UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of February 2021
Commission File Number: 001-35931
Constellium SE
(Translation of registrants name into English)
Washington Plaza
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 February 25, 2021, announcing its financial results for the fourth quarter and fiscal year ended December 31, 2020.
Attached hereto as Exhibit 99.2 is a copy of a presentation of the Company, dated February 25, 2021, summarizing its financial results for the fourth quarter and fiscal year ended December 31, 2020.
Exhibit Index
No. | Description | |
99.1 | Press Release issued by Constellium SE on February 25, 2021. | |
99.2 | Presentation posted by Constellium SE on February 25, 2021. |
The information contained in Exhibit 99.1 of this Form 6-K (except for the second thru fourth paragraphs containing certain quotes by the Chief Executive Officer, and the section titled Outlook), 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 the Securities 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 (Registrant) | ||||||
February 25, 2021 | By: | /s/ Peter R. Matt | ||||
Name: | Peter R. Matt | |||||
Title: | Chief Financial Officer |
Exhibit 99.1
Constellium Reports Fourth Quarter and Full Year 2020 Results
Paris, February 25, 2021 Constellium SE (NYSE: CSTM) today reported results for the fourth quarter and full year ended December 31, 2020.
Fourth quarter 2020 highlights:
| Shipments of 374 thousand metric tons, up 2% compared to Q4 2019 |
| Revenue of 1.2 billion, down 9% compared to Q4 2019 |
| Net income of 26 million compared to net income of 22 million in Q4 2019 |
| Adjusted EBITDA of 111 million, down 8% compared to Q4 2019 |
| Cash from Operations of 71 million and Free Cash Flow of 28 million |
Full year 2020 highlights:
| Shipments of 1.4 million metric tons, down 10% compared to 2019 |
| Revenue of 4.9 billion, down 17% compared to 2019 |
| Net loss of 17 million compared to net income of 64 million in 2019 |
| Adjusted EBITDA of 465 million, down 17% compared to 2019 |
| Cash from Operations of 334 million and Free Cash Flow of 157 million |
| Net debt / LTM Adjusted EBITDA of 4.3 at December 31, 2020 |
Jean-Marc Germain, Constelliums Chief Executive Officer said, Constellium delivered resilient results in 2020 despite the significant challenges presented by the COVID-19 pandemic. We reacted quickly to the crisis, demonstrating strong cost control while retaining the ability to meet demand from recovering markets. Our Packaging & Rolled Products segment delivered record Adjusted EBITDA with strong operational performance at all plants. Automotive Structures & Industry turned the corner after the operational challenges of 2019 and is on track to return to historical profitability levels. While weaker aerospace demand challenged our Aerospace & Transportation business, the team delivered impressive cost reductions and remains ready for a potentially strong rebound after the current destocking period has run its course. Importantly, we delivered on our commitment to consistent Free Cash Flow generation with 157 million in 2020.
We are seeing a sharp increase in the focus on sustainability and the related mega-trends, namely lightweighting in transportation, the electrification of the automotive fleet, and customer preference for infinitely recyclable aluminium cans. Constellium is well-positioned to be a significant beneficiary of each of these trends. Constellium recently demonstrated its commitment to sustainability by issuing a bond linked to our sustainability targets. We are proud to be a pioneer with this first sustainability-linked note issuance in the metals sector.
Mr. Germain concluded, I firmly believe that Constellium is a stronger company after the aggressive actions taken in response to the COVID-19 crisis. Looking forward to 2021, our top priority remains the health and safety of our employees. I am optimistic about Constelliums prospects in 2021 despite continued macroeconomic uncertainty. While this uncertainty leaves us unable to provide Adjusted EBITDA guidance beyond the first quarter, we remain firmly committed to consistent Free Cash Flow generation and expect it to be over 100 million in 2021.
| Group Summary |
Q4 2020 |
Q4 2019 |
Var. | FY 2020 |
FY 2019 |
Var. | |||||||||||||||||||
Shipments (k metric tons) |
374 | 368 | 2 | % | 1,431 | 1,589 | (10 | )% | ||||||||||||||||
Revenue ( millions) |
1,243 | 1,372 | (9 | )% | 4,883 | 5,907 | (17 | )% | ||||||||||||||||
Net income / (loss) ( millions) |
26 | 22 | n.m. | (17 | ) | 64 | n.m. | |||||||||||||||||
Adjusted EBITDA ( millions) |
111 | 121 | (8 | )% | 465 | 562 | (17 | )% | ||||||||||||||||
Adjusted EBITDA per metric ton () |
296 | 329 | (10 | )% | 325 | 354 | (8 | )% |
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 fourth quarter of 2020, shipments of 374 thousand metric tons increased 2% compared to the fourth quarter of last year due to higher shipments in the Packaging & Rolled Products and Automotive Structures & Industry segments, partially offset by lower shipments in the Aerospace & Transportation segment. Revenue of 1.2 billion decreased 9% compared to the fourth quarter of last year primarily due to weaker price and mix and lower aerospace shipments. Net income of 26 million increased compared to net income of 22 million in the fourth quarter of 2019. Adjusted EBITDA of 111 million decreased 8% compared to the fourth quarter of last year due to weaker results in the Aerospace & Transportation segment, partially offset by improved results in the Packaging & Automotive Rolled Products segment.
