarters |
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| February 19, 2014 |
Noranda Reports Fourth Quarter Results and Substantial Progress on 2014-2016 Productivity Program Exhibit 99.1 Noranda Reports Fourth Quarter Results and Substantial Progress on 2014-2016 Productivity Program Fourth Quarter 2013 Highlights and Recent Events • Average realized Midwest transaction price per pound shipped was $0.90, compared to $1.01 in fourth quarter 2012 • Net Cash Cost was $0.78 per pound, compared to $0.82 per pound in fourth quarter 2012 • Excluding special items, EPS was a |
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| February 14, 2014 |
EX-4.1 Exhibit 4.1 NORANDA ALUMINUM HOLDING CORPORATION and the Guarantors from time to time party hereto DEBT SECURITIES FORM OF INDENTURE Dated as of [ ] [ ] Trustee CROSS-REFERENCE TABLE* Trust Indenture Act Section Indenture Section 310(a)(1) 7.10 (a)(2) 7.10 (a)(3) N.A. (a)(4) N.A. (a)(5) 7.10 311(a) 7.11 312(a) 2.07 313(a) 7.06 (b)(1) 7.06 (b)(2) 7.07 (c) 7.06, 13.02 314(a) N.A. (b) N.A. (c) |
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| February 14, 2014 |
S-3/A 1 d666514ds3a.htm AMENDMENT NO. 1 TO FORM S-3 Table of Contents As filed with the Securities and Exchange Commission on February 14, 2014 Registration No. 333–193711 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-3 REGISTRATION STATEMENT Under The Securities Act Of 1933 NORANDA ALUMINUM HOLDING CORPORATION (Exact name of registrant as specif |
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| February 14, 2014 |
EX-4.2 Exhibit 4.2 NORANDA ALUMINUM ACQUISITION CORPORATION and the Guarantors from time to time party hereto DEBT SECURITIES FORM OF INDENTURE Dated as of [ ] [ ] Trustee CROSS-REFERENCE TABLE* Trust Indenture Act Section Indenture Section 310(a)(1) 7.10 (a)(2) 7.10 (a)(3) N.A. (a)(4) N.A. (a)(5) 7.10 311(a) 7.11 312(a) 2.07 313(a) 7.06 (b)(1) 7.06 (b)(2) 7.07 (c) 7.06, 13.02 314(a) N.A. (b) N.A. |
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| February 14, 2014 |
SEC Response Letter [Noranda Aluminum Holding Corporation Letterhead] February 14, 2014 Via EDGAR and Courier John Reynolds Assistant Director United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| February 13, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 13, 2014 |
Exhibit 99.1 Noranda Announces Filing with Missouri Public Service Commission to Lock in Lower Electricity Rate for New Madrid Smelter Franklin, Tennessee - February 13, 2014 - Noranda Aluminum Holding Corporation (NYSE: NOR) announced today that its wholly owned subsidiary Noranda Aluminum, Inc. (together referred to as “Noranda” or “the Company”) has filed with the Missouri Public Service Commis |
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| February 13, 2014 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest reported event): February 13, 2014 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporation |
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| January 31, 2014 |
Exhibit 4.1 NORANDA ALUMINUM HOLDING CORPORATION DEBT SECURITIES FORM OF INDENTURE Dated as of [ ] [ ] Trustee CROSS-REFERENCE TABLE* Trust Indenture Act Section Indenture Section 310(a)(1) 7.10 (a)(2) 7.10 (a)(3) N.A. (a)(4) N.A. (a)(5) 7.10 (b) 7.10 (c) N.A. 311(a) 7.11 (b) 7.11 (c) N.A. 312(a) 2.07 (b) 13.03 (c) 13.03 313(a) 7.06 (b)(1) 7.06 (b)(2) 7.07 (c) 7.06, 13.02 (d) 7.06 314(a) N.A. (b) |
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| January 31, 2014 |
Form S-3 Table of Contents As filed with the Securities and Exchange Commission on January 31, 2014 Registration No. |
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| January 31, 2014 |
Exhibit 4.2 NORANDA ALUMINUM ACQUISITION CORPORATION DEBT SECURITIES FORM OF INDENTURE Dated as of [ ] [ ] Trustee CROSS-REFERENCE TABLE* Trust Indenture Act Section Indenture Section 310(a)(1) 7.10 (a)(2) 7.10 (a)(3) N.A. (a)(4) N.A. (a)(5) 7.10 (b) 7.10 (c) N.A. 311(a) 7.11 (b) 7.11 (c) N.A. 312(a) 2.07 (b) 13.03 (c) 13.03 313(a) 7.06 (b)(1) 7.06 (b)(2) 7.07 (c) 7.06, 13.02 (d) 7.06 314(a) N.A. |
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| January 31, 2014 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-193256 PROSPECTUS $175,000,000 EXCHANGE OFFER FOR 11% SENIOR NOTES DUE 2019 FOR A LIKE PRINCIPAL AMOUNT OF OUTSTANDING 11% SENIOR NOTES DUE 2019 Noranda Aluminum Acquisition Corporation (the ?Issuer?) is offering, upon the terms and subject to the conditions set forth in this prospectus and the accompanying letter of transmittal, to exchange an |
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| January 31, 2014 |
Exhibit 24.1 POWER OF ATTORNEY Each of the undersigned directors and officers of Noranda Aluminum Holding Corporation (the ?Company?) hereby constitutes and appoints Layle K. Smith, Dale W. Boyles and Gail E. Lehman, and each of them, his true and lawful attorneys-in-fact and agents with full power of substitution and resubstitution, for him and his name place and stead, in any and all capacities, |
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| January 29, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest reported event): January 23, 2014 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporation) |
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| January 29, 2014 |
As filed with the Securities and Exchange Commission on January 29, 2014 Registration No. |
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| January 29, 2014 |
Noranda Announces Departure of Wayne Hale Exhibit 99.1 Noranda Announces Departure of Wayne Hale Franklin, Tennessee – January 29, 2014 – Noranda Aluminum Holding Corporation (“Noranda” or the “Company”) (NYSE: NOR) today announced that Wayne Hale, President of Noranda’s Upstream Business, has tendered his resignation to pursue an external career opportunity outside of the aluminum industry. “On behalf of Noranda, I would like to thank Wa |
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| January 10, 2014 |
