Constellium SE 6-K, filed Jul 22, 2020
Constellium SE (CSTM)
About this 6-K
Constellium SE filed this 6-K on July 22, 2020.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OFFOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of July 2020
Commission File Number: 001-35931
Constellium SE
(Translation of registrant’s name into English)
WashingtonPlaza
40-44, rue Washington
75008 Paris, France
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): Yes ☐ No ☒
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): Yes ☐ No ☒
INFORMATION CONTAINED IN THIS FORM 6-K REPORT
Attached hereto as Exhibit 99.1 is a copy of the press release of Constellium SE (the “Company”), dated July 22, 2020, announcing its financial results for the quarter ended June 30, 2020.
Attached hereto as Exhibit 99.2 is a copy of a presentation of the Company, dated July 22, 2020, summarizing its financial results for the quarter ended June 30, 2020.
Exhibit Index
| No. | Description |
|---|---|
| 99.1 | Press Release issued by Constellium SE on July 22, 2020. |
| 99.2 | Presentation posted by Constellium SE on July 22, 2020. |
The information contained in Exhibit 99.1 of this Form 6-K (except for thesecond paragraph containing certain quotes by the Chief Executive Officer), is incorporated by reference into any offering circular or registration statement (or into any prospectus that forms a part thereof) filed by Constellium SE with theSecurities and Exchange Commission. Exhibit 99.2 is not incorporated by reference.
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.
| CONSTELLIUM SE<br><br><br>(Registrant) | ||
|---|---|---|
| July 22, 2020 | By: | /s/ Peter R. Matt |
| Name: | Peter R. Matt | |
| Title: | Chief Financial Officer |
EX-99.1
Exhibit 99.1
Constellium Reports Second Quarter 2020 Results
Paris, July 22, 2020 – Constellium SE (NYSE: CSTM) today reported results for the second quarter ended June 30, 2020.
For the second quarter of 2020:
| • | Shipments of 310 thousand metric tons, down 25% compared to Q2 2019 |
|---|---|
| • | Revenue of €1.0 billion, down 33% compared to Q2 2019 |
| --- | --- |
| • | Net loss of €32 million compared to net income of €17 million in Q2 2019<br> |
| --- | --- |
| • | Adjusted EBITDA of €81 million, down 51% compared to Q2 2019 |
| --- | --- |
| • | Cash from Operations of €8 million and Free Cash Flow of €(33) million |
| --- | --- |
For the first half of 2020:
| • | Shipments of 703 thousand metric tons, down 15% compared to H1 2019 |
|---|---|
| • | Revenue of €2.5 billion, down 20% compared to H1 2019 |
| --- | --- |
| • | Net loss of €63 million compared to net income of €41 million in H1 2019<br> |
| --- | --- |
| • | Adjusted EBITDA of €228 million, down 24% compared to H1 2019 |
| --- | --- |
| • | Cash from Operations of €152 million and Free Cash Flow of €54 million |
| --- | --- |
| • | Net debt / LTM Adjusted EBITDA of 4.4x as of June 30, 2020 |
| --- | --- |
Jean-Marc Germain, Constellium’s Chief Executive Officer said, “The COVID-19 pandemic has challenged our employees and our business. Protecting the health and safety of our employees and their families remains our top priority. Despite difficult market conditions, our business delivered solid operating results in the quarter, particularly Muscle Shoals in meeting strong packaging demand. We generated Free Cash Flow of €54 million in the first half of 2020. We also strengthened our financial profile by increasing our liquidity to €949 million. I am very proud of the way our team responded swiftly to the crisis by reducing our costs and cash expenditures and demonstrated the flexibility and resilience of our business model.
Mr. Germain continued, “There remains significant uncertainty around the extent and duration of the effects of the pandemic. With the significant actions we have taken and the diversity of our markets and customers, I am very confident in our ability to navigate through this crisis. Based on our current view of market conditions, we expect to generate positive Free Cash Flow in 2020.”
| ● | Group Summary | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Q22019 | Var. | H12020 | H12019 | Var. | |||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Shipments (k metric tons) | 310 | 413 | (25 | )% | 703 | 826 | (15 | )% | |||||||
| Revenue ( millions) | 1,031 | 1,538 | (33 | )% | 2,468 | 3,074 | (20 | )% | |||||||
| Net income / (loss) ( millions) | (32 | ) | 17 | n.m. | (63 | ) | 41 | n.m. | |||||||
| Adjusted EBITDA ( millions) | 81 | 167 | (51 | )% | 228 | 302 | (24 | )% | |||||||
| Adjusted EBITDA per metric ton () | 261 | 403 | (35 | )% | 325 | 366 | (11 | )% |
All values are in Euros.
The difference between the sum of reported segment revenue and total group revenue includes revenue from certain non-core activities and inter-segment eliminations. The difference between the sum of reported segment Adjusted EBITDA and the Group Adjusted EBITDA is related to Holdings and Corporate.
For the second quarter of 2020, shipments of 310 thousand metric tons decreased 25% compared to the second quarter of 2019 due to lower shipments in all three segments. Revenue of €1.0 billion decreased 33% compared to the second quarter of 2019 due to lower shipments and lower metal prices. Net loss of €32 million compared to a net income of €17 million in the second quarter of 2019. Adjusted EBITDA of €81 million decreased 51% compared to the second quarter of 2019 due to weaker results in all three segments.
For the first half of 2020, shipments of 703 thousand metric tons decreased 15% compared to the first half of 2019 due to lower shipments in all three segments. Revenue of €2.5 billion decreased 20% compared to the first half of 2019 primarily due to lower shipments and lower metal prices. Net loss of €63 million compared to a net income of €41 million in the first half of 2019. Adjusted EBITDA of €228 million decreased 24% compared to the first half of 2019 due to weaker results in all three segments.
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| ● | Results by Segment | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| ● | Packaging and Automotive Rolled Products (P&ARP) | ||||||||||||
| --- | --- | ||||||||||||
| Q22019 | Var. | H12020 | H12019 | Var. | |||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Shipments (k metric tons) | 221 | 284 | (23 | )% | 490 | 565 | (13 | )% | |||||
| Revenue ( millions) | 565 | 821 | (31 | )% | 1,317 | 1,649 | (20 | )% | |||||
| Adjusted EBITDA ( millions) | 58 | 79 | (27 | )% | 124 | 138 | (11 | )% | |||||
| Adjusted EBITDA per metric ton () | 262 | 279 | (6 | )% | 252 | 245 | 3 | % |
All values are in Euros.
For the second quarter of 2020, Adjusted EBITDA decreased 27% compared to the second quarter of 2019 primarily due to lower shipments, partially offset by strong cost control. Shipments of 221 thousand metric tons decreased 23% compared to the second quarter of 2019 due to lower shipments across automotive, packaging and specialty products. Revenue of €565 million decreased 31% compared to the second quarter of 2019, primarily due to lower shipments and lower metal prices.