2
For the full year of 2020, shipments of 1.4 million metric tons decreased 10% compared to last year on lower shipments across each of our segments. Revenue of 4.9 billion decreased 17% compared to last year primarily due to lower shipments as a result of the COVID-19 crisis and lower metal prices. Net loss of 17 million in 2020 compares to a net income of 64 million in 2019. Adjusted EBITDA of 465 million decreased 17% compared to last year on weaker results in the Aerospace & Transportation and Automotive Structures & Industry segments, partially offset by improved results in the Packaging and Automotive Rolled Products segment.
| Results by Segment |
| Packaging & Automotive Rolled Products (P&ARP) |
Q4 2020 |
Q4 2019 |
Var. | FY 2020 |
FY 2019 |
Var. | |||||||||||||||||||
Shipments (k metric tons) |
271 | 255 | 7 | % | 1,019 | 1,097 | (7 | )% | ||||||||||||||||
Revenue ( millions) |
745 | 711 | 5 | % | 2,734 | 3,149 | (13 | )% | ||||||||||||||||
Adjusted EBITDA ( millions) |
82 | 63 | 31 | % | 291 | 273 | 7 | % | ||||||||||||||||
Adjusted EBITDA per metric ton () |
302 | 245 | 23 | % | 286 | 249 | 15 | % |
For the fourth quarter of 2020, Adjusted EBITDA increased 31% compared to the fourth quarter of 2019 primarily due to higher shipments and improved price and mix, partially offset by unfavorable metal costs and inefficiencies related to the strike in Muscle Shoals, which was resolved in January 2021. Shipments of 271 thousand metric tons increased 7% compared to the fourth quarter of last year on higher shipments of Packaging rolled products and Automotive rolled products. Revenue of 745 million increased 5% compared to the fourth quarter of 2019 primarily due to higher shipments.
For the full year of 2020, Adjusted EBITDA of 291 million increased 7% compared to last year primarily due to strong cost control and improved price and mix, partially offset by lower shipments. Shipments of 1.0 million metric tons decreased 7% compared to last year on lower shipments of Packaging, Automotive, and Specialty rolled products as a result of the COVID-19 crisis. Revenue of 2.7 billion decreased 13% compared to last year primarily due to lower shipments and lower metal prices.
3
| Aerospace & Transportation (A&T) |
Q4 2020 |
Q4 2019 |
Var. | FY 2020 |
FY 2019 |
Var. | |||||||||||||||||||
Shipments (k metric tons) |
43 | 56 | (23 | )% | 183 | 242 | (24 | )% | ||||||||||||||||
Revenue ( millions) |
214 | 350 | (39 | )% | 1,025 | 1,462 | (30 | )% | ||||||||||||||||
Adjusted EBITDA ( millions) |
13 | 45 | (72 | )% | 106 | 204 | (48 | )% | ||||||||||||||||
Adjusted EBITDA per metric ton () |
296 | 807 | (63 | )% | 580 | 843 | (31 | )% |
For the fourth quarter of 2020, Adjusted EBITDA decreased 72% compared to the fourth quarter of 2019 primarily due to lower shipments related to challenging market conditions resulting from the COVID-19 pandemic and weaker price and mix, partially offset by strong cost control. Shipments of 43 thousand metric tons decreased 23% compared to last year as lower Aerospace rolled product shipments were partially offset by higher Transportation, Industry and Defense rolled product shipments. Revenue of 214 million decreased 39% compared to last year on lower shipments and weaker price and mix.
For the full year of 2020, Adjusted EBITDA of 106 million decreased 48% compared to last year primarily due to lower shipments, partially offset by strong cost control. Shipments of 183 thousand metric tons decreased 24% compared to last year due to lower shipments of Aerospace rolled products and Transportation, Industry, and Defense rolled products as a result of the COVID-19 pandemic. Revenue of 1.0 billion decreased 30% compared to last year primarily due to lower shipments and lower metal prices.
| Automotive Structures & Industry (AS&I) |
Q4 2020 |
Q4 2019 |
Var. | FY 2020 |
FY 2019 |
Var. | |||||||||||||||||||
Shipments (k metric tons) |
60 | 57 | 4 | % | 229 | 250 | (9 | )% | ||||||||||||||||
Revenue ( millions) |
299 | 324 | (8 | )% | 1,167 | 1,351 | (14 | )% | ||||||||||||||||
Adjusted EBITDA ( millions) |
22 | 21 | 2 | % | 88 | 106 | (18 | )% | ||||||||||||||||
Adjusted EBITDA per metric ton () |
360 | 369 | (2 | )% | 382 | 423 | (10 | )% |
4
For the fourth quarter of 2020, Adjusted EBITDA increased 2% compared to the fourth quarter of 2019 primarily due to strong cost control. Shipments of 60 thousand metric tons increased 4% compared to the fourth quarter of last year on higher Other extruded product shipments. Revenue of 299 million decreased 8% compared to the fourth quarter of 2019 primarily due to weaker price and mix.
For the full year of 2020, Adjusted EBITDA of 88 million decreased 18% compared to last year primarily due to lower shipments, partially offset by strong cost control. Shipments of 229 thousand metric tons decreased 9% compared to last year on lower shipments of Automotive extruded products and Other extruded products as a result of the COVID-19 crisis. Revenue of 1.2 billion decreased 14% compared to last year primarily due to lower shipments and lower metal prices.
| Net Income |
For the fourth quarter of 2020, net income of 26 million compares to a net income of 22 million in the fourth quarter of last year. The change in net income is primarily related to lower selling and administrative expenses and a favorable change in gains and losses on derivatives related to our commodity hedging positions, partially offset by impairment charges relating to certain of our smaller plants in the A&T and AS&I segments.
For the full year of 2020, net loss of 17 million compares to a net income of 64 million in the prior year. The change in net income is primarily related to lower gross profit and impairment charges relating to certain of our smaller plants in the A&T and AS&I segments, partially offset by a change in income taxes, reduced selling and administrative expenses, and lower finance costs.
| Cash Flow |
Free Cash Flow was 157 million for the full year of 2020 compared to 175 million in the prior year. The change was primarily due to weaker Adjusted EBITDA and less of a benefit from working capital, partially offset by lower capital expenditures, cash interest, and cash income taxes.
Cash flows from operating activities were 334 million for the full year of 2020 compared to cash flows from operating activities of 447 million in the prior year. Constellium decreased factored receivables by 65 million for the full year of 2020 compared to an increase of 17 million in the prior year.
Cash flows used in investing activities were 176 million for the full year of 2020 compared to cash flows used in investing activities of 353 million in the prior year. The full year of 2019 included a net 83 million outflow related to the acquisition of our partners 49% interest in the Bowling Green joint venture.
