SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
|
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
|
Constellium N.V.
|
(Name of Issuer)
|
Class A Ordinary Shares, nominal value €0.02
|
(Title of Class of Securities)
|
NN22035 104
|
(CUSIP Number)
|
Ellen J. Odoner, Esq.
Weil, Gotshal & Manges LLP
767 Fifth Avenue
New York, NY 10153
(212) 310-8000
|
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
|
July 12, 2013
|
(Date of Event Which Requires Filing of This Statement)
|
1
|
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION OF ABOVE PERSON
|
||||
Caisse des Dépôts et Consignations
|
|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a) [ ]
|
|||||
(b) [ ]
|
|||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS
|
||||
WC
|
|||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)¨
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
||||
France
|
|||||
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
|
|||
8
|
SHARED VOTING POWER
|
||||
12,846,969 shares of Class A ordinary shares
|
|||||
9
|
SOLE DISPOSITIVE POWER
|
||||
10
|
SHARED DISPOSITIVE POWER
|
||||
12,846,969 shares of Class A ordinary shares
|
|||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
||||
12,846,969 shares of Class A ordinary shares
|
|||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
¨
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
||||
12.3%*
|
|||||
14
|
TYPE OF REPORTING PERSON
|
||||
OO
|
1
|
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION OF ABOVE PERSON
|
||||
Bpifrance Participations (f/k/a Fonds Stratégique d’Investissements)
|
|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a) [ ]
|
|||||
(b) [ ]
|
|||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS
|
||||
WC
|
|||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)¨
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
||||
France
|
|||||
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
|
|||
8
|
SHARED VOTING POWER
|
||||
12,846,969 shares of Class A ordinary shares
|
|||||
9
|
SOLE DISPOSITIVE POWER
|
||||
10
|
SHARED DISPOSITIVE POWER
|
||||
12,846,969 shares of Class A ordinary shares
|
|||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
||||
12,846,969 shares of Class A ordinary shares
|
|||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
¨
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
||||
12.3%
|
|||||
14
|
TYPE OF REPORTING PERSON
|
||||
OO
|
1
|
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION OF ABOVE PERSON
|
||||
BPI-Groupe (bpifrance)
|
|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a) [ ]
|
|||||
(b) [ ]
|
|||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS
|
||||
WC
|
|||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)¨
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
||||
France
|
|||||
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
|
|||
8
|
SHARED VOTING POWER
|
||||
12,846,969 shares of Class A ordinary shares
|
|||||
9
|
SOLE DISPOSITIVE POWER
|
||||
10
|
SHARED DISPOSITIVE POWER
|
||||
12,846,969 shares of Class A ordinary shares
|
|||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
||||
12,846,969 shares of Class A ordinary shares
|
|||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
¨
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
||||
12.3%
|
|||||
14
|
TYPE OF REPORTING PERSON
|
||||
OO
|
1
|
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION OF ABOVE PERSON
|
||||
EPIC BPI-Groupe
|
|||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a) [ ]
|
|||||
(b) [ ]
|
|||||
3
|
SEC USE ONLY
|
||||
4
|
SOURCE OF FUNDS
|
||||
WC
|
|||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)¨
|
||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
||||
France
|
|||||
NUMBER OF SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
|
|||
8
|
SHARED VOTING POWER
|
||||
12,846,969 shares of Class A ordinary shares
|
|||||
9
|
SOLE DISPOSITIVE POWER
|
||||
10
|
SHARED DISPOSITIVE POWER
|
||||
12,846,969 shares of Class A ordinary shares
|
|||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
||||
12,846,969 shares of Class A ordinary shares
|
|||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
¨
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
||||
12.3%
|
|||||
14
|
TYPE OF REPORTING PERSON
|
||||
OO
|
(a)
|
See the information contained on the cover pages of this Amendment No. 1, which is incorporated herein by reference. The percentage of Ordinary Shares beneficially owned by each Reporting Person is based on 104,062,866 outstanding Ordinary Shares of the Issuer as of June 24, 2013, as listed in the register of The Netherlands Authority for Financial Markets (AFM).