For the first half of 2020, Adjusted EBITDA decreased 11% compared to the first half of 2019 primarily due to lower shipments, partially offset by strong cost control. Shipments of 490 thousand metric tons decreased 13% compared to the first half of 2019 due to lower shipments across automotive, packaging and specialty products. Revenue of €1.3 billion decreased 20% compared to the first half of 2019, primarily due to lower shipments and lower metal prices.
| ● | Aerospace and Transportation (A&T) | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Q22019 | Var. | H12020 | H12019 | Var. | |||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Shipments (k metric tons) | 45 | 63 | (28 | )% | 104 | 129 | (19 | )% | |||||
| Revenue ( millions) | 250 | 383 | (35 | )% | 609 | 761 | (20 | )% | |||||
| Adjusted EBITDA ( millions) | 31 | 64 | (51 | )% | 83 | 116 | (28 | )% | |||||
| Adjusted EBITDA per metric ton () | 691 | 1,018 | (32 | )% | 802 | 905 | (11 | )% |
All values are in Euros.
For the second quarter of 2020, Adjusted EBITDA decreased 51% compared to the second quarter of 2019 primarily due to lower shipments, partially offset by strong cost control. Shipments of 45 thousand metric tons decreased 28% compared to the second quarter of 2019 on lower shipments of aerospace and TID products. Revenue of €250 million decreased 35% compared to the second quarter of 2019 on lower shipments and lower metal prices.
3
For the first half of 2020, Adjusted EBITDA decreased 28% compared to the first half of 2019 primarily due to lower shipments, partially offset by strong cost control and improved price and mix. Shipments of 104 thousand metric tons decreased 19% compared to the first half of 2019 on lower shipments of aerospace and TID products. Revenue of €609 million decreased 20% compared to the first half of 2019 on lower shipments and lower metal prices.
| ● | Automotive Structures and Industry (AS&I) | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Q22019 | Var. | H12020 | H12019 | Var. | ||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Shipments (k metric tons) | 44 | 66 | (33 | )% | 109 | 132 | (17 | )% | ||||||
| Revenue ( millions) | 222 | 347 | (36 | )% | 564 | 691 | (18 | )% | ||||||
| Adjusted EBITDA ( millions) | (1 | ) | 30 | n.m. | 33 | 59 | (44 | )% | ||||||
| Adjusted EBITDA per metric ton () | (31 | ) | 440 | n.m. | 301 | 444 | (32 | )% |
All values are in Euros.
For the second quarter of 2020, Adjusted EBITDA decreased compared to the second quarter of 2019 due to lower shipments and weaker price and mix, partially offset by strong cost control. Shipments of 44 thousand metric tons decreased 33% compared to the second quarter of 2019 on lower shipments of automotive and Industry products. Revenue of €222 million decreased 36% compared to the second quarter of 2019 on lower shipments and lower metal prices.
For the first half of 2020, Adjusted EBITDA decreased 44% compared to the first half of 2019 primarily due to lower shipments, partially offset by strong cost control. Shipments of 109 thousand metric tons decreased 17% compared to the first half of 2019 on lower shipments of automotive and industry products. Revenue of €564 million decreased 18% compared to the first half of 2019 on lower shipments and lower metal prices.
| ● | Net Income |
|---|
For the second quarter of 2020, net loss of €32 million compared to a net income of €17 million in the second quarter of last year. The change in net income is primarily related to lower gross profit, partially offset by a favorable change in gains and losses on derivatives related to our commodity hedging positions and a favorable change in income taxes.
For the first half of 2020, net loss of €63 million compared to a net income of €41 million in the first half of last year. The change in net income is primarily related to lower gross profit and an unfavorable change in gains and losses on derivatives related to our commodity hedging positions, partially offset by a favorable change in income taxes.
4
| ● | Cash Flow |
|---|
Free Cash Flow was €54 million for the first half of 2020 compared to €126 million in the same period of the prior year. The change was primarily due to weaker Adjusted EBITDA and less of a benefit from trade working capital, partially offset by lower capital expenditures.
Cash flows from operating activities were €152 million for the first half of 2020 compared to cash flows from operating activities of €260 million in the same period of the prior year. Constellium decreased factored receivables by €73 million for the first half compared to an increase of €25 million in the same period of the prior year.
Cash flows used in investing activities were €97 million for the first half of 2020 compared to cash flows used in investing activities of €216 million in the same period of the prior year. The first half of 2019 included a net €83 million outflow related to the acquisition of our partner’s 49% interest in the Bowling Green joint venture.
Cash flows from financing activities were €140 million for the first half of 2020 compared to cash flows from financing activities of €4 million in the same period of the prior year. In the first half of 2020, Constellium raised $325 million of 5.625% Senior Notes due 2028, using a portion of the proceeds to redeem the remaining balance of the 4.625% Senior Notes due 2021, and entered into a €180 million loan partially guaranteed by the French State and a CHF 20 million facility partially guaranteed by the Swiss Government. The first half of 2019 included a €54 million lease redemption associated with the acquisition of Bowling Green.
| ● | Liquidity and Net Debt |
|---|
Liquidity at June 30, 2020 was €949 million, comprised of €378 million of cash and cash equivalents and €571 million available under our committed lending facilities and factoring arrangements. Liquidity at June 30, 2020 includes the $166 million Delayed Draw Term Loan, which remained undrawn.
Net debt was €2,163 million at June 30, 2020 compared to €2,183 million at December 31, 2019.
In July 2020, Constellium entered into two additional credit facilities partially guaranteed by the German State with total availability of €50 million.
| ● | Outlook |
|---|
Given the evolving nature of the COVID-19 pandemic, Constellium is unable to forecast with reasonable accuracy the implications of the crisis or the environment that will follow, including the level of demand across our end markets or the impact on our supply chains. Therefore, the Company believes it is prudent to not provide financial guidance until visibility improves further.
5
| ● | Forward-looking statements |
|---|
Certain statements contained in this press release may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. This press release may contain “forward-looking statements” with respect to our business, results of operations and financial condition, and our expectations or beliefs concerning future events and conditions. You can identify forward-looking statements because they contain words such as, but not limited to, “believes,” “expects,” “may,” “should,” “approximately,” “anticipates,” “estimates,” “intends,” “plans,” “targets,” likely,” “will,” “would,” “could” and similar expressions (or the negative of these terminologies or expressions). All forward-looking statements involve risks and uncertainties. Many risks and uncertainties are inherent in our industry and markets, while others are more specific to our business and operations. These risks and uncertainties include, but are not limited to: market competition; economic downturn; disruption to business operations, including the length and magnitude of disruption resulting from the global COVID-19 pandemic; the inability to meet customer demand and quality requirements; the loss of key customers, suppliers or other business relationships; the capacity and effectiveness of our hedging policy activities; the loss of key employees; levels of indebtedness which could limit our operating flexibility and opportunities; and other risk factors set forth under the heading “Risk Factors” in our Annual Report on Form 20-F, and as described from time to time in subsequent reports filed with the U.S. Securities and Exchange Commission. The occurrence of the events described and the achievement of the expected results depend on many events, some or all of which are not predictable or within our control. Consequently, actual results may differ materially from the forward-looking statements contained in this press release. We undertake no obligation to update or revise any forward-looking statement as a result of new information, future events or otherwise, except as required by law.
| ● | About Constellium |
|---|
Constellium (NYSE: CSTM) is a global sector leader that develops innovative, value added aluminium products for a broad scope of markets and applications, including aerospace, automotive and packaging. Constellium generated €5.9 billion of revenue in 2019.