5
Cash flows from financing activities were 101 million for the full year of 2020 compared to cash flows used in financing activities of 76 million in the prior year. In the full year 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. In addition, Constellium entered into a 180 million loan guaranteed in part by the French State and a CHF 20 million facility guaranteed in part by the Swiss Government. The full year of 2019 included the 100 million partial redemption of the 4.625% Senior Notes due 2021 and a 54 million lease redemption associated with the acquisition of Bowling Green.
| Liquidity and Net Debt |
Liquidity at December 31, 2020 was 981 million, comprised of 439 million of cash and cash equivalents and 542 million available under our committed lending facilities and factoring arrangements.
Net debt was 1,994 million at December 31, 2020 compared to 2,183 million at December 31, 2019.
| Outlook |
Based on our current outlook, we expect Adjusted EBITDA in a range of 110 million to 115 million in the first quarter of 2021.
We are not able to provide a reconciliation of this 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, net income in the future.
| Other Recent Developments |
In the first quarter of 2021, we completed a $500 million offering of 3.75% Senior Sustainability-Linked Notes due 2029 and expect to complete the redemption of the 6.625% Senior Notes due 2025. These transactions will reduce our interest cost and extend our debt maturity profile.
6
On January 11, 2021, members of the United Steelworkers Local 200 approved a new, multi-year labor agreement with Constellium Muscle Shoals LLC relating to its Muscle Shoals, Alabama plant.
| 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 4.9 billion of revenue in 2020.
Constelliums earnings materials for the fourth quarter and full year ended December 31, 2020, are also available on the companys website (www.constellium.com).
7
CONSOLIDATED INCOME STATEMENT (UNAUDITED)
(in millions of Euros) |
Three months ended December 31, 2020 |
Three months ended December 31, 2019 |
Year ended December 31, 2020 |
Year ended December 31, 2019 |
||||||||||||
Revenue |
1,243 | 1,372 | 4,883 | 5,907 | ||||||||||||
Cost of sales |
(1,109 | ) | (1,241 | ) | (4,393 | ) | (5,305 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Gross profit |
134 | 131 | 490 | 602 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Selling and administrative expenses |
(59 | ) | (72 | ) | (237 | ) | (276 | ) | ||||||||
Research and development expenses |
(10 | ) | (12 | ) | (39 | ) | (48 | ) | ||||||||
Other gains and lossesnet |
(9 | ) | 8 | (89 | ) | (23 | ) | |||||||||
|
|
|
|
|
|
|
|
|||||||||
Income from operations |
56 | 55 | 125 | 255 | ||||||||||||
|
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|
|
|
|
|
|
|||||||||
Finance costsnet |
(35 | ) | (40 | ) | (159 | ) | (175 | ) | ||||||||
Share of (loss) / income of joint-ventures |
| (3 | ) | | 2 | |||||||||||
|
|
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|
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|
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|
|||||||||
Income / (loss) before income tax |
21 | 12 | (34 | ) | 82 | |||||||||||
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|
|||||||||
Income tax benefit / (expense) |
5 | 10 | 17 | (18 | ) | |||||||||||
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|
|
|
|
|||||||||
Net income / (loss) |
26 | 22 | (17 | ) | 64 | |||||||||||
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|
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Net income / (loss) attributable to: |
||||||||||||||||
Equity holders of Constellium |
24 | 20 | (21 | ) | 59 | |||||||||||
Non-controlling interests |
2 | 2 | 4 | 5 | ||||||||||||
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|
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Net income / (loss) |
26 | 22 | (17 | ) | 64 | |||||||||||
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|
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Earnings per share attributable to the equity holders of Constellium, in euros per share |
||||||||||||||||
Basic |
0.18 | 0.14 | (0.15 | ) | 0.43 | |||||||||||
Diluted |
0.17 | 0.14 | (0.15 | ) | 0.41 | |||||||||||
Weighted average shares, in thousands |
||||||||||||||||
Basic |
139,963 | 137,593 | 138,740 | 136,857 | ||||||||||||
Diluted |
145,142 | 142,646 | 138,740 | 142,646 |
8
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME / (LOSS) (UNAUDITED)
(in millions of Euros) |
Three months ended December 31, 2020 |
Three months ended December 31, 2019 |
Year ended December 31, 2020 |
Year ended December 31, 2019 |
||||||||||||
Net income / (loss) |
26 | 22 | (17 | ) | 64 | |||||||||||
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Other comprehensive income / (loss) |
||||||||||||||||
Items that will not be reclassified subsequently to the consolidated income statement |
||||||||||||||||
Remeasurement on post-employment benefit obligations |
33 | 49 | (20 | ) | (61 | ) | ||||||||||
Income tax on remeasurement on post-employment benefit obligations |
(7 | ) | (10 | ) | 5 | 13 | ||||||||||
Items that may be reclassified subsequently to the consolidated income statement |
||||||||||||||||
Cash flow hedges |
14 | 7 | 26 | (8 | ) | |||||||||||
Net investment hedges |
| | | 4 | ||||||||||||
Income tax on hedges |
(3 | ) | (3 | ) | (7 | ) | 2 | |||||||||
Currency translation differences |
(8 | ) | (3 | ) | (18 | ) | 1 | |||||||||
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Other comprehensive income / (loss) |
29 | 40 | (14 | ) | (49 | ) | ||||||||||
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Total comprehensive income / (loss) |
55 | 62 | (31 | ) | 15 | |||||||||||
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Attributable to: |
||||||||||||||||
Equity holders of Constellium |
54 | 60 | (34 | ) | 10 | |||||||||||
Non-controlling interests |