|
CAISSE DES DÉPÔTS ET CONSIGNATIONS
|
|||
By:
|
/s/ Alain Minczeles
|
||
Name:
|
Alain Minczeles
|
||
Title:
|
Head of Finance Division
|
||
BPIFRANCE PARTICIPATIONS
(f/k/a FONDS STRATÉGIQUE D’INVESTISSEMENT)
|
|||
By:
|
/s/ Nicolas Dufourcq
|
||
Name:
|
Nicolas Dufourcq
|
||
Title:
|
Chairman of the Board and Chief Executive Officer
|
||
BPI-GROUPE (BPIFRANCE)
|
|||
By:
|
/s/ Nicolas Dufourcq
|
||
Name:
|
Nicolas Dufourcq
|
||
Title:
|
Chief Executive Officer
|
||
EPIC BPI-GROUPE
|
|||
By:
|
/s/ Bruno Durieux
|
||
Name:
|
Bruno Durieux
|
||
Title:
|
Chairman of the Board and Chief Executive Officer
|
Name
|
Present Principal Occupation or Employment
|
NICOLAS DUFOURCQ
|
Chairman, Chief Executive Officer of Bpifrance Participations, and of BPI-Groupe (bpifrance)
|
FRANCK SILVENT
|
Director, Director of the Caisse des Dépôts Group Finance, Strategy, and International Department Subsidiaries
|
ANTOINE COLAS
|
Director, Special advisor to the Chief Executive Officer of Caisse des dépôts
|
CATHERINE MAYENOBE
|
Director, Director of the Programme d’investissements d’avenir Mission at Caisse des Dépôts and Paris Capital Numérique Prefiguration Mission
|
DAVID AZEMA
|
Director, Chief Executive Officer of the Agence des Participations de l’Etat
|
PASCAL FAURE
|
Director, General Director of the General Directorate for Competitiveness, Industry and service of the Ministry of Economy and Finance
|
FREDERIC SAINT-GEOURS
|
Director, Special advisor to the Chairman of the management board of Peugeot SA, President of France's Metallurgy Industries Confederation (UIMM)
|
FLORENCE PARLY
|
Director, Executive Vice President - Passenger Activity Paris-Orly and French Stations at Air France
|
MAYA ATIG
|
Director, Deputy Chief Executive of the Agence France Trésor
|
LAURENCE DEBROUX
|
Director, Executive Vice-President, Finance and Administration at JCDecaux
|
EXECUTIVE OFFICERS
|
|
Name
|
Present Principal Occupation or Employment
|
NICOLAS DUFOURCQ
|
Chief Executive Officer
|
JEAN-YVES GILET
|
Executive Director
|
PIERRE BENEDITTI
|
Chief Financial Officer
|
DIRECTORS
|
|
Name
|
Present Principal Occupation or Employment
|
JEAN-PIERRE JOUYET
|
Chairman, Chief Executive Officer of Caisse des Dépôts et Consignations
|
NICOLAS DUFOURCQ
|
Director, Chairman and Chief Executive Officer of Bpifrance Participations and Chief Executive Officer of BPI-Groupe (bpifrance)
|
DELPHINE D’AMARZIT
|
Director, Head of department at the General Directorate of the Treasury of the Ministry of Economy and Finance
|
MAUD BAILLY-TURCHY
|
Director, Senior Financial Controller with the State Financial Audit Department of the Ministry of Economy and Finance
|
DAVID AZEMA
|
Director, Chief Executive Officer of the Agence des Participations de l’Etat (French state shareholding agency)
|
LOUIS GALLOIS
|
Director, General Commissioner for Public Investment
|
SEGOLENE ROYAL
|
Director, Chairman of the Regional Council of Poitou-Charente
|
JEAN-PAUL HUCHON
|
Director, Chairman of the Regional Council of Ile de France
|
FRANCK SILVENT
|
Director, Director of the Caisse des Dépôts group Finance, Strategy, Subsidiaries and International Department