Constellium’s earnings materials for the second quarter ended June 30, 2020, are also available on the company’s website (www.constellium.com).
6
CONSOLIDATED INCOME STATEMENT (UNAUDITED)
| (in millions of Euros) | Three monthsendedJune 30, 2020 | Three monthsendedJune 30, 2019 | Six monthsendedJune 30, 2020 | Six monthsendedJune 30, 2019 | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Revenue | 1,031 | 1,538 | 2,468 | 3,074 | ||||||||
| Cost of sales | (962 | ) | (1,356 | ) | (2,246 | ) | (2,748 | ) | ||||
| Gross profit | **** | 69 | **** | **** | 182 | **** | **** | 222 | **** | **** | 326 | **** |
| Selling and administrative expenses | (57 | ) | (70 | ) | (123 | ) | (138 | ) | ||||
| Research and development expenses | (7 | ) | (12 | ) | (20 | ) | (24 | ) | ||||
| Restructuring costs | (11 | ) | (1 | ) | (11 | ) | (1 | ) | ||||
| Other gains / (losses) - net | 5 | (30 | ) | (63 | ) | (14 | ) | |||||
| (Loss) / income from operations | **** | (1 | ) | **** | 69 | **** | **** | 5 | **** | **** | 149 | **** |
| Finance costs - net | (42 | ) | (43 | ) | (87 | ) | (89 | ) | ||||
| Share of income / (loss) of joint-ventures | — | — | — | 5 | ||||||||
| (Loss) / income before income tax | **** | (43 | ) | **** | 26 | **** | **** | (82 | ) | **** | 65 | **** |
| Income tax benefit / (expense) | 11 | (9 | ) | 19 | (24 | ) | ||||||
| Net (loss) / income | **** | (32 | ) | **** | 17 | **** | **** | (63 | ) | **** | 41 | **** |
| (Loss) / income attributable to: | ||||||||||||
| Equity holders of Constellium | (33 | ) | 16 | (64 | ) | 39 | ||||||
| Non-controlling interests | 1 | 1 | 1 | 2 | ||||||||
| Net (loss) / income | **** | (32 | ) | **** | 17 | **** | **** | (63 | ) | **** | 41 | **** |
| Earnings per share attributable to the equity holders of Constellium, in euros per share | ||||||||||||
| Basic | (0.24 | ) | 0.12 | (0.46 | ) | 0.29 | ||||||
| Diluted | (0.24 | ) | 0.11 | (0.46 | ) | 0.28 | ||||||
| Weighted average shares, in thousands | ||||||||||||
| Basic | 137,901 | 136,700 | 137,903 | 136,344 | ||||||||
| Diluted | 137,901 | 140,321 | 137,903 | 140,349 |
7
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME / (LOSS) (UNAUDITED)
| (in millions of Euros) | Three monthsendedJune 30, 2020 | Three monthsendedJune 30, 2019 | Six monthsendedJune 30, 2020 | Six monthsendedJune 30, 2019 | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Net (loss) / income | **** | (32 | ) | **** | 17 | **** | **** | (63 | ) | **** | 41 | **** |
| Other comprehensive loss | ||||||||||||
| Items that will not be reclassified subsequently to the Unaudited Interim ConsolidatedIncome Statement | ||||||||||||
| Remeasurement on post-employment benefit obligations | (35 | ) | (34 | ) | (41 | ) | (62 | ) | ||||
| Income tax on remeasurement on post-employment benefit obligations | 10 | 8 | 9 | 15 | ||||||||
| Items that may be reclassified subsequently to the Unaudited Interim Consolidated IncomeStatement | ||||||||||||
| Cash flow hedges | 5 | 2 | — | (5 | ) | |||||||
| Net investment hedges | — | 5 | — | 4 | ||||||||
| Income tax on hedges | (2 | ) | — | — | 2 | |||||||
| Currency translation differences | (2 | ) | (6 | ) | (2 | ) | (1 | ) | ||||
| Other comprehensive loss | **** | (24 | ) | **** | (25 | ) | **** | (34 | ) | **** | (47 | ) |
| Total comprehensive loss | **** | (56 | ) | **** | (8 | ) | **** | (97 | ) | **** | (6 | ) |
| Attributable to: | ||||||||||||
| Equity holders of Constellium | (57 | ) | (9 | ) | (98 | ) | (8 | ) | ||||
| Non-controlling interests | 1 | 1 | 1 | 2 | ||||||||
| Total comprehensive loss | **** | (56 | ) | **** | (8 | ) | **** | (97 | ) | **** | (6 | ) |
8
CONSOLIDATED STATEMENT OF FINANCIAL POSITION (UNAUDITED)
| (in millions of Euros) | At June 30,2020 | At December 31,2019 | ||||
|---|---|---|---|---|---|---|
| Assets | ||||||
| Current assets | ||||||
| Cash and cash equivalents | 378 | 184 | ||||
| Trade receivables and other | 451 | 474 | ||||
| Inventories | 635 | 670 | ||||
| Other financial assets | 22 | 22 | ||||
| **** | 1,486 | **** | **** | 1,350 | **** | |
| Non-current assets | ||||||
| Property, plant and equipment | 2,031 | 2,056 | ||||
| Goodwill | 456 | 455 | ||||
| Intangible assets | 68 | 70 | ||||
| Investments accounted for under the equity method | 1 | 1 | ||||
| Deferred income tax assets | 222 | 185 | ||||
| Trade receivables and other | 74 | 60 | ||||
| Other financial assets | 9 | 7 | ||||
| **** | 2,861 | **** | **** | 2,834 | **** | |
| Total Assets | **** | 4,347 | **** | **** | 4,184 | **** |
| Liabilities | ||||||
| Current liabilities | ||||||
| Trade payables and other | 1,003 | 999 | ||||
| Borrowings | 102 | 201 | ||||
| Other financial liabilities | 45 | 35 | ||||
| Income tax payable | 20 | 14 | ||||
| Provisions | 29 | 23 | ||||
| **** | 1,199 | **** | **** | 1,272 | **** | |
| Non-current liabilities | ||||||
| Trade payables and other | 19 | 21 | ||||
| Borrowings | 2,434 | 2,160 | ||||
| Other financial liabilities | 30 | 23 | ||||
| Pension and other post-employment benefit obligations | 715 | 670 | ||||
| Provisions | 99 | 99 | ||||
| Deferred income tax liabilities | 25 | 24 | ||||
| **** | 3,322 | **** | **** | 2,997 | **** | |
| Total Liabilities | **** | 4,521 | **** | **** | 4,269 | **** |
| Equity | ||||||
| Share capital | 3 | 3 | ||||
| Share premium | 420 | 420 | ||||
| Retained deficit and other reserves | (609 | ) | (519 | ) | ||
| Equity attributable to equity holders of Constellium | **** | (186 | ) | **** | (96 | ) |
| Non-controlling interests | 12 | 11 | ||||
| Total Equity | **** | (174 | ) | **** | (85 | ) |
| Total Equity and Liabilities | **** | 4,347 | **** | **** | 4,184 | **** |
9
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (UNAUDITED)
| (in millions of Euros) | Sharecapital | Sharepremium | Re-measure<br>ment | Cash flowhedges | Foreigncurrencytranslationreserve | Otherreserves | Retainedlosses | Total Equityholders ofConstellium | Non-<br>controllinginterests | Totalequity | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| At January 1, 2020 | **** | 3 | **** | 420 | **** | (177 | ) | **** | (10 | ) | **** | 4 | **** | **** | 53 | **** | (389 | ) | **** | (96 | ) | **** | 11 | **** | (85 | ) |
| Net (loss) / income | — | — | — | — | — | — | (64 | ) | **** | (64 | ) | 1 | **** | (63 | ) | |||||||||||
| Other comprehensive loss | — | — | (32 | ) | — | (2 | ) | — | — | **** | (34 | ) | — | **** | (34 | ) | ||||||||||