1 | 2 | 3 | 5 | ||||||||||||
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Total comprehensive income / (loss) |
55 | 62 | (31 | ) | 15 | |||||||||||
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9
CONSOLIDATED STATEMENT OF FINANCIAL POSITION (UNAUDITED)
(in millions of Euros) |
At December 31, 2020 | At December 31, 2019 | ||||||
Assets |
||||||||
Current assets |
||||||||
Cash and cash equivalents |
439 | 184 | ||||||
Trade receivables and other |
406 | 474 | ||||||
Inventories |
582 | 670 | ||||||
Other financial assets |
39 | 22 | ||||||
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|
|||||
1,466 | 1,350 | |||||||
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|
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Non-current assets |
||||||||
Property, plant and equipment |
1,906 | 2,056 | ||||||
Goodwill |
417 | 455 | ||||||
Intangible assets |
61 | 70 | ||||||
Investments accounted for under the equity method |
1 | 1 | ||||||
Deferred tax assets |
193 | 185 | ||||||
Trade receivables and other |
67 | 60 | ||||||
Other financial assets |
18 | 7 | ||||||
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|
|||||
2,663 | 2,834 | |||||||
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|
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Total Assets |
4,129 | 4,184 | ||||||
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Liabilities |
||||||||
Current liabilities |
||||||||
Trade payables and other |
905 | 999 | ||||||
Borrowings |
92 | 201 | ||||||
Other financial liabilities |
46 | 35 | ||||||
Income tax payable |
20 | 14 | ||||||
Provisions |
23 | 23 | ||||||
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|
|||||
1,086 | 1,272 | |||||||
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Non-current liabilities |
||||||||
Trade payables and other |
32 | 21 | ||||||
Borrowings |
2,299 | 2,160 | ||||||
Other financial liabilities |
41 | 23 | ||||||
Pension and other post-employment benefit obligations |
664 | 670 | ||||||
Provisions |
98 | 99 | ||||||
Deferred tax liabilities |
10 | 24 | ||||||
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|
|||||
3,144 | 2,997 | |||||||
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|
|||||
Total Liabilities |
4,230 | 4,269 | ||||||
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|||||
Equity |
||||||||
Share capital |
3 | 3 | ||||||
Share premium |
420 | 420 | ||||||
Retained deficit and other reserves |
(538 | ) | (519 | ) | ||||
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|
|||||
Equity attributable to equity holders of Constellium |
(115 | ) | (96 | ) | ||||
Non-controlling interests |
14 | 11 | ||||||
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|
|||||
Total Equity |
(101 | ) | (85 | ) | ||||
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|||||
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|
|||||
Total Equity and Liabilities |
4,129 | 4,184 | ||||||
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|
10
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (UNAUDITED)
(in millions of Euros) |
Share capital |
Share premium |
Re- measurement |
Cash flow hedges |
Foreign currency translation reserve |
Other reserves |
Retained losses |
Total | Non -controlling interests |
Total equity |
||||||||||||||||||||||||||||||
At January 1, 2020 |
3 | 420 | (177 | ) | (10 | ) | 4 | 53 | (389 | ) | (96 | ) | 11 | (85 | ) | |||||||||||||||||||||||||
Net (loss) / income |
| | | | | | (21 | ) | (21 | ) | 4 | (17 | ) | |||||||||||||||||||||||||||
Other comprehensive (loss) / income |
| | (15 | ) | 19 | (17 | ) | | | (13 | ) | (1 | ) | (14 | ) | |||||||||||||||||||||||||
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Total comprehensive (loss) / income |
| | (15 | ) | 19 | (17 | ) | | (21 | ) | (34 | ) | 3 | (31 | ) | |||||||||||||||||||||||||
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Share-based compensation |
| | | | | 15 | | 15 | | 15 | ||||||||||||||||||||||||||||||
Transactions with non-controlling interests |
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At December 31, 2020 |
3 | 420 | (192 | ) | 9 | (13 | ) | 68 | (410 | ) | (115 | ) | 14 | (101 | ) | |||||||||||||||||||||||||
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(in millions of Euros) |
Share capital |
Share premium |
Re- measurement |
Cash flow hedges and net investment hedges |
Foreign currency translation reserve |
Other reserves |
Retained losses |
Total | Non-controlling interests |
Total equity |
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At January 1, 2019 |
3 | 420 | (129 | ) | (8 | ) | 3 | 37 | (448 | ) | (122 | ) | 8 | (114 | ) | |||||||||||||||||||||||||
Net income |
| | | | | | 59 | 59 | 5 | 64 | ||||||||||||||||||||||||||||||
Other comprehensive (loss) / income |
| | (48 | ) | (2 | ) | 1 | | | (49 | ) | | (49 | ) | ||||||||||||||||||||||||||
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Total comprehensive (loss) / income |
| | (48 | ) | (2 | ) | 1 | | 59 | 10 | 5 | 15 | ||||||||||||||||||||||||||||
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Share-based compensation |
| | | | | 16 | | 16 | | 16 | ||||||||||||||||||||||||||||||
Transactions with non-controlling interests |
| | | | | | | | (2 | ) | (2 | ) | ||||||||||||||||||||||||||||
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At December 31, 2019 |
3 | 420 | (177 | ) | (10 | ) | 4 | 53 | (389 | ) | (96 | ) | 11 | (85 | ) | |||||||||||||||||||||||||
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11
CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
(in millions of Euros) |
Three months ended December 31, 2020 |
Three months ended December 31, 2019 |
Year ended December 31, 2020 |
Year ended December 31, 2019 |
||||||||||||
Net income / (loss) |
26 | 22 | (17 | ) | 64 | |||||||||||
Adjustments |
||||||||||||||||
Depreciation and amortization |
63 | 73 | 259 | 256 | ||||||||||||
Impairment of assets |
29 | | 43 | | ||||||||||||