|
ALINE MORANCHO
|
Director, General Director of the General Directorate of the Caisse des Dépôts for Burgundy
|
AGNES PANNIER-RUNACHER
|
Director, Deputy Managing Director of Compagnie des Alpes
|
AMELIE FAURE
|
Director, Entrepreneur, Chairman of the Board of Directors of Augure
|
NICOLAS THERY
|
Director, Deputy Chief Executive Office of the Groupe Crédit-Mutuel-CIC, Chairman and Chief Executive Officer of Banque CIC Est
|
EXECUTIVE OFFICERS
|
|
Name
|
Present Principal Occupation or Employment
|
NICOLAS DUFOURCQ
|
Chief Executive Officer
|
Name
|
Present Principal Occupation or Employment
|
JEAN-PIERRE JOUYET
|
Chief Executive Officer
|
ANDRE LAURENT MICHELSON
|
Group Corporate Secretary
|
FRANCOIS BACHY
|
Group Corporate Communications Director
|
BENJAMIN DUBERTRET
|
Saving Funds Director
|
NATHALIE GILLY
|
Banking Services Director
|
BRIGITTE GOTTI
|
Group Human Resources Director
|
ANNE-SOPHIE GRAVE
|
Pensions and Solidarity Director
|
STEPHANE KEITA
|
Regional and Local Development and Network Director
|
OLIVIER MAREUSE
|
Group Finance Director
|
JEAN MARC MORIN
|
Deputy Group Corporate Secretary and Head of Legal and Tax Department
|
FRANCK SILVENT
|
Director of the Caisse des Dépôts Group Finance, Strategy, Subsidiaries and International Department
|
LAURENT VIGIER
|
Director of European and International Affairs, Permanent Representative of the Caisse des Dépôts Group to the European Institutions
|
DIRECTORS
|
|
Name
|
Present Principal Occupation or Employment
|
BRUNO DURIEUX
|
Chairman, Chief Executive Officer of EPIC BPI-Groupe
|
DELPHINE D’AMARZIT
|
Director, Head of department at the General Directorate of the Treasury of the Ministry of Economy and Finance
|
JULIETTE D’ABOVILLE
|
Director, Head of the Legal Department of the Agence des Participations de l’Etat (French state shareholding agency)
|
VINCENT MOREAU
|
Director, Deputy Director of the 3d Sub Directorate (Education, Research and Higher Education, Energy, State Holdings, Industry, Innovation) of the General Directorate for Budget of the Ministry of Economy and Finance
|
BENJAMIN GALLEZOT
|
Director, Deputy General Director of the General Directorate for Competitiveness, Industry and Service of the Ministry of Economy and Finance
|
LAURENCE HARTMANN
|
Director, Deputy of the Executive Officer of the Partnerships and Value-creation Department of the Ministry of Higher Education and Scientific Research
|
EXECUTIVE OFFICERS
|
|
Name
|
Present Principal Occupation or Employment
|
BRUNO DURIEUX
|
Chief Executive Officer
|
CAISSE DES DÉPÔTS ET CONSIGNATIONS
|
|||
By:
|
/s/ Alain Minczeles
|
||
Name:
|
Alain Minczeles
|
||
Title:
|
Head of Finance Division
|
||
BPIFRANCE PARTICIPATIONS
(f/k/a FONDS STRATÉGIQUE D’INVESTISSEMENT)
|
|||
By:
|
/s/ Nicolas Dufourcq
|
||
Name:
|
Nicolas Dufourcq
|
||
Title:
|
Chairman of the Board and Chief Executive Officer
|
||
BPI-GROUPE (BPIFRANCE)
|
|||
By:
|
/s/ Nicolas Dufourcq
|
||
Name:
|
Nicolas Dufourcq
|
||
Title:
|
Chief Executive Officer
|
||
EPIC BPI-GROUPE
|
|||
By:
|
/s/ Bruno Durieux
|
||
Name:
|
Bruno Durieux
|
||
Title:
|
Chairman of the Board and Chief Executive Officer
|