| Total comprehensive (loss) / income | **** | — | **** | — | **** | (32 | ) | **** | — | **** | **** | (2 | ) | **** | — | **** | (64 | ) | **** | (98 | ) | **** | 1 | **** | (97 | ) |
| Transactions with equity holders | ||||||||||||||||||||||||||
| Share-based compensation | — | — | — | — | — | 8 | — | **** | 8 | **** | — | **** | 8 | **** | ||||||||||||
| At June 30, 2020 | **** | 3 | **** | 420 | **** | (209 | ) | **** | (10 | ) | **** | 2 | **** | **** | 61 | **** | (453 | ) | **** | (186 | ) | **** | 12 | **** | (174 | ) |
| (in millions of Euros) | Sharecapital | Sharepremium | Re-measure<br>ment | Cash flowhedgesand netinvestmenthedges | Foreigncurrencytranslationreserve | Otherreserves | Retainedlosses | Total Equityholders ofConstellium | Non-<br>controllinginterests | Totalequity | ||||||||||||||||
| At January 1, 2019 | **** | 3 | **** | 420 | **** | (129 | ) | **** | (8 | ) | **** | 3 | **** | **** | 37 | **** | (448 | ) | **** | (122 | ) | **** | 8 | **** | (114 | ) |
| Net income | — | — | — | — | — | — | 39 | **** | 39 | **** | 2 | **** | 41 | **** | ||||||||||||
| Other comprehensive (loss) / income | — | — | (47 | ) | 1 | (1 | ) | — | — | **** | (47 | ) | — | **** | (47 | ) | ||||||||||
| Total comprehensive (loss) / income | **** | — | **** | — | **** | (47 | ) | **** | 1 | **** | **** | (1 | ) | **** | — | **** | 39 | **** | **** | (8 | ) | **** | 2 | **** | (6 | ) |
| Transactions with equity holders | ||||||||||||||||||||||||||
| Share-based compensation | — | — | — | — | — | 7 | — | **** | 7 | **** | — | **** | 7 | **** | ||||||||||||
| Transactions with non-controlling interests | — | — | — | — | — | — | — | **** | — | **** | — | **** | — | **** | ||||||||||||
| At June 30, 2019 | **** | 3 | **** | 420 | **** | (176 | ) | **** | (7 | ) | **** | 2 | **** | **** | 44 | **** | (409 | ) | **** | (123 | ) | **** | 10 | **** | (113 | ) |
10
CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
| (in millions of Euros) | Three monthsendedJune 30, 2020 | Three monthsendedJune 30, 2019 | Six monthsendedJune 30, 2020 | Six monthsendedJune 30, 2019 | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Net (loss) / income | (32 | ) | 17 | (63 | ) | 41 | ||||||
| Adjustments | ||||||||||||
| Depreciation, amortization and impairment | 71 | 60 | 137 | 117 | ||||||||
| Finance costs - net | 42 | 43 | 87 | 89 | ||||||||
| Tax (benefit) / expense | (11 | ) | 9 | (19 | ) | 24 | ||||||
| Share of income of joint-ventures | — | — | — | (5 | ) | |||||||
| Unrealized (gains) / losses on derivatives - net and from remeasurement of monetary assets and<br>liabilities - net | (44 | ) | 15 | 11 | (17 | ) | ||||||
| Losses on disposal | — | 1 | — | 2 | ||||||||
| Other - net | 10 | 4 | 13 | 6 | ||||||||
| Interest paid | (23 | ) | (26 | ) | (73 | ) | (78 | ) | ||||
| Income tax paid | 21 | (5 | ) | 18 | (11 | ) | ||||||
| Change in trade working capital | ||||||||||||
| Inventories | 52 | (9 | ) | 35 | 24 | |||||||
| Trade receivables | 57 | 46 | 7 | (29 | ) | |||||||
| Trade payables | (176 | ) | (9 | ) | (18 | ) | 104 | |||||
| Margin calls | 4 | — | — | 5 | ||||||||
| Change in provisions and pension obligations | 9 | (4 | ) | 2 | (15 | ) | ||||||
| Other working capital | 28 | (14 | ) | 15 | 3 | |||||||
| Net cash flows from operating activities | **** | 8 | **** | **** | 128 | **** | **** | 152 | **** | **** | 260 | **** |
| Purchases of property, plant and equipment | (41 | ) | (71 | ) | (98 | ) | (130 | ) | ||||
| Acquisition of subsidiaries net of cash acquired | — | — | — | (83 | ) | |||||||
| Proceeds from disposals, net of cash | 1 | 1 | 1 | 1 | ||||||||
| Other investing activities | — | (4 | ) | — | (4 | ) | ||||||
| Net cash flows used in investing activities | **** | (40 | ) | **** | (74 | ) | **** | (97 | ) | **** | (216 | ) |
| Proceeds from issuance of Senior Notes | 290 | — | 290 | — | ||||||||
| Repayment of Senior Notes | (200 | ) | — | (200 | ) | — | ||||||
| Proceeds from French loan | 180 | — | 180 | — | ||||||||
| Proceeds from Swiss credit facility | 18 | — | 18 | — | ||||||||
| Lease repayments | (9 | ) | (7 | ) | (17 | ) | (70 | ) | ||||
| (Repayments) / proceeds from U.S. revolving credit facility and other loans | (127 | ) | (55 | ) | (124 | ) | 76 | |||||
| Payment of deferred financing costs | (9 | ) | — | (9 | ) | — | ||||||
| Transactions with non-controlling interests | — | — | — | (2 | ) | |||||||
| Other financing activities | (2 | ) | — | 2 | — | |||||||
| Net cash flows from / (used in) financing activities | **** | 141 | **** | **** | (62 | ) | **** | 140 | **** | **** | 4 | **** |
| Net increase / (decrease) in cash and cash equivalents | **** | 109 | **** | **** | (8 | ) | **** | 195 | **** | **** | 48 | **** |
| Cash and cash equivalents - beginning of year | 270 | 222 | 184 | 164 | ||||||||
| Effect of exchange rate changes on cash and cash equivalents | (1 | ) | (1 | ) | (1 | ) | 1 | |||||
| Cash and cash equivalents - end of period | **** | 378 | **** | **** | 213 | **** | **** | 378 | **** | **** | 213 | **** |
11
ADJUSTED EBITDA BY SEGMENT
| (in millions of Euros) | Three monthsendedJune 30, 2020 | Three monthsendedJune 30, 2019 | Six months<br>endedJune 30, 2020 | Six monthsendedJune 30, 2019 | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| P&ARP | 58 | 79 | 124 | 138 | ||||||||
| A&T | 31 | 64 | 83 | 116 | ||||||||
| AS&I | (1 | ) | 30 | 33 | 59 | |||||||
| Holdings & Corporate | (7 | ) | (6 | ) | (12 | ) | (11 | ) | ||||
| Adjusted EBITDA | **** | 81 | **** | **** | 167 | **** | **** | 228 | **** | **** | 302 | **** |
SHIPMENTS AND REVENUE BY PRODUCT LINE
| (in k metric tons) | Three monthsendedJune 30, 2020 | Three monthsendedJune 30, 2019 | Six monthsendedJune 30, 2020 | Six monthsendedJune 30, 2019 | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Packaging rolled products | 189 | 212 | 392 | 419 | ||||||||
| Automotive rolled products | 28 | 61 | 85 | 122 | ||||||||
| Specialty and other thin-rolled products | 4 | 11 | 13 | 24 | ||||||||
| Aerospace rolled products | 19 | 31 | 49 | 61 | ||||||||
| Transportation, industry and other rolled products | 26 | 32 | 55 | 68 | ||||||||
| Automotive extruded products | 15 | 31 | 46 | 61 | ||||||||
| Other extruded products | 29 | 35 | 63 | 71 | ||||||||
| Total shipments | **** | 310 | **** | **** | 413 | **** | **** | 703 | **** | **** | 826 | **** |
| (in millions of Euros) | ||||||||||||
| Packaging rolled products | 456 | 568 | 980 | 1,116 | ||||||||