Pension and other post-employment benefits service costs |
8 | 4 | 34 | 27 | ||||||||||||
Finance costs - net |
35 | 40 | 159 | 175 | ||||||||||||
Income tax (benefit) / expense |
(5 | ) | (10 | ) | (17 | ) | 18 | |||||||||
Share of loss / (income) of joint-ventures |
| 3 | | (2 | ) | |||||||||||
Unrealized (gains) / losses on derivatives - net and from remeasurement of monetary assets and liabilities - net |
(16 | ) | (21 | ) | (18 | ) | (33 | ) | ||||||||
Losses on disposal |
2 | 1 | 4 | 3 | ||||||||||||
Other - net |
3 | 7 | 19 | 16 | ||||||||||||
Change in working capital |
||||||||||||||||
Inventories |
13 | (1 | ) | 63 | 57 | |||||||||||
Trade receivables |
48 | 121 | 36 | 104 | ||||||||||||
Trade payables |
(58 | ) | (106 | ) | (38 | ) | (31 | ) | ||||||||
Other |
(33 | ) | 14 | (10 | ) | 9 | ||||||||||
Change in provisions |
(2 | ) | 3 | 1 | (2 | ) | ||||||||||
Pension and other post-employment benefits paid |
(18 | ) | (14 | ) | (53 | ) | (50 | ) | ||||||||
Interest paid |
(22 | ) | (26 | ) | (140 | ) | (158 | ) | ||||||||
Income tax (paid) / refunded |
(2 | ) | (3 | ) | 9 | (6 | ) | |||||||||
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Net cash flows from operating activities |
71 | 107 | 334 | 447 | ||||||||||||
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Purchases of property, plant and equipment |
(44 | ) | (91 | ) | (182 | ) | (271 | ) | ||||||||
Property, plant and equipment grants received |
1 | | 5 | | ||||||||||||
Acquisition of subsidiaries net of cash acquired |
| | | (83 | ) | |||||||||||
Proceeds from disposals, net of cash |
| 1 | 1 | 2 | ||||||||||||
Other investing activities |
| 2 | | (1 | ) | |||||||||||
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Net cash flows used in investing activities |
(43 | ) | (88 | ) | (176 | ) | (353 | ) | ||||||||
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Proceeds from issuance of Senior Notes |
| | 290 | | ||||||||||||
Repayment of Senior Notes |
| | (200 | ) | (100 | ) | ||||||||||
Proceeds / (repayments) from U.S. revolving credit facilities |
| 20 | (129 | ) | 105 | |||||||||||
Proceeds from other borrowings |
| 2 | 202 | 8 | ||||||||||||
Repayments from other borrowings |
(3 | ) | (1 | ) | (10 | ) | (4 | ) | ||||||||
Lease repayments |
(10 | ) | (7 | ) | (35 | ) | (86 | ) | ||||||||
Payment of financing costs |
| | (9 | ) | | |||||||||||
Transactions with non-controlling interests |
| (2 | ) | | (4 | ) | ||||||||||
Other financing activities |
(8 | ) | 2 | (8 | ) | 5 | ||||||||||
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Net cash flows (used in) / from financing activities |
(21 | ) | 14 | 101 | (76 | ) | ||||||||||
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Net increase in cash and cash equivalents |
7 | 33 | 259 | 18 | ||||||||||||
Cash and cash equivalents - beginning of year |
432 | 152 | 184 | 164 | ||||||||||||
Effect of exchange rate changes on cash and cash equivalents |
| (1 | ) | (4 | ) | 2 | ||||||||||
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Cash and cash equivalents - end of year |
439 | 184 | 439 | 184 | ||||||||||||
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12
SEGMENT ADJUSTED EBITDA
(in millions of Euros) |
Three months ended December 31, 2020 |
Three months ended December 31, 2019 |
Year ended December 31, 2020 |
Year ended December 31, 2019 |
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P&ARP |
82 | 63 | 291 | 273 | ||||||||||||
A&T |
13 | 45 | 106 | 204 | ||||||||||||
AS&I |
22 | 21 | 88 | 106 | ||||||||||||
Holdings and Corporate |
(6 | ) | (8 | ) | (20 | ) | (21 | ) | ||||||||
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Total |
111 | 121 | 465 | 562 | ||||||||||||
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SHIPMENTS AND REVENUE BY PRODUCT LINE
(in k metric tons) |
Three months ended December 31, 2020 |
Three months ended December 31, 2019 |
Year ended December 31, 2020 |
Year ended December 31, 2019 |
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Packaging rolled products |
201 | 192 | 785 | 822 | ||||||||||||
Automotive rolled products |
62 | 56 | 207 | 234 | ||||||||||||
Specialty and other thin-rolled products |
8 | 7 | 27 | 41 | ||||||||||||
Aerospace rolled products |
14 | 31 | 78 | 120 | ||||||||||||
Transportation, industry, defense and other rolled products |
29 | 25 | 105 | 122 | ||||||||||||
Automotive extruded products |
31 | 31 | 108 | 123 | ||||||||||||
Other extruded products |
29 | 26 | 121 | 127 | ||||||||||||
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Total shipments |
374 | 368 | 1,431 | 1,589 | ||||||||||||
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(in millions of Euros) | ||||||||||||||||
Packaging rolled products |
517 | 497 | 1,960 | 2,173 | ||||||||||||
Automotive rolled products |
197 | 186 | 663 | 816 | ||||||||||||
Specialty and other thin-rolled products |
31 | 28 | 111 | 160 | ||||||||||||
Aerospace rolled products |
85 | 233 | 560 | 863 | ||||||||||||
Transportation, industry, defense and other rolled products |
129 | 117 | 465 | 599 | ||||||||||||
Automotive extruded products |
183 | 208 | 665 | 797 | ||||||||||||
Other extruded products |
116 | 116 | 502 | 554 | ||||||||||||
Other and inter-segment eliminations |
(15 | ) | (13 | ) | (43 | ) | (55 | ) | ||||||||
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Total revenue |
1,243 | 1,372 | 4,883 | 5,907 | ||||||||||||
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13
NON-GAAP MEASURES
Reconciliation of net income to Adjusted EBITDA (a non-GAAP measure)
(in millions of Euros) |
Three months ended December 31, 2020 |
Three months ended December 31, 2019 |
Year ended December 31, 2020 |
Year ended December 31, 2019 |
||||||||||||
Net income / (loss) |
26 | 22 | (17 | ) | 64 | |||||||||||
Income tax (benefit) / expense |
(5 | ) | (10 | ) | (17 | ) | 18 | |||||||||
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Income / (loss) before income tax |