Exhibit 99.3 NORANDA ALUMINUM ACQUISITION CORPORATION OFFER TO EXCHANGE $175,000,000 AGGREGATE PRINCIPAL AMOUNT OF 11% SENIOR NOTES DUE 2019 FOR ANY AND ALL OF THE OUTSTANDING 11% SENIOR NOTES DUE 2019 , 2014 To Our Clients: Enclosed for your consideration are a Prospectus, dated , 2014 (as the same may be amended or supplemented from time to time, the “Prospectus”), and a Letter of Transmittal (t |
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| January 10, 2014 |
As filed with the Securities and Exchange Commission on January 10, 2014 Registration No. |
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| January 10, 2014 |
Exhibit 99.4 NORANDA ALUMINUM ACQUISITION CORPORATION OFFER TO EXCHANGE $175,000,000 AGGREGATE PRINCIPAL AMOUNT OF 11% SENIOR NOTES DUE 2019 FOR ANY AND ALL OF THE OUTSTANDING 11% SENIOR NOTES DUE 2019 , 2014 To Brokers, Dealers, Commercial Banks, Trust Companies and other Nominees: As described in the enclosed Prospectus, dated , 2014 (as the same may be amended or supplemented from time to time, |
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| January 10, 2014 |
Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 31-0841368 I.R.S. Employer Identific |
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| January 10, 2014 |
Subsidiaries of Noranda Aluminum Holding Corporation Exhibit 21.1 Subsidiaries of Noranda Aluminum Holding Corporation Wholly owned subsidiaries (as of September 30, 2013): Name Jurisdiction of Incorporation Noranda Aluminum Acquisition Corporation Delaware Noranda Intermediate Holding Corporation Delaware Noranda Aluminum, Inc. Delaware Norandal USA, Inc. Delaware Gramercy Alumina Holdings Inc. Delaware Gramercy Alumina Holdings II, Inc. Delaware N |
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| January 10, 2014 |
CERTIFICATE OF INCORPORATION MUSIC CITY ACQUISITION CORPORATION Exhibit 3.3 CERTIFICATE OF INCORPORATION OF MUSIC CITY ACQUISITION CORPORATION I, the undersigned, for the purpose of incorporating and organizing a corporation under the General Corporation Law of the State of Delaware, do hereby execute this Certificate of Incorporation and do hereby certify as follows: ARTICLE I The name of the corporation (which is hereinafter referred to as the ?Corporation?) |
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| January 10, 2014 |
CERTIFICATE OF FORMATION GRAMERCY ALUMINA LLC Exhibit 3.13 CERTIFICATE OF FORMATION OF GRAMERCY ALUMINA LLC The undersigned, as an authorized person, in order to form a limited liability company under the provisions of the Delaware Limited Liability Company Act (6 Del. Code ?18-101 et seq.) does hereby certify as follows: FIRST: The name of the limited liability company formed hereby is: Gramercy Alumina LLC SECOND: The address of the limited |
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| January 10, 2014 |
CERTIFICATE OF INCORPORATION GRAMERCY ALUMINA HOLDINGS II, INC. Exhibit 3.15 CERTIFICATE OF INCORPORATION OF GRAMERCY ALUMINA HOLDINGS II, INC. I, the undersigned, for the purpose of incorporating and organizing a corporation under the General Corporation Law of the State of Delaware, do hereby execute this Certificate of Incorporation and do hereby certify as follows: ARTICLE I The name of the corporation (which is hereinafter referred to as the ?Corporation? |
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| January 10, 2014 |
BY?LAWS OF GRAMERCY ALUMINA HOLDINGS II, INC. ARTICLE I OFFICES Exhibit 3.16 BY?LAWS OF GRAMERCY ALUMINA HOLDINGS II, INC. ARTICLE I OFFICES SECTION 1. REGISTERED OFFICE ?? The registered office of Gramercy Alumina Holdings II, Inc. (the ?Corporation?) shall be established and maintained at the office of The Corporation Trust Center at 1209 Orange Street in the City of Wilmington, County of New Castle, State of Delaware, 19801 and said The Corporation Trust Ce |
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| January 10, 2014 |
Exhibit 99.2 FORM OF NOTICE OF GUARANTEED DELIVERY NOTICE OF GUARANTEED DELIVERY FOR OFFER TO EXCHANGE $175,000,000 AGGREGATE PRINCIPAL AMOUNT OF ITS 11% SENIOR NOTES DUE 2019, THE ISSUANCE OF WHICH HAS BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, FOR A LIKE PRINCIPAL AMOUNT OF 11% SENIOR NOTES DUE 2019 THE EXCHANGE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CI |
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| January 10, 2014 |
Exhibit 99.1 NORANDA ALUMINUM ACQUISITION CORPORATION LETTER OF TRANSMITTAL OFFER TO EXCHANGE $175,000,000 PRINCIPAL AMOUNT OF ITS 11% SENIOR NOTES DUE 2019, THE ISSUANCE OF WHICH HAS BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, FOR A LIKE PRINCIPAL AMOUNT OF 11% SENIOR NOTES DUE 2019 THE EXCHANGE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON , 2014 |
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| January 10, 2014 |
CERTIFICATE OF INCORPORATION OF NORANDA INTERMEDIATE HOLDING CORPORATION Exhibit 3.5 CERTIFICATE OF INCORPORATION OF NORANDA INTERMEDIATE HOLDING CORPORATION The undersigned, in order to form a corporation for the purpose hereinafter stated, under and pursuant to the provisions of the Delaware General Corporation Law, hereby certifies that: First. The name of the corporation is Noranda Intermediate Holding Corporation (the ?Corporation?). Second. The address of the Cor |
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| January 10, 2014 |
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT NORANDA ALUMINA, LLC Exhibit 3.14 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NORANDA ALUMINA, LLC THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this "Agreement") of Gramercy Alumina, LLC, a Delaware limited liability company (the "Company") is made effective as of November 1, 2013, by Gramercy Alumina Holdings, Inc., a Delaware corporation ("GAH'), and Gramercy Alumina Holdings II, In |
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| January 10, 2014 |