| Automotive rolled products | 88 | 209 | 281 | 439 | ||||||||
| Specialty and other thin-rolled products | 21 | 44 | 56 | 94 | ||||||||
| Aerospace rolled products | 142 | 224 | 365 | 429 | ||||||||
| Transportation, industry and other rolled products | 108 | 159 | 244 | 332 | ||||||||
| Automotive extruded products | 96 | 199 | 295 | 387 | ||||||||
| Other extruded products | 126 | 149 | 269 | 304 | ||||||||
| Other and inter-segment eliminations | (6 | ) | (14 | ) | (22 | ) | (27 | ) | ||||
| Total revenue | **** | 1,031 | **** | **** | 1,538 | **** | **** | 2,468 | **** | **** | 3,074 | **** |
12
NON-GAAP MEASURES
Reconciliation of net income to Adjusted EBITDA (a non-GAAP measure)
| (in millions of Euros) | Three monthsendedJune 30, 2020 | Three monthsendedJune 30, 2019 | Six monthsendedJune 30, 2020 | Six monthsendedJune 30, 2019 | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Net (loss) / income | **** | (32 | ) | **** | 17 | **** | (63 | ) | **** | 41 | **** |
| Income tax (benefit) / expense | (11 | ) | 9 | (19 | ) | 24 | |||||
| (Loss) / income before income tax | **** | (43 | ) | **** | 26 | **** | (82 | ) | **** | 65 | **** |
| Finance costs - net | 42 | 43 | 87 | 89 | |||||||
| Share of income of joint-ventures | — | — | — | (5 | ) | ||||||
| (Loss) / income from operations | **** | (1 | ) | **** | 69 | **** | 5 | **** | **** | 149 | **** |
| Depreciation, amortization and impairment | 71 | 60 | 137 | 117 | |||||||
| Restructuring costs | 11 | 1 | 11 | 1 | |||||||
| Unrealized (gains) / losses on derivatives | (43 | ) | 14 | 10 | (17 | ) | |||||
| Unrealized exchange (gains) / losses from remeasurement of monetary assets and liabilities –<br>net | (1 | ) | 1 | 1 | — | ||||||
| Losses on pension plans amendments | 2 | — | 2 | — | |||||||
| Share-based compensation costs | 5 | 4 | 8 | 7 | |||||||
| Metal price lag (A) | 25 | 13 | 40 | 31 | |||||||
| Start-up and development costs (B) | 2 | 3 | 4 | 5 | |||||||
| Losses on disposals | — | 1 | — | 2 | |||||||
| Bowling Green one-time costs related to the acquisition<br>(C) | — | — | — | 6 | |||||||
| Other (D) | 10 | 1 | 10 | 1 | |||||||
| Adjusted EBITDA | **** | 81 | **** | **** | 167 | **** | 228 | **** | **** | 302 | **** |
| (A) | Metal price lag represents the financial impact of the timing difference between when aluminium prices included<br>within Constellium Revenues are established and when aluminium purchase prices included in Cost of sales are established. The Group accounts for inventory using a weighted average price basis and this adjustment aims to remove the effect of<br>volatility in LME prices. The calculation of the Group metal price lag adjustment is based on an internal standardized methodology calculated at each of Constellium’s manufacturing sites and is primarily calculated as the average value of<br>product recorded in inventory, which approximates the spot price in the market, less the average value transferred out of inventory, which is the weighted average of the metal element of cost of sales, based on the quantity sold in the period.<br> | ||||||||||
| --- | --- | ||||||||||
| (B) | For six months ended June 30, 2020 and 2019, start-up and<br>development costs include €4 million and €5 million, respectively, related to new projects in our AS&I operating segment. | ||||||||||
| --- | --- | ||||||||||
| (C) | For the six months ended June 30, 2019, Bowling Green one-time<br>costs related to the acquisition include the non-cash reversal of the inventory step-up. | ||||||||||
| --- | --- | ||||||||||
| (D) | For the six months ended June 30, 2020, Other includes €5 million of procurement penalties and<br>termination fees incurred because of the Group’s inability to fulfill certain commitments due to the Covid-19 downturn and a €5 million loss resulting from the discontinuation of hedge<br>accounting for certain forecasted sales that were determined to be no longer expected to occur in light of the Covid-19 downturn effects. | ||||||||||
| --- | --- |
13
Reconciliation of net cash flows from operating activities to Free Cash Flow (a non-GAAP measure)
| (in millions of Euros) | Three monthsendedJune 30, 2020 | Three monthsendedJune 30, 2019 | Six monthsendedJune 30, 2020 | Six monthsendedJune 30, 2019 | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Net cash flows from operating activities | **** | 8 | **** | **** | 128 | **** | **** | 152 | **** | **** | 260 | **** |
| Purchases of property, plant and equipment | (41 | ) | (71 | ) | (98 | ) | (130 | ) | ||||
| Other investing activities | — | (4 | ) | — | (4 | ) | ||||||
| Free Cash Flow | **** | (33 | ) | **** | 53 | **** | **** | 54 | **** | **** | 126 | **** |
Reconciliation of borrowings to Net debt (a non-GAAP measure)
| (in millions of Euros) | At June 30,2020 | At December 31,2019 | ||||
|---|---|---|---|---|---|---|
| Borrowings | 2,536 | 2,361 | ||||
| Fair value of cross currency basis swaps, net of margin calls | 5 | 6 | ||||
| Cash and cash equivalents | (378 | ) | (184 | ) | ||
| Net debt | **** | 2,163 | **** | **** | 2,183 | **** |
14
Non-GAAP measures
In addition to the results reported in accordance with International Financial Reporting Standards (“IFRS”), this press release includes information regarding certain financial measures which are not prepared in accordance with IFRS (“non-GAAP measures”). The non-GAAP measures used in this press release are: Adjusted EBITDA, Adjusted EBITDA per metric ton, Free Cash Flow and Net debt. Reconciliations to the most directly comparable IFRS financial measures are presented in the schedules to this press release. We believe these non-GAAP measures are important supplemental measures of our operating and financial performance. By providing these measures, together with the reconciliations, we believe we are enhancing investors’ understanding of our business, our results of operations and our financial position, as well as assisting investors in evaluating the extent to which we are executing our strategic initiatives. However, these non-GAAP financial measures supplement our IFRS disclosures and should not be considered an alternative to the IFRS measures and may not be comparable to similarly titled measures of other companies.
