0001065059-21-000036.txt : 20210908 0001065059-21-000036.hdr.sgml : 20210908 20210908164150 ACCESSION NUMBER: 0001065059-21-000036 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210907 ITEM INFORMATION: Entry into a Material Definitive Agreement FILED AS OF DATE: 20210908 DATE AS OF CHANGE: 20210908 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTRUS ENERGY CORP CENTRAL INDEX KEY: 0001065059 STANDARD INDUSTRIAL CLASSIFICATION: MINING, QUARRYING OF NONMETALLIC MINERALS (NO FUELS) [1400] IRS NUMBER: 522107911 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14287 FILM NUMBER: 211242569 BUSINESS ADDRESS: STREET 1: 6901 ROCKLEDGE DR STREET 2: SUITE 800 CITY: BETHESDA STATE: MD ZIP: 20817 BUSINESS PHONE: 3015643200 MAIL ADDRESS: STREET 1: 6901 ROCKLEDGE DR STREET 2: SUITE 800 CITY: BETHESDA STATE: MD ZIP: 20817 FORMER COMPANY: FORMER CONFORMED NAME: USEC INC DATE OF NAME CHANGE: 19980629 8-K 1 form8-k_20210908.htm 8-K Document


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): September 7, 2021

Centrus Energy Corp.
(Exact name of registrant as specified in its charter)

Delaware1-1428752-2107911
(State or other jurisdiction of incorporation)(Commission File Number)(I.R.S. Employer Identification No.)

6901 Rockledge Drive, Suite 800
Bethesda, MD 20817
(301) 564-3200

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading SymbolName of Each Exchange on Which Registered
Class A Common Stock, par value $0.10 per shareLEUNYSE American


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging Growth Company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐




Item 1.01 Entry into Material Definitive Agreement

As previously disclosed by Centrus Energy Corp., a Delaware corporation (the “Company”), on August 30, 2013, the Company submitted a claim to the U.S. Department of Energy (the “DOE”) under the Contract Disputes Act for payment of $42.8 million, representing the DOE’s share of pension and post-retirement benefits costs related to the transition of employees at the former Portsmouth, Ohio Gaseous Diffusion Plant to the DOE’s decontamination and decommissioning contractor. On August 27, 2014, the DOE contracting officer denied the Company’s claim. As a result, the Company filed an appeal of the decision in the U.S. Court of Federal Claims (the “Court”) in January 2015. On January 13, 2021, the Company and the DOE reached a tentative agreement to settle the litigation. The settlement was subject to the approval by the DOE, the U.S. Department of Justice, the Company’s Board of Directors, and the Court.

On September 7, 2021, after the final approvals for the settlement were received, the settlement agreement was signed by the parties. The settlement agreement provides for the payment of $43.5 million comprised of approximately $37.0 million in principal and $6.5 million in interest, from the DOE to the Company. The settlement requires the Company to deposit $33.8 million in the pension plan for its subsidiary United States Enrichment Corp. (“Enrichment Corp.”) and $9.7 million in a trust for payment of post-retirement health benefits payable by Enrichment Corp. After receiving payment the Company has agreed to dismiss its suit. 

The foregoing description of the settlement agreement does not purport to be complete and is qualified in its entirety by the text of the agreement, a copy of which is expected to be filed as an exhibit to Centrus’ quarterly report on Form 10-Q for the third quarter ending September 30, 2021.





SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.



 Centrus Energy Corp.
    
    
Date:September 8, 2021By:/s/ Philip O. Strawbridge 
  Philip O. Strawbridge 
Senior Vice President, Chief Financial Officer,
Chief Administrative Officer and Treasurer