AMENDMENT NO. 2 TO ABL CREDIT AGREEMENT Exhibit 10.3 AMENDMENT NO. 2 TO ABL CREDIT AGREEMENT This Amendment No. 2, dated as of March 29, 2012 (this “Amendment”), to that certain ABL Credit Agreement, dated as of February 29, 2012 (as amended to the date hereof, the “Credit Agreement”), among NORANDA ALUMINUM HOLDING CORPORATION, a Delaware corporation (“Holdings”); NORANDA ALUMINUM ACQUISITION CORPORATION, a Delaware corporation (the “C |
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| December 18, 2013 |
Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest reported event): December 17, 2013 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporation |
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| December 18, 2013 |
Noranda Announces Workforce Reductions and Continued Progress on 2014-2016 CORE Productivity Program EX-99.1 2 exhibit991pressreleasedate.htm EXHIBIT 99.1 PRESS RELEASE DATED 12/17/2013 Exhibit 99.1 Noranda Announces Workforce Reductions and Continued Progress on 2014-2016 CORE Productivity Program Franklin, Tennessee – December 17, 2013 – Noranda Aluminum Holding Corporation today announced planned workforce reductions involving approximately 190 employees and contract workers. The reductions ar |
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| November 4, 2013 |
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Exhibit 12.1 COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Three months ended September 30, Nine Months Ended September 30, 2013 2012 2013 2012 $ $ $ $ Computation of earnings: Income (loss) before income taxes (32.1 ) 5.7 (50.0 ) 68.0 Plus: fixed charges 13.7 9.5 37.8 26.3 Less: capitalized interest (0.4 ) (0.2 ) (1.2 ) (0.8 ) Earnings (18.8 ) 15.0 (13.4 ) 93.5 Computation of fixed charges In |
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| November 4, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [ to ]. Commission file number: 001-34741 |
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| November 4, 2013 |
Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Exhibit 95.1 Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Under the Interagency Agreement dated March 29, 1979 between the Mine Safety and Health Administration ("MSHA"), the U.S. Department of Labor, and The Occupational Safety and Health Administration, alumina refineries are subject to MSHA jurisdiction. As a result, our Gramercy, LA alumina refinery is subject |
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| October 30, 2013 |
Noranda Declares Quarterly Dividend on Common Stock Exhibit 99.3 Noranda Declares Quarterly Dividend on Common Stock Franklin, Tennessee – October 30, 2013 – Noranda Aluminum Holding Corporation (NYSE: NOR) announced today that its Board of Directors has declared a regular quarterly dividend of $0.01 per share to be paid on December 5, 2013 to shareholders of record as of November 12, 2013. “In the context of the current aluminum price environment, |
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| October 30, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest reported event): October 30, 2013 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporation) |
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| October 30, 2013 |
Noranda Reports Third Quarter 2013 Results Exhibit 99.1 Noranda Reports Third Quarter 2013 Results Third Quarter 2013 Highlights • Operating activities provided $26.1 million of cash flow, compared to $16.8 million provided in second quarter 2013 and $4.5 million provided in third quarter 2012 • Total segment profit was $11.0 million, compared to $25.0 million in second quarter 2013 and $10.1 million in third quarter 2012 • Excluding speci |
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| October 30, 2013 |
EX-99.2 3 q32013confcalldeck102913.htm EXHIBIT 99.2 CONFERENCE CALL PRESENTATION 3rd Quarter 2013 Earnings Conference Call Noranda Aluminum Holding Corp October 30, 2013 10:00 AM Eastern / 9:00 AM Central Exhibit 99.2 The presentation and comments made by Noranda’s management on the quarterly conference call contain “forward- looking statements” within the meaning of the Private Securities Litigat |
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| October 23, 2013 |
Management Incentive Termsheet Exhibit 10.1 October 17, 2013 Management Incentive Termsheet Name : Dale W. Boyles Effective Date: November 5, 2013 Term of Employment: Three years, commencing on the Effective Date, subject to earlier termination by either party; term of employment shall automatically be renewed for consecutive one-year terms at the end of the initial term unless either party gives at least 90 days’ written notic |
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| October 23, 2013 |
Noranda Announces New Chief Financial Officer Exhibit 99.1 Noranda Announces New Chief Financial Officer Franklin, Tennessee - October 22, 2013-Noranda Aluminum Holding Corporation (“Noranda” or the “Company”) (NYSE: NOR) today announced the appointment of Dale W. Boyles as its new Chief Financial Officer, effective November 5, 2013. Prior to joining Noranda, Mr. Boyles was Operating CFO for Hanesbrands, Inc. (NYSE: HBI), a publicly traded co |
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| October 23, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported event): October 17, 2013 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporation) |
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| July 30, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [ to ]. Commission file number: 001-34741 NORAN |
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| July 30, 2013 |
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Exhibit 12.1 COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Three months ended June 30, Six months ended June 30, 2013 2012 2013 2012 $ $ Computation of earnings: Income (loss) before income taxes (18.9 ) 38.6 (17.9 ) 62.3 Plus: fixed charges 13.2 9.4 24.1 16.7 Less: capitalized interest (0.5 ) (0.2 ) (0.8 ) (0.6 ) Earnings (6.2 ) 47.8 5.4 78.4 Computation of fixed charges Interest expense, net |
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| July 30, 2013 |
Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Exhibit 95.1 Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Under the Interagency Agreement dated March 29, 1979 between the Mine Safety and Health Administration ("MSHA"), the U.S. Department of Labor, and The Occupational Safety and Health Administration, alumina refineries are subject to MSHA jurisdiction. As a result, our Gramercy, LA alumina refinery is subject |
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| July 30, 2013 |
ABL INCREMENTAL ASSUMPTION AGREEMENT NO. 1 Exhibit 10.3 ABL INCREMENTAL ASSUMPTION AGREEMENT NO. 1 ABL Incremental Assumption Agreement No. 1 dated as of May 15, 2013 (this ?First ABL Incremental Agreement?) among NORANDA ALUMINUM ACQUISITION CORPORATION, a Delaware corporation (the ?Company?); the Subsidiaries of the Company signatory hereto (collectively with the Company, the ?Borrower?), BANK OF AMERICA, N.A., as Incremental Revolving F |
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| July 30, 2013 |
INCREMENTAL AMENDMENT NO. 2 TO CREDIT AGREEMENT Exhibit 10.2 INCREMENTAL AMENDMENT NO. 2 TO CREDIT AGREEMENT Incremental Amendment No. 2 to Credit Agreement dated as of May 29, 2013 (this “Second Incremental Amendment”) among NORANDA ALUMINUM ACQUISITION CORPORATION, a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A., as Incremental Term Lender (the “Incremental Term Lender”), and BANK OF AMERICA, N.A., as Administrative Agent for t |
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| July 24, 2013 |
Noranda Reports Second Quarter 2013 Results Exhibit 99.1 Noranda Reports Second Quarter 2013 Results Second Quarter 2013 Highlights • Total segment profit was $25.0 million, compared to $36.3 million in first quarter 2013 and $49.1 million in second quarter 2012 • Excluding special items, diluted EPS was a loss of $0.16, compared to a loss of $0.02 in first quarter 2013 and income of $0.11 in second quarter 2012 • Reported diluted EPS was a |
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| July 24, 2013 |
8-K 1 mahoneyresignation8-k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest reported event): July 23, 2013 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Oth |
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| July 24, 2013 |
Noranda Declares Quarterly Dividend on Common Stock Exhibit 99.3 Noranda Declares Quarterly Dividend on Common Stock Franklin, Tennessee – July 24, 2013– Noranda Aluminum Holding Corporation (NYSE: NOR) announced today that its Board of Directors has declared a regular quarterly dividend of $0.04 per share to be paid on August 28, 2013 to shareholders of record as of August 5, 2013. Changes in the Company's financial condition and cash needs could |
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| July 24, 2013 |
Noranda Announces Organizational Changes Exhibit 99.2 Noranda Announces Organizational Changes Franklin, Tennessee – July 24, 2013 – Noranda Aluminum Holding Corporation (“Noranda” or the “Company”) (NYSE: NOR) today announced that Robert B. Mahoney will leave his employment with the Company once his employment contract expires on October 26, 2013. The Company and Mr. Mahoney have entered into a letter agreement to govern compensation ma |
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| July 24, 2013 |
q22013confcalldeckexhibi 2nd Quarter 2013 Earnings Conference Call Noranda Aluminum Holding Corp July 24, 2013 10:00 AM Eastern / 9:00 AM Central Exhibit 99. |
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| July 24, 2013 |
Exhibit 99.1 July 23, 2013 Mr. Robert B. Mahoney c/o Noranda Aluminum Holding Corporation 801 Crescent Centre Drive, Suite 600 Franklin, TN 37067 Dear Bob: This letter agreement (this “Agreement”) formalizes our discussions regarding the terms and conditions of your separation from Noranda Aluminum Holding Corporation (the “Company”) and its affiliates. This Agreement supersedes the Management Equ |
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| July 24, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest reported event): July 24, 2013 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporation) (C |
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| May 31, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest reported event): May 29, 2013 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporation) (Co |
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| May 31, 2013 |
Exhibit 99.1 Noranda Announces $50 Million Incremental Term Loan Facility and $15 Million Incremental ABL Commitments Franklin, Tennessee – May 30, 2013 – Noranda Aluminum Holding Corporation (“Noranda” or the “Company”) (NYSE: NOR) today announced that Noranda Aluminum Acquisition Corporation (“AcquisitionCo”), its wholly-owned subsidiary, has entered into an incremental term loan facility in the |
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| May 13, 2013 |
Submission of Matters to a Vote of Security Holders - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported event): May 9, 2013 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporation) (Com |
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| April 29, 2013 |
Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Exhibit 95.1 Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Under the Interagency Agreement dated March 29, 1979 between the Mine Safety and Health Administration ("MSHA"), the U.S. Department of Labor, and The Occupational Safety and Health Administration, alumina refineries are subject to MSHA jurisdiction. As a result, our Gramercy, LA alumina refinery is subject |
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| April 29, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [ to ]. Commission file number: 001-34741 NORA |
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| April 29, 2013 |
NORANDA ALUMINUM ACQUISITION CORPORATION and certain Guarantors from time to time parties hereto $175,000,000 11% Senior Notes due 2019 INDENTURE Dated as of March 8, 2013 U. |