In considering the financial performance of the business, management and our chief operational decision maker, as defined by IFRS, analyze the primary financial performance measure of Adjusted EBITDA in all of our business segments. The most directly comparable IFRS measure to Adjusted EBITDA is our net income or loss for the period. We believe Adjusted EBITDA, as defined below, is useful to investors and is used by our management for measuring profitability because it excludes the impact of certain non-cash charges, such as depreciation, amortization, impairment and unrealized gains and losses on derivatives as well as items that do not impact the day-to-day operations and that management in many cases does not directly control or influence. Therefore, such adjustments eliminate items which have less bearing on our core operating performance.
Adjusted EBITDA measures are frequently used by securities analysts, investors and other interested parties in their evaluation of Constellium and in comparison to other companies, many of which present an Adjusted EBITDA-related performance measure when reporting their results.
Adjusted EBITDA is defined as income / (loss) from continuing operations before income taxes, results from joint ventures, net finance costs, other expenses and depreciation and amortization as adjusted to exclude restructuring costs, impairment charges, unrealized gains or losses on derivatives and on foreign exchange differences on transactions which do not qualify for hedge accounting, metal price lag, share based compensation expense, effects of certain purchase accounting adjustments, start-up and development costs or acquisition, integration and separation costs, certain incremental costs and other exceptional, unusual or generally non-recurring items.
Adjusted EBITDA is the measure of performance used by management in evaluating our operating performance, in preparing internal forecasts and budgets necessary for managing our business and, specifically in relation to the exclusion of the effect of favorable or unfavorable metal price lag, this measure allows management and the investor to assess operating results and trends without the impact of our accounting for inventories. We use the weighted average cost method in accordance with IFRS which leads to the purchase price paid for metal impacting our cost of goods sold and therefore profitability in the period subsequent to when the related sales price impacts our revenues. Management believes this measure also provides additional information used by our lending facilities providers with respect to the ongoing performance of our underlying business activities. Historically, we have used Adjusted EBITDA in calculating our compliance with financial covenants under certain of our loan facilities.
15
Adjusted EBITDA is not a presentation made in accordance with IFRS, is not a measure of financial condition, liquidity or profitability and should not be considered as an alternative to profit or loss for the period, revenues or operating cash flows determined in accordance with IFRS.
Free Cash Flow is defined as net cash flow from operating activities less capital expenditure, equity contributions and loans to joint ventures and other investing activities. Management believes that Free Cash Flow is a useful measure of the net cash flow generated or used by the business as it takes into account both the cash generated or consumed by operating activities, including working capital, and the capital expenditure requirements of the business. However, Free Cash Flow is not a presentation made in accordance with IFRS and should not be considered as an alternative to operating cash flows determined in accordance with IFRS. Free Cash Flow has certain inherent limitations, including the fact that it does not represent residual cash flows available for discretionary spending, notably because it does not reflect principal repayments required in connection with our debt or capital lease obligations.
Net debt is defined as borrowings plus or minus the fair value of cross currency basis swaps net of margin calls less cash and cash equivalents and cash pledged for the issuance of guarantees. Management believes that Net debt is a useful measure of indebtedness because it takes into account the cash and cash equivalent balances held by the Company as well as the total external debt of the Company. Net debt is not a presentation made in accordance with IFRS, and should not be considered as an alternative to borrowings determined in accordance with IFRS.
16
EX-99.2
Second Quarter 2020 Earnings Call July 22, 2020 Exhibit 99.2
Forward-looking statements Certain statements contained in this press release may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. This press release may contain “forward-looking statements” with respect to our business, results of operations and financial condition, and our expectations or beliefs concerning future events and conditions. You can identify forward-looking statements because they contain words such as, but not limited to, “believes,” “expects,” “may,” “should,” “approximately,” “anticipates,” “estimates,” “intends,” “plans,” “targets,” likely,” “will,” “would,” “could” and similar expressions (or the negative of these terminologies or expressions). All forward-looking statements involve risks and uncertainties. Many risks and uncertainties are inherent in our industry and markets, while others are more specific to our business and operations. These risks and uncertainties include, but are not limited to: market competition; economic downturn; disruption to business operations, including the length and magnitude of disruption resulting from the global COVID-19 pandemic; the inability to meet customer demand and quality requirements; the loss of key customers, suppliers or other business relationships; the capacity and effectiveness of our hedging policy activities; the loss of key employees; levels of indebtedness which could limit our operating flexibility and opportunities; and other risk factors set forth under the heading “Risk Factors” in our Annual Report on Form 20-F, and as described from time to time in subsequent reports filed with the U.S. Securities and Exchange Commission. The occurrence of the events described and the achievement of the expected results depend on many events, some or all of which are not predictable or within our control. Consequently, actual results may differ materially from the forward-looking statements contained in this press release. We undertake no obligation to update or revise any forward-looking statement as a result of new information, future events or otherwise, except as required by law.