21 | 12 | (34 | ) | 82 | |||||||||||
Finance costsnet |
35 | 40 | 159 | 175 | ||||||||||||
Share of loss / (income) of joint-ventures |
| 3 | | (2 | ) | |||||||||||
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Income from operations |
56 | 55 | 125 | 255 | ||||||||||||
Depreciation and amortization |
63 | 73 | 259 | 256 | ||||||||||||
Impairment of assets (A) |
29 | | 43 | | ||||||||||||
Restructuring costs (B) |
| 2 | 13 | 4 | ||||||||||||
Unrealized gains on derivatives |
(17 | ) | (20 | ) | (16 | ) | (33 | ) | ||||||||
Unrealized exchange gains from the remeasurement of monetary assets and liabilities net |
| | (1 | ) | | |||||||||||
(Gains) / losses on pension plans amendments |
| (2 | ) | 2 | (1 | ) | ||||||||||
Share based compensation costs |
4 | 4 | 15 | 16 | ||||||||||||
Metal price lag (C) |
(25 | ) | 6 | 8 | 46 | |||||||||||
Start-up and development costs (D) |
| 3 | 5 | 11 | ||||||||||||
Losses on disposals |
2 | 1 | 4 | 3 | ||||||||||||
Bowling Green one-time costs related to the acquisition (E) |
| (1 | ) | | 5 | |||||||||||
Other (F) |
(1 | ) | | 8 | | |||||||||||
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|||||||||
Adjusted EBITDA |
111 | 121 | 465 | 562 | ||||||||||||
|
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|
(A) | For the year ended December 31, 2020, an impairment charge of 43 million was recognized related to some A&T cash-generating units due to the downturn in the aerospace industry resulting from the COVID-19 pandemic and some AS&I cash-generating units as a result of the review of their long-term business perspectives. |
(B) | For the year ended December 31, 2020, restructuring costs amounted to 13 million related to headcount reductions in Europe and in the U.S. |
(C) | Metal price lag represents the financial impact of the timing difference between when aluminium prices included within Constelliums Revenue 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 volatility in LME prices. The calculation of the Group metal price lag adjustment is based on an internal standardized methodology calculated at each of Constelliums manufacturing sites and is primarily calculated as the average value of 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 year. |
(D) | Start-up and development costs, for the years ended December 31, 2020 and 2019, were related to new projects in our AS&I operating segment. |
(E) | Bowling Green one-time costs related to the acquisition, for the year ended December 31, 2019, was the non-cash reversal of the inventory step-up. |
(F) | Other, in the year ended December 31, 2020, includes 2 million of procurement penalties and termination fees incurred because of the Groups inability to fulfill certain commitments due to the COVID-19 pandemic and a 6 million loss resulting from the discontinuation of hedge accounting for certain forecasted sales that were determined to be no longer expected to occur in light of the COVID-19 pandemic effects. |
14
Reconciliation of net cash flows from operating activities to Free Cash Flow (a non-GAAP measure)
(in millions of Euros) |
Three months ended December 31, 2020 |
Three months ended December 31, 2019 |
Year ended December 31, 2020 |
Year ended December 31, 2019 |
||||||||||||
Net cash flows from operating activities |
71 | 107 | 334 | 447 | ||||||||||||
Purchases of property, plant and equipment |
(44 | ) | (91 | ) | (182 | ) | (271 | ) | ||||||||
Property, plant and equipment grants received |
1 | | 5 | | ||||||||||||
Other investing activities |
| 2 | | (1 | ) | |||||||||||
|
|
|
|
|
|
|
|
|||||||||
Free Cash Flow |
28 | 18 | 157 | 175 | ||||||||||||
|
|
|
|
|
|
|
|
Reconciliation of borrowings to Net debt (a non-GAAP measure)
(in millions of Euros) |
At December 31, 2020 | At December 31, 2019 | ||||||
Borrowings |
2,391 | 2,361 | ||||||
Fair value of cross currency basis swaps, net of margin calls |
42 | 6 | ||||||
Cash and cash equivalents |
(439 | ) | (184 | ) | ||||
Cash pledged for issuance of guarantees |
| | ||||||
|
|
|
|
|||||
Net debt |
1,994 | 2,183 | ||||||
|
|
|
|
15
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.
16
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.
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.
17
Fourth Quarter and Full Year 2020 Earnings Call February 25, 2021 Exhibit 99.2
Certain statements contained in this presentation may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. This presentation 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 presentation. 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. Forward-looking statements
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
Adjusted EBITDA and Free Cash Flow Above Guidance Range Q4 2020 Highlights Ø Shipments of 374 thousand tons, up 2% YoY Ø Revenue decreased 9% YoY to €1.2 billion Ø Net income of €26 million Ø Adj. EBITDA of €111 million, down 8% YoY Ø Cash from Operations of €71 million Ø Free Cash Flow of €28 million Adjusted EBITDA Bridge € in millions
Resilient Performance with Significant Free Cash Flow Generation in 2020 FY 2020 Highlights Ø Shipments of 1.4 million tons, down 10% YoY Ø Revenue decreased 17% YoY to €4.9 billion Ø Net loss of €17 million Ø Adj. EBITDA of €465 million, down 17% YoY Ø P&ARP: Record Adj. EBITDA in 2020 Ø Cash from Operations of €334 million Ø Free Cash Flow of €157 million Ø Net Debt / LTM Adjusted EBITDA of 4.3 Adjusted EBITDA Bridge € in millions
Ø Developing our 2030 Sustainability strategy Ø Advanced planning stages of an investment to increase recycling capacity in Europe of at least 60kt annually Sustainability Embedded in Our Progress Safety is Our Top Priority External Recognition Planning for our Future Sustainability-Linked Financing * Record Safety Performance in 2020 Recordable Case Rate** * See p.20 for MSCI Disclaimer ** Measures the number of fatalities, serious injuries, lost-time injuries, restricted work injuries, or medical treatments per one million hours worked.