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| April 29, 2013 |
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Exhibit 12.1 COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Three months ended March 31, 2013 2012 $ $ Computation of earnings: Income (loss) before income taxes 1.0 23.7 Plus: fixed charges 10.8 7.3 Less: capitalized interest (0.3 ) (0.4 ) Earnings 11.5 30.6 Computation of fixed charges Interest expense, net 10.1 6.5 Capitalized interest 0.3 0.4 Interest portion of operating lease expense 0.4 |
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| April 29, 2013 |
INCREMENTAL AMENDMENT NO. 1 TO CREDIT AGREEMENT EXECUTION VERSION INCREMENTAL AMENDMENT NO. 1 TO CREDIT AGREEMENT Incremental Amendment No. 1 to Credit Agreement dated as of March 8, 2013 (this ?First Incremental Amendment?) among NORANDA ALUMINUM ACQUISITION CORPORATION, a Delaware corporation (the ?Borrower?), BANK OF AMERICA, N.A., as Incremental Term Lender (the ?Incremental Term Lender?), BANK OF AMERICA, N.A., as Administrative Agent for |
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| April 24, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported event): April 24, 2013 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporation) ( |
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| April 24, 2013 |
EX-99.2 3 q12013confcalldeckfinal.htm EX 99.2 PRESENTATION MATERIALS Q1 2013 TM 1st Quarter 2013 Earnings Conference Call Noranda Aluminum Holding Corp April 24, 2013 10:00 AM Eastern / 9:00 AM Central The presentation and comments made by Noranda’s management on the quarterly conference call contain “forward- looking statements” within the meaning of the Private Securities Litigation Reform Act o |
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| April 24, 2013 |
Noranda Reports First Quarter 2013 Results Exhibit 99.1 Noranda Reports First Quarter 2013 Results First Quarter 2013 Highlights • Diluted EPS was $0.01, compared to $0.06 in fourth quarter 2012; and $0.24 in first quarter 2012 • Excluding special items, diluted EPS was a loss of $0.02, compared to a loss of $0.12 in fourth quarter 2012 and a profit of $0.18 in first quarter 2012 • Total segment profit was $36.3 million, compared to $30.9 |
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| April 24, 2013 |
Noranda Declares Quarterly Dividend on Common Stock Exhibit 99.3 Noranda Declares Quarterly Dividend on Common Stock Franklin, Tennessee – April 24, 2013– Noranda Aluminum Holding Corporation (NYSE: NOR) announced today that its Board of Directors has declared a regular quarterly dividend of $0.04 per share to be paid on May 29, 2013 to shareholders of record as of May 6, 2013. Changes in the Company's financial condition and cash needs could resul |
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| April 22, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant c Check the appropriate box: c Preliminary Proxy Statement c Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defin |
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| March 20, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported event): March 12, 2013 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporation) ( |
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| March 8, 2013 |
8-K 1 q120138kdebtrefinancingclo.htm Q1 2013 DEBT REFINANCING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest reported event): March 8, 2013 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-3474 |
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| March 8, 2013 |
Exhibit 99.1 Noranda Announces Completion of Senior Secured Term Loan Increase, Closing of $175 Million Notes Offering Franklin, Tennessee – March 8, 2013 – Noranda Aluminum Holding Corporation (“Noranda” or the “Company”) (NYSE: NOR) today announced that Noranda Aluminum Acquisition Corporation (“AcquisitionCo”), its wholly-owned subsidiary, has completed its previously announced private offering |
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| March 1, 2013 |
Noranda Updates Plans for Additional Secured Term Loan Exhibit 99.2 Noranda Updates Plans for Additional Secured Term Loan Financing Franklin, Tennessee – March 1, 2013 – Noranda Aluminum Holding Corporation (“Noranda” or the “Company”) (NYSE: NOR) announced today that Noranda Aluminum Acquisition Corporation (“AcquisitionCo”), its wholly-owned subsidiary, intends to seek increased commitments beyond the amount previously announced for a total of appr |
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| March 1, 2013 |
Financial Statements and Exhibits, Other Events - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest reported event): March 1, 2013 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporation) (C |
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| March 1, 2013 |
Noranda Prices $175 Million Notes Offering Exhibit 99.1 Noranda Prices $175 Million Notes Offering Franklin, Tennessee – March 1, 2013 – Noranda Aluminum Holding Corporation (“Noranda” or the “Company”) (NYSE: NOR) today announced that Noranda Aluminum Acquisition Corporation (“AcquisitionCo”), its wholly-owned subsidiary, has priced a private offering of $175 million aggregate principal amount of senior unsecured notes due 2019 (the “Note |
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| February 28, 2013 |
SUBSIDIARIES OF NORANDA ALUMINUM HOLDING CORPORATION Exhibit 21.1 SUBSIDIARIES OF NORANDA ALUMINUM HOLDING CORPORATION All subsidiaries are wholly owned (as of February 28, 2013): Name Jurisdiction of incorporation Noranda Aluminum Acquisition Corporation Delaware Noranda Intermediate Holding Corporation Delaware Noranda Aluminum, Inc. Delaware Norandal USA, Inc. Delaware Gramercy Alumina Holdings, Inc. Delaware Noranda Alumina LLC Delaware Noranda |
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| February 28, 2013 |
Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Exhibit 95.1 Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Under the Interagency Agreement dated March 29, 1979 between the Mine Safety and Health Administration ("MSHA"), the U.S. Department of Labor, and The Occupational Safety and Health Administration, alumina refineries are subject to MSHA jurisdiction. As a result, our Gramercy, LA alumina refinery is subject |
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| February 28, 2013 |
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Exhibit 12.1 COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Year ended December 31, 2012 2011 2010 2009 2008 (1) $ $ $ $ $ Computation of earnings: Income (loss) before income taxes 74.6 186.3 101.9 160.0 (107.0 ) Less: Equity in net income of investments in affiliates — — — (0.6 ) (7.7 ) Plus: fixed charges 35 23.5 32.7 54.4 88.9 Less: capitalized interest (1.1 ) (0.9 ) (0.4 ) — — Earnings 108 |
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| February 28, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K x Annual Report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2012 or o Transition report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to . Commission file number: 001-34741 NORANDA ALUMINUM HOLDIN |
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| February 25, 2013 |
Noranda Launches Notes Offering Exhibit 99.1 Noranda Launches Notes Offering Franklin, Tennessee – February 25, 2013 – Noranda Aluminum Holding Corporation (“Noranda” or the “Company”) (NYSE: NOR) today announced that Noranda Aluminum Acquisition Corporation (“AcquisitionCo”), its wholly-owned subsidiary, intends to offer, subject to market and other conditions, approximately $225 million of senior unsecured notes due 2019 (the |
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| February 25, 2013 |
Financial Statements and Exhibits, Other Events - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest reported event): February 25, 2013 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporation |
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| February 25, 2013 |
Noranda Announces Plans for New Debt Financing Exhibit 99.2 Noranda Announces Plans for New Debt Financing Franklin, Tennessee – February 25, 2013 – Noranda Aluminum Holding Corporation (“Noranda” or the “Company”) (NYSE: NOR) announced today that Noranda Aluminum Acquisition Corporation (“AcquisitionCo”), its wholly-owned subsidiary, intends to seek commitments for approximately $60 million of secured term loans (the “New Loans”) to be struct |
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| February 20, 2013 |
Noranda Declares Quarterly Dividend on Common Stock Exhibit 99.3 Noranda Declares Quarterly Dividend on Common Stock Franklin, Tennessee – February 20, 2013– Noranda Aluminum Holding Corporation (NYSE: NOR) announced today that its Board of Directors has declared a regular quarterly dividend of $0.04 per share to be paid on March 27, 2013 to shareholders of record as of March 4, 2013. The Board anticipates declaring this dividend in future quarters |
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| February 20, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported event): February 20, 2013 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporation |
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| February 20, 2013 |
q42012confcalldeckfinal TM 4th Quarter 2012 Earnings Conference Call Noranda Aluminum Holding Corp February 20, 2013 10:00 AM Eastern / 9:00 AM Central The presentation and comments made by Noranda’s management on the quarterly conference call contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. |
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| February 20, 2013 |
Noranda Reports Fourth Quarter 2012 Results Exhibit 99.1 Noranda Reports Fourth Quarter 2012 Results Fourth Quarter 2012 Highlights • Average realized Midwest transaction price per pound shipped was $1.01, compared to $1.04 in fourth quarter 2011 • Net cash cost was $0.82 per pound, compared to $0.83 per pound in fourth quarter 2011 • Diluted EPS was $0.06, compared to $0.36 in fourth quarter 2011; excluding special items, diluted EPS was a |
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| February 14, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 1)* Under the Securities Exchange Act of 1934 NORANDA ALUMINUM HOLDING CORPORATION (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 65542W107 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate t |
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| February 13, 2013 |
SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Noranda Aluminum Holding Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 65542W107 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: x Rule 13d-1(b) o Rule 13d-1(c) o Rule 13d-1(d) *The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. |
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| January 22, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported event): January 16, 2013 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporation) |
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| December 17, 2012 |
Mine Safety - Reporting of Shutdowns and Patterns of Violations - kmshappov121412.htm - Generated by SEC Publisher for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported event): November 28, 2012 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 00 |
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| October 30, 2012 |
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (in millions) Exhibit 12.1 COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (in millions) Three months ended September 30, Nine months ended September 30, 2012 2011 2012 2011 $ $ $ $ Computation of earnings: Income before income taxes 5.7 37.5 68.0 166.4 Plus: fixed charges 9.5 5.8 26.3 18.0 Less: capitalized interest (0.2 ) (0.2 ) (0.8 ) (0.6 ) Earnings 15.0 43.1 93.5 183.8 Computation of fixed charges Intere |
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| October 30, 2012 |