Non-GAAP measures This presentation includes information regarding certain non-GAAP financial measures, including Adjusted EBITDA, Adjusted EBITDA per metric ton, Free Cash Flow and Net debt. These measures are presented because management uses this information to monitor and evaluate financial results and trends and believes this information to also be useful for investors. Adjusted EBITDA measures are frequently used by securities analysts, investors and other interested parties in their evaluation of Constellium and in comparison to other companies, many of which present an adjusted EBITDA-related performance measure when reporting their results. Adjusted EBITDA, Adjusted EBITDA per Metric Ton, Free Cash Flow and Net debt are not presentations made in accordance with IFRS and may not be comparable to similarly titled measures of other companies. These non-GAAP financial measures supplement our IFRS disclosures and should not be considered an alternative to the IFRS measures. This presentation provides a reconciliation of non-GAAP financial measures to the most directly comparable GAAP financial measures. We are not able to provide a reconciliation of Adjusted EBITDA guidance to net income, the comparable GAAP measure, because certain items that are excluded from Adjusted EBITDA cannot be reasonably predicted or are not in our control. In particular, we are unable to forecast the timing or magnitude of realized and unrealized gains and losses on derivative instruments, metal lag, impairment or restructuring charges, or taxes without unreasonable efforts, and these items could significantly impact, either individually or in the aggregate, our net income in the future.
Jean-Marc Germain Chief Executive Officer
} Health and safety of our employees is our first priority } Precautions in place } ~0.5% of employees with COVID-19 cases; all have recovered or are recovering } All plants operating well; closely monitoring COVID-19 hot spots } Demand returning in some end markets, but visibility generally remains low } Executing on aggressive spending reductions } Flexing variable costs to match production levels and reducing fixed costs } On track for 2020 capex target of ~€175 million (~€96 million reduction from 2019) } Significantly increased liquidity position to €949 million } Successfully refinanced 2021 Senior Notes Confident in ability to navigate through the COVID-19 crisis COVID-19 Update
} Shipments of 310 thousand tons, down 25% compared to Q2 2019 } Revenue decreased 33% YoY to €1.0 billion } Net loss of €32 million compared to net income of €17 million in Q2 2019 } Adjusted EBITDA of €81 million decreased 51% YoY } Adjusted EBITDA of €228 million in H1 2020, down 24% YoY } Cash from Operations of €8 million and Free Cash Flow of €(33) million } Cash from Operations of €152 million and Free Cash Flow of €54 million in H1 2020 } Net Debt / LTM Adjusted EBITDA of 4.4x at June 30, 2020 Solid second quarter performance despite severe headwinds from COVID-19 pandemic Q2 2020 Highlights
Peter Matt Chief Financial Officer
Adjusted EBITDA Bridges H1 2020 vs. H1 2019 Q2 2020 vs. Q2 2019 € millions (51)% (24)% € millions
} Adjusted EBITDA of €58 million } Lower shipments of packaging, automotive and specialty products } Weaker price and mix } Strong cost control Q2 2020 Commentary Packaging and Automotive Rolled Products Adjusted EBITDA Bridge € in millions Q2 2020 Q2 2019 Var. Shipments (kt) 221 284 (23 )% Revenues (€m) 565 821 (31 )% Adj. EBITDA (€m) 58 79 (27 )% Adj. EBITDA (€ / t) 262 279 (6 )%
Aerospace and Transportation Q2 2020 Q2 2019 Var. Shipments (kt) 45 63 (28 )% Revenues (€m) 250 383 (35 )% Adj. EBITDA (€m) 31 64 (51 )% Adj. EBITDA (€ / t) 691 1,018 (32 )% Q2 2020 Commentary } Adjusted EBITDA of €31 million } Lower shipments of aerospace and TID products } Weaker price and mix } Strong cost control Adjusted EBITDA Bridge € in millions
Q2 2020 Commentary Automotive Structures and Industry Adjusted EBITDA Bridge € in millions } Adjusted EBITDA of €(1) million } Lower shipments of automotive and industry products } Weaker price and mix } Strong cost control Q2 2020 Q2 2019 Var. Shipments (kt) 44 66 (33 )% Revenues (€m) 222 347 (36 )% Adj. EBITDA (€m) (1 ) 30 n.m. Adj. EBITDA (€ / t) (31 ) 440 n.m.
Cost Performance Strong cost performance in Q2 *Does not include State Loans (€m) Q2 2020 Q2 2019 Var. Revenues 1,031 1,538 (33 )% Costs (incl. metal) 950 1,371 (31 )% Adj. EBITDA 81 167 (51 )% ~€100 million of cost reductions compared to Q2 2019, excluding metal and depreciation Includes benefits from European COVID-19 state aid 17% decremental Adj. EBITDA margin at Group level Cost Highlights Cost Flex* Performance in Q2 *Represents change in costs over change in revenue for Q2 2020 compared to Q2 2019. See formula at right and appendix for reconciliation.