Peter Matt Chief Financial Officer
Q4 2020 Performance Packaging and Automotive Rolled Products Q4 Adjusted EBITDA Bridge € in millions Ø Adjusted EBITDA of €82 million Ø Higher packaging and automotive shipments Ø Improved price and mix Ø Unfavorable metal costs and inefficiencies related to MS strike Ø Unfavorable FX translation Q4 2020 Q42019 Var. Shipments (kt) 271 255 7% Revenues (€m) 745 711 5% Adj. EBITDA (€m) 82 63 31% Adj. EBITDA (€ / t) 302 245 23% FY Adjusted EBITDA Bridge € in millions
Q4 2020 Performance Aerospace and Transportation Q4 Adjusted EBITDA Bridge € in millions Q4 2020 Q42019 Var. Shipments (kt) 43 56 (23)% Revenues (€m) 214 350 (39)% Adj. EBITDA (€m) 13 45 (72)% Adj. EBITDA (€ / t) 296 807 (63)% FY Adjusted EBITDA Bridge € in millions Ø Adjusted EBITDA of €13 million Ø Lower aerospace shipments partially offset by higher TID shipments Ø Weaker price and mix in aerospace Ø Strong cost control, notably labor, consumables, and maintenance
Q4 2020 Performance Ø Adjusted EBITDA of €22 million Ø Higher Industry shipments Ø Strong cost control, notably labor, subcontractor / consulting fees, and energy Ø Unfavorable FX translation Automotive Structures and Industry Q4 Adjusted EBITDA Bridge € in millions Q4 2020 Q42019 Var. Shipments (kt) 60 57 4% Revenues (€m) 299 324 (8)% Adj. EBITDA (€m) 22 21 2% Adj. EBITDA (€ / t) 360 369 (2)% FY Adjusted EBITDA Bridge € in millions
Q4 2020 Q4 2019 Var. Revenues (€m) 1,243 1,372 (9)% Costs (€m) 1,132 1,251 (10)% Adj. EBITDA (€m) 111 121 (8)% Cost Highlights Q4 Cost Performance Cost Flex / Incremental Margin Performance in Q4* Horizon 2022 Target: €75 million annualized cost savings } 8% decremental Adj. EBITDA margin with strong performance by all segments } ~€75 million of cost reductions compared to Q4 2019, excluding metal and depreciation } Includes €3 million benefit from European COVID-19 State aid * Cost flex calculated as change in costs over change in revenue for the 2020 period compared to 2019 period. Costs calculated as Revenue less Adjusted EBITDA. P&ARP shows "incremental margin" (1 - cost flex) as Revenues and Adj. EBITDA increased YoY.
FY20 FY19 Net cash flows from operating activities 334 447 Purchases of property, plant and equipment, net of grants (177) (271) Other investing activities — (1) Free Cash Flow 157 175 Free Cash Flow Ø Free Cash Flow: >€100 million Ø Capex: ~€225 million Ø Cash interest: ~€130 million Ø Cash taxes: €10-20 million 2020 Free Cash Flow Highlights Current 2021 Expectations Over €330 million of Free Cash Flow in 2 years and attractive Free Cash Flow yield Ø Free Cash Flow of €157 million Ø Second consecutive year in excess of €150 million Ø Strong working capital performance Ø Deployed to gross debt reduction in Q1 2021 Consistent FCF Generation
Net Debt and Liquidity € in millions Ø Committed to deleveraging Ø Leverage of 4.3x at year end Ø Net debt declined YoY Ø Liquidity of nearly €1.0 billion Ø No near term bond maturities Ø Refinanced 2025 notes in Q1 2021 — expected to reduce annualized cash interest by ~€20 million 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
Ø Sustainability is at the core of our business, aluminium is inherently sustainable Ø Aligns business and financing with sustainability commitments and values Ø Creates direct link between sustainability targets and funding costs Ø Second Party Opinion provided by: SPT 1: Reduce GHG Emissions Intensity Landmark Offering: 3.75% Sustainability-Linked Notes due 2029 First Sustainability-Linked Notes Offering in the Metals Sector SPT: Sustainability Performance Target SPT 2: Increase Recycled Input Constellium's First Sustainability-Linked Notes Recycled aluminium input equal or higher than 685 kt in 2026, a 10% increase from 2019 baseline. GHG intensity equal or lower than 0.615 tons of CO2 equivalent per ton sold in 2025, a 25% reduction from 2015 baseline.