Exhibit 95.1 Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Under the Interagency Agreement dated March 29, 1979 between the Mine Safety and Health Administration ("MSHA"), the U.S. Department of Labor, and The Occupational Safety and Health Administration, alumina refineries are subject to MSHA jurisdiction. As a result, our Gramercy, LA alumina refinery is subject |
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| October 30, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2012 OR £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [ to ]. Commission file number: 001-34741 |
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| October 24, 2012 |
Noranda Reports Third Quarter 2012 Results EX-99.1 2 a2012q3earningsreleaseexhi.htm EXHIBIT 99.1 Exhibit 99.1 Noranda Reports Third Quarter 2012 Results Key Third Quarter 2012 Metrics • Average realized Midwest transaction price per pound shipped was $0.96, compared to $1.01 in second quarter 2012 and $1.18 in third quarter 2011 • Diluted EPS was $0.05, compared to $0.36 in second quarter 2012 and $0.45 in third quarter 2011 • Excluding sp |
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| October 24, 2012 |
Noranda Declares Quarterly Dividend on Common Stock Exhibit 99.3 Noranda Declares Quarterly Dividend on Common Stock Franklin, Tennessee – October 24, 2012– Noranda Aluminum Holding Corporation (NYSE: NOR) announced today that its Board of Directors has declared a regular quarterly dividend of $0.04 per share to be paid on November 28, 2012 to shareholders of record as of November 5, 2012. The Board anticipates declaring this dividend in future qua |
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| October 24, 2012 |
draftq32012confcalldeck1 TM 3rd Quarter 2012 Earnings Conference Call Noranda Aluminum Holding Corp October 24, 2012 10:00 AM Eastern / 9:00 AM Central The presentation and comments made by Noranda’s management on the quarterly conference call contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. |
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| October 24, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported event): October 24, 2012 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporation) |
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| July 31, 2012 |
Exhibit 95.1 Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Under the Interagency Agreement dated March 29, 1979 between the Mine Safety and Health Administration ("MSHA"), the U.S. Department of Labor, and The Occupational Safety and Health Administration, alumina refineries are subject to MSHA jurisdiction. As a result, our Gramercy, LA alumina refinery is subject |
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| July 31, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2012 OR £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [ to ]. Commission file number: 001-34741 NORAN |
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| July 31, 2012 |
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (in millions) Exhibit 12.1 COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (in millions) Three months ended June 30, Six months ended June 30, 2012 2011 2012 2011 $ $ $ $ Computation of earnings: Income before income taxes 38.6 71.4 62.3 128.9 Plus: fixed charges 9.4 6.0 16.7 12.2 Less: capitalized interest (0.2 ) (0.2 ) (0.6 ) (0.4 ) Earnings 47.8 77.2 78.4 140.7 Computation of fixed charges Interest expense |
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| July 26, 2012 |
NORANDA ALUMINUM HOLDING CORPORATION 2012 EMPLOYEE STOCK PURCHASE PLAN EX-99.1 3 exhibit991espp.htm EXHIBIT 99.1 Exhibit 99.1 NORANDA ALUMINUM HOLDING CORPORATION 2012 EMPLOYEE STOCK PURCHASE PLAN The following constitute the provisions of the 2012 Employee Stock Purchase Plan of Noranda Aluminum Holding Corporation (the “Company”): 1. Purpose. The purpose of the Plan is to provide employees of the Company and its Designated Subsidiaries with an opportunity to purcha |
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| July 26, 2012 |
As filed with the Securities and Exchange Commission on July 26, 2012 Registration No. |
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| July 25, 2012 |
Noranda Reports Second Quarter 2012 Results Exhibit 99.1 Noranda Reports Second Quarter 2012 Results Second Quarter 2012 Highlights • Diluted EPS was $0.36, compared to $0.24 in first quarter 2012 and $0.69 in second quarter 2011 • Excluding special items, diluted EPS was $0.11, compared to $0.18 in first quarter 2012 and $0.46 in second quarter 2011 • Total segment profit was $49.1 million, compared to $44.6 million in first quarter 2012 a |
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| July 25, 2012 |
q22012confcalldeckexhibi TM 2nd Quarter 2012 Earnings Conference Call Noranda Aluminum Holding Corp July 25, 2012 10:00 AM Eastern / 9:00 AM Central Exhibit 99. |
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| July 25, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported event): July 25, 2012 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorporation) (C |
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| July 25, 2012 |
Noranda Declares Quarterly Dividend on Common Stock Exhibit 99.3 Noranda Declares Quarterly Dividend on Common Stock Franklin, Tennessee – July 25, 2012– Noranda Aluminum Holding Corporation (NYSE: NOR) announced today that its Board of Directors has declared a regular quarterly dividend of $0.04 per share to be paid on August 29, 2012 to shareholders of record as of August 6, 2012. The Board anticipates declaring this dividend in future quarters o |
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| July 24, 2012 |
Noranda Announces Rod Mill and Port Expansion Projects EX-99.1 2 a50351358ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Noranda Announces Rod Mill and Port Expansion Projects FRANKLIN, Tenn.-(BUSINESS WIRE)-July 24, 2012-Noranda Aluminum Holding Corporation (NYSE: NOR) announced plans to move forward on two capital projects—a $45 million investment to build a new rod mill and an $11 million investment to further expand harbor capacity at Port Rhodes in Discove |
