Item 2.02. Results of Operations and Financial Condition.
The following information is furnished pursuant to Item 2.02, "Results of
Operations and Financial Condition." Consequently, it is not deemed "filed" for
purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise
subject to the liabilities of that section. It may only be incorporated by
reference in another filing under the Securities Exchange Act of 1934 or
Securities Act of 1933 if such subsequent filing specifically references this
Form 8-K.
Today Noranda Aluminum Holding Corporation ("the Company") issued a press
release regarding its financial results for the quarter ended September 30,
2012. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K
and is incorporated by reference herein in its entirety. A copy of investor
presentation materials relating to such financial results is attached hereto as
Exhibit 99.2 and is incorporated by reference herein in its entirety. The press
release and presentation materials use the following non-GAAP financial
measures: "Adjusted EBITDA," "Integrated net cash cost," and "Diluted earnings
per share, excluding special items." A reconciliation of each measure to the
most directly comparable U.S. GAAP measure will be available in the press
release Exhibit 99.1 to our Current Report on Form 8-K furnished to the SEC
concurrent with the issuance of this press release.
Item 8.01 Other Events.
On October 24, 2012, the Board 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
quarters on a regular basis; however, changes in the Company's financial
condition and cash needs could result in dividends being declared in different
amounts, or not at all.
A copy of the press release is attached hereto as Exhibit 99.3 and incorporated
by reference herein in its entirety.