Jean-Marc Germain Chief Executive Officer
End Market Updates Diversified end market exposure; primarily targeting secular growth markets Market Highlights % Revenue Packaging Secular Growth Strong market in North America and in Europe Focus on sustainability driving increased demand for aluminium cans Canmakers adding capacity in both North America and Europe to meet demand Confirmed recession resilience during COVID-19 crisis 40% Automotive Secular Growth Lightweighting mega-trend driving increased demand for rolled and extruded products Demand for luxury cars, light trucks, and SUVs remains strong Semiconductor availability creating uncertainty despite strong demand from consumers 27% Aerospace Long-term Secular Growth Near-term outlook remains uncertain due to ongoing supply chain destocking OEMs maintain reduced build rates and have adjusted order patterns accordingly Expect vaccination rollout to drive increased passenger traffic Long-term trends expected to remain intact (increased passenger traffic, higher build rates for single aisle aircraft) 12% Other Specialties Diversified Cycles Transportation, Industry and Defense (Rolled): North America: Strong defense market; improving transportation and industry markets Europe: Strong defense market; stable industry market at a low base Industry (Extrusions): Europe: Strong demand generally with select pockets of weakness 21%
Key Messages and Guidance Focused on delivering on our strategy and increasing shareholder value Resilient performance in 2020 Quick response to crisis Business model and strategy are battle tested Delivered on commitment of consistent FCF generation Substantial Opportunities from Sustainability Mega-Trends Circular Economy: Infinitely recyclable aluminium can Increasing our recycling footprint Lightweighting, reducing emissions, and improving safety in transportation Electrification of the automotive fleet Issued landmark Sustainability-Linked Note Optimistic about 2021 Substantial value creation opportunities remain Focused on executing our strategy Deleveraging remains a top priority Q1 2021 Adjusted EBITDA: €110 to €115 million 2021 Free Cash Flow: >€100 million Long-Term Leverage: 2.5x Targets
Q&A
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December 31, 2020 September 30, 2020 June 30, 2020 March 31, 2020 December 31, 2019 Borrowings 2,391 2,456 2,536 2,399 2,361 Fair value of cross currency basis swaps, net of margin calls 42 26 5 1 6 Cash and cash equivalents (439 ) (432 ) (378 ) (270 ) (184 ) Cash pledged for issuance of guarantees — — — — — Net Debt 1,994 2,050 2,163 2,130 2,183 LTM Adjusted EBITDA 465 475 488 574 562 Leverage 4.3x 4.3x 4.4x 3.7x 3.9x Net Debt Reconciliation € millions
Reconciliation of Net Income to Adjusted EBITDA Three months ended December 31, € millions 2020 2019 Net income 26 22 Income tax expense (5 ) (10 ) Income before income tax 21 12 Finance costs - net 35 40 Share of income of joint-ventures — 3 Income from operations 56 55 Depreciation and amortization 63 73 Impairment of assets 29 — Restructuring costs — 2 Unrealized gains on derivatives (17 ) (20 ) Gains on pension plans amendments — (2 ) Share based compensation costs 4 4 Metal price lag (25 ) 6 Start-up and development costs — 3 Losses on disposals 2 1 Bowling Green one-time costs related to the acquisition — (1 ) Other (1 ) — Adjusted EBITDA 111 121
Reconciliation of Net Income to Adjusted EBITDA Twelve months ended € millions December 31, 2020 September 30,2020 June 30,2020 March 31,2020 December 31,2019 Net (loss) / income (17 ) (21 ) (40 ) 8 64 Income tax (benefit) / expense (17 ) (22 ) (25 ) (4 ) 18 (Loss) / income before income tax (34 ) (43 ) (65 ) 4 82 Finance costs - net 159 164 173 174 175 Share of income / (loss) of joint-ventures — 3 3 3 (2 ) Income from operations 125 124 111 181 255 Depreciation and amortization 259 269 271 265 256 Impairment of assets 43 14 5 — — Restructuring costs 13 15 14 4 4 Unrealized (gains) / losses on derivatives (16 ) (19 ) (6 ) 51 (33 ) Unrealized exchange (gains) / losses from the remeasurement of monetary assets and liabilities – net (1 ) (1 ) 1 3 — Losses / gains on pension plans amendments 2 — 1 (1 ) (1 ) Share based compensation costs 15 15 17 16 16 Metal price lag 8 39 55 43 46 Start-up and development costs 5 8 10 11 11 Losses on disposals 4 3 1 2 3 Bowling Green one-time costs related to the acquisition — (1 ) (1 ) (1 ) 5 Other 8 9 9 — — Adjusted EBITDA 465 475 488 574 562
Borrowings Table At December 31, 2020 2019 € millions Nominal Value in Currency NominalRate Nominal Value in Euros (Arrangement fees) Accrued Interests CarryingValue CarryingValue Secured Pan-U.S. ABL (due 2022) $ — Floating — — — — 127 Secured U.S. DDTL (due 2022) $ — Floating — — — — — Secured PGE French Facility (due 2026) € 180 Floating 180 — — 180 — Secured German Facility (due 2022) € — 2.000 % — — — — — Secured Inventory Facility (due 2021) € — Floating — — — — — Senior Unsecured Notes Issued May 2014 and due 2024 $ 400 5.750 % 326 (3 ) 2 325 355 Issued May 2014 and due 2021 € — 4.625 % — — — — 200 Issued February 2017 and due 2025 $ 650 6.625 % 530 (8 ) 12 534 582 Issued November 2017 and due 2026 $ 500 5.875 % 407 (5 ) 9 411 449 Issued November 2017 and due 2026 € 400 4.250 % 400 (5 ) 6 401 400 Issued June 2020 and due 2028 $ 325 5.625 % 265 (6 ) 1 260 — Unsecured Revolving Credit Facility (due 2021) € — Floating — — — — — Unsecured Swiss Facility (due 2025) CHF 20 1.180 % 18 — — 18 — Unsecured German Facility (due 2022) € — 2.120 % — — — — — Lease liabilities 194 — 1 195 188 Other loans 66 — 1 67 60 Total Borrowings 2,386 (27 ) 32 2,391 2,361 Of which non-current 2,299 2,160 Of which current 92 201
Cash Flows from / (used in) Operations Three months ended € millions September 30,2020 June 30,2020 March 31,2020 September 30,2019 June 30,2019 March 31,2019 Net (loss) / income 20 (32) (31) 1 17 24 Adjustments Depreciation and amortization 64 66 66 66 60 57 Impairment of assets 9 5 - - - - Pension and other long-term service costs 9 10 7 8 9 6 Finance costs – net 37 42 45 46 43 46 Income tax expense / (benefit) 7 (11) (8) 4 9 15 Share of loss of joint-ventures - - - - - (5) Unrealized (gains) / losses on derivatives—net and from remeasurement of monetary assets and liabilities—net (13) (44) 55 5 15 (32) (Gains) / losses on disposal 2 - - - 1 1 Other, net 3 10 3 3 4 2 Change in Working Capital Inventories 15 52 (17) 34 (9) 33 Trade receivables (19) 57 (50) 12 46 (75) Trade payables 38 (176) 158 (29) (9) 113 Other 8 32 (17) (13) (14) 22 Change in provisions (2) 7 (2) 1 (1) (5) Pension and other long-term benefit paid (15) (8) (12) (12) (12) (12) Interests paid (45) (23) (50) (54) (26) (52) Income tax paid (7) 21 (3) 8 (5) (6) Net cash flows from / (used in) operating activities 111 8 144 80 128 132
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