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| July 24, 2012 |
Financial Statements and Exhibits, Other Events - NORANDA ALUMINUM HOLDING CORPORATION 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported event): July 24, 2012 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-34741 (Commission F |
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| May 15, 2012 |
Submission of Matters to a Vote of Security Holders Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported event): May 10, 2012 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jurisdiction of Incorpora |
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| April 30, 2012 |
Exhibit 12.1 COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES Three months ended March 31, 2012 2011 $ $ Computation of earnings: Income before income taxes 23.7 57.5 Plus: fixed charges 7.3 6.2 Less: capitalized interest (0.4 ) (0.2 ) Earnings 30.6 63.5 Computation of fixed charges Interest expense, net 6.5 5.7 Capitalized interest 0.4 0.2 Interest portion of operating lease expense 0.4 0.3 Fixe |
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| April 30, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2012 OR £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [ to ]. Commission file number: 001-34741 NORA |
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| April 30, 2012 |
Exhibit 95.1 Dodd-Frank Act Disclosure of Mine Safety and Health Administration Safety Data Under the Interagency Agreement dated March 29, 1979 between the Mine Safety and Health Administration ("MSHA"), the U.S. Department of Labor, and The Occupational Safety and Health Administration, alumina refineries are subject to MSHA jurisdiction. As a result, our Gramercy, LA alumina refinery is subject |
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| April 30, 2012 |
AMENDMENT NO. 1 TO ABL CREDIT AGREEMENT Exhibit 10.1 [EXECUTION VERSION] AMENDMENT NO. 1 TO ABL CREDIT AGREEMENT This Amendment No. 1, dated as of March 21, 2012 (this “Amendment”), to that certain ABL Credit Agreement, dated as of February 29, 2012 (the “Credit Agreement”), among NORANDA ALUMINUM Holding CORPORATION, a Delaware corporation (“Holdings”); NORANDA ALUMINUM ACQUISITION CORPORATION, a Delaware corporation (the “Company”); t |
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| April 25, 2012 |
EX-99.2 3 a50251783ex992.htm EXHIBIT 99.2 Exhibit 99.2 Noranda Aluminum Holding Corp April 25, 2012 10:00 AM Eastern / 9:00 AM Central The presentation and comments made by Noranda’s management on the quarterly conference call contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements about future, not |
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| April 25, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events 8-K 1 a50251783.htm NORANDA ALUMINUM HOLDING CORPORATION 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported event): April 24, 2012 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware (State o |
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| April 25, 2012 |
Noranda Declares Quarterly Dividend on Common Stock EX-99.3 4 a50251783ex993.htm EXHIBIT 99.3 Exhibit 99.3 Noranda Declares Quarterly Dividend on Common Stock FRANKLIN, Tenn.-(BUSINESS WIRE)-April 25, 2012-Noranda Aluminum Holding Corporation (NYSE: NOR) announced today that its Board of Directors has declared a regular quarterly dividend of $0.04 per share to be paid on May 30, 2012 to shareholders of record as of May 7, 2012. The Board anticipate |
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| April 25, 2012 |
Noranda Reports First Quarter 2012 Results EX-99.1 2 a50251783ex991.htm EXHIBIT 99.1 Exhibit 99.1 Noranda Reports First Quarter 2012 Results First Quarter 2012 Highlights Diluted EPS was $0.24, compared to $0.36 in fourth quarter 2011 and $0.56 in first quarter 2011 Excluding special items, diluted EPS was $0.18, compared to $0.01 in fourth quarter 2011 and $0.35 in first quarter 2011 Total segment profit was $44.6 million, compared to $31 |
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| April 10, 2012 |
8-K 1 d333815d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported event): April 4, 2012 NORANDA ALUMINUM HOLDING CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 001-34741 20-8908550 (State or Other Jur |
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| April 6, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant T Filed by a Party other than the Registrant c Check the appropriate box: c Preliminary Proxy Statement c Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) T Defin |
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| March 19, 2012 |
Financial Statements and Exhibits, Other Events Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 19, 2012 (March 13, 2012) NORANDA ALUMINUM HOLDING CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-34741 20-8908550 (State or other juri |
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| March 19, 2012 |
EX-1.1 Exhibit 1.1 EXECUTION VERSION NORANDA ALUMINUM HOLDING CORPORATION (a Delaware corporation) 10,000,000 Shares of Common Stock UNDERWRITING AGREEMENT Dated: March 13, 2012 NORANDA ALUMINUM HOLDING CORPORATION (a Delaware corporation) 10,000,000 Shares of Common Stock UNDERWRITING AGREEMENT March 13, 2012 UBS Securities LLC 299 Park Avenue New York, NY 10171 Ladies and Gentlemen: Noranda Alum |
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| March 15, 2012 |
10,000,000 Shares Noranda Aluminum Holding Corporation Common Stock Final Prospectus Supplement Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. |
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| March 13, 2012 |
Subject to Completion Preliminary Prospectus Supplement dated March 13, 2012 Preliminary Prospectus Supplement Table of Contents The information in this preliminary prospectus supplement is not complete and may be changed. |