Ø Committed to deleveraging Ø FCF generation of €54 million in H1 2020 Ø Liquidity of €949 million Ø Closed German credit facilities in July for €50 million of additional liquidity Ø Refinanced 2021 Senior Notes Ø Cash interest of €150-160 million expected for 2020 Net Debt and Liquidity € in millions Net Debt and Leverage Maturity Profile* Liquidity Significant liquidity with no near term bond maturities € in millions € in millions Leverage: Net Debt / LTM Adjusted EBITDA Debt / Liquidity Highlights *Does not include State Loans
Jean-Marc GermainChief Executive Officer
} Recordable injury rate decreased to 2.40 in 2019 from 3.31 in 2016 } Improved energy efficiency by 6.4%* – the equivalent of 100k mt of CO2 savings } Recycled >560k mt of externally sourced aluminium scrap } Set a target to reduce GHG emissions intensity by 25% in 2025* } Received Aluminium Stewardship Initiative ("ASI") Certifications for Singen’s casting and rolling operations } Awarded Ecovadis Platinum rating, given to top 1% of companies assessed worldwide } Achieved a MSCI ESG rating of “AA” Sustainability Sustainability is at the core of our business 2019 Highlights: *Against a 2015 baseline 2019 Business and Sustainability Report:
End Market Updates Diversified portfolio of end market exposures Market Highlights % LTMRevenue Packaging } Market strong in North America; stable in Europe } Recession resilient } Focus on sustainability driving increased demand for aluminium cans } Conversion from steel to aluminium continues in Europe } Conversions to ABS to help North American market over the medium to long term 38% Automotive } OEMs increasing production rates } Lightweighting expected to continue driving increased demand for rolled and extruded aluminum products } Consumer preference for luxury cars, light trucks, and SUVs 26% Aerospace } Near-term outlook uncertain due to COVID-19 effect and 737-Max } OEMs reducing build rates and adjusting order patterns } OEM backlogs declining } Expect passenger traffic to recover in medium to long-term based on past precedent } Signed 10-year contract with Airbus 15% Other Specialties Transportation, Industry and Defense: } North America: Strong defense market; weak transportation and industry markets } Europe: Stable defense market; weak industry market Industry (Extrusions) } Europe: Strong rail market; improving industry and transportation markets 21%
Q&A
Appendix
June 30, 2020 March 31, 2020 December 31, 2019 September 30, 2019 June 30, 2019 Borrowings 2,536 2,399 2,361 2,370 2,378 Fair value of cross currency basis swaps, net of margin calls 5 1 6 (5 ) 8 Cash and cash equivalents (378 ) (270 ) (184 ) (152 ) (213 ) Cash pledged for issuance of guarantees — — — — — Net Debt 2,163 2,130 2,183 2,213 2,173 LTM Adjusted EBITDA 488 574 562 545 524 Leverage 4.4x 3.7x 3.9x 4.1x 4.1x Net Debt Reconciliation € millions
Reconciliation of Net Income to Adjusted EBITDA € millions Three months endedJune 30, 2020 Three months endedJune 30, 2019 Six months ended June 30, 2020 Six months ended June 30, 2019 Net (loss) / income (32 ) 17 (63 ) 41 Income tax (benefit) / expense (11 ) 9 (19 ) 24 (Loss) / income before income tax (43 ) 26 (82 ) 65 Finance costs - net 42 43 87 89 Share of income of joint-ventures — — — (5 ) (Loss) / income from operations (1 ) 69 5 149 Depreciation, amortization and impairment 71 60 137 117 Restructuring costs 11 1 11 1 Unrealized (gains) / losses on derivatives (43 ) 14 10 (17 ) Unrealized exchange (gains) / losses from remeasurement of monetary assets and liabilities – net (1 ) 1 1 — Losses on pension plans amendments 2 — 2 — Share-based compensation costs 5 4 8 7 Metal price lag 25 13 40 31 Start-up and development costs 2 3 4 5 Losses on disposals — 1 — 2 Bowling Green one-time costs related to the acquisition — — — 6 Other 10 1 10 1 Adjusted EBITDA 81 167 228 302
Reconciliation of Net Income to Adjusted EBITDA € millions Twelve months ended June 30, 2020 Twelve months ended March 31, 2020 Twelve months ended December 31, 2019 Twelve months ended September 30, 2019 Twelve months ended June 30, 2019 Net (loss) / income (40 ) 8 64 (16 ) 200 Income tax expense (25 ) (4 ) 18 30 27 (Loss) / income before income tax (65 ) 4 82 14 227 Finance costs – net 173 174 175 167 160 Share of loss / (income) of joint-ventures 3 3 (2 ) 6 16 Income from operations 111 181 255 187 403 Depreciation, amortization and impairment 276 265 256 239 224 Restructuring costs 14 4 4 2 2 Unrealized (gains) / losses on derivatives (6 ) 51 (33 ) 18 24 Unrealized exchange losses from remeasurement of monetary assets and liabilities – net 1 3 — — 1 Losses / (gains) on pension plan amendments 1 (1 ) (1 ) 4 (36 ) Share based compensation costs 17 16 16 15 13 Metal price lag 55 43 46 53 55 Start-up and development costs 10 11 11 13 17 Losses / (gains) on disposals 1 2 3 7 (187 ) Bowling Green one-time costs related to the acquisition (1 ) (1 ) 5 6 6 Other 9 — — 1 2 Adjusted EBITDA 488 574 562 545 524
Borrowings Table At June 30, 2020 At June 30, 2020 At December 31, 2019 € millions Nominal Value in Currency Nominal Value in Currency NominalRate Effective Rate Nominal Value in Euros (Arrangement fees) Accrued Interests CarryingValue CarryingValue Secured Pan US ABL (due 2022) $ — Floating 3.43 % — — — — 127 Secured US DDTL (due 2022) $ — Floating — — — — — — Secured French loan (due 2025) € 180 Floating 2.50 % 180 — — 180 — Secured Inventory Based Facility (due 2021) — Floating — — — — — — Senior Unsecured Notes Constellium SE(Issued May 2014, due 2024) $ 400 5.75 % 6.26 % 357 (3 ) 3 357 355 Constellium SE(Issued May 2014, due 2021) € — 4.63 % 5.16 % — — — — 200 Constellium SE(Issued February 2017, due 2025) $ 650 6.63 % 7.13 % 580 (9 ) 13 584 582 Constellium SE(Issued November 2017, due 2026) $ 500 5.88 % 6.26 % 447 (6 ) 10 451 449 Constellium SE(Issued November 2017, due 2026) € 400 4.25 % 4.57 % 400 (5 ) 6 401 400 Constellium SE(Issued June 2020, due 2028) $ 325 5.63 % 6.05 % 290 (6 ) 284 — Unsecured Revolving Credit Facility (due 2021) — Floating — — — — — — Unsecured Credit facility Switzerland (due 2025) CHF 20 CHF 20 1.18 % 1.18 % 18 — — 18 — Lease liabilities — — — 190 — 1 191 188 Other loans — — — 68 — 2 70 60 Total Borrowings 2,530 (29 ) 35 2,536 2,361 Of which non-current 2,434 2,160 Of which current 102 201
Liquidity € millions Six months ended June 30, 2020 Cash and cash equivalents 378 Factoring Facilities 48 Inventory Based Facility 78 Pan-U.S. ABL 280 Delayed Draw Term loan 148 Other 17 Total Liquidity 949
Cost Flex Reconciliation CSTM (€m) Q2 2020 Q2 2019 Var. Revenues 1,031 1,538 (507) Costs (incl. metal) 950 1,371 (421) Adj. EBITDA 81 167 (86) ∆ Cost / ∆ Revenue 83% ∆ Adj. EBITDA / ∆ Revenue 17% A&T (€m) Q2 2020 Q2 2019 Var. Revenues 250 383 (133) Costs (incl. metal) 219 319 (100) Adj. EBITDA 31 64 (33) ∆ Cost / ∆ Revenue 75% P&ARP (€m) Q2 2020 Q2 2019 Var. Revenues 565 821 (256) Costs (incl. metal) 507 742 (235) Adj. EBITDA 58 79 (21) ∆ Cost / ∆ Revenue 92% AS&I (€m) Q2 2020 Q2 2019 Var. Revenues 222 347 (125) Costs (incl. metal) 223 317 (94) Adj. EBITDA (1) 30 (31) ∆ Cost / ∆ Revenue 75%