6-K

CONSTELLIUM N.V.

(Registrant)

February 21, 2019

/s/ Peter R. Matt

Peter R. Matt

Chief Financial Officer

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 2019

Commission File Number: 001-35931

Constellium N.V.

(Translation of registrant’s name into English)

Tupolevlaan 41-61,

1119 NW Schiphol-Rijk

The Netherlands

(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 N.V. (the “Company”), dated February 21, 2019, announcing its financial results for the fourth quarter and fiscal year ended December 31, 2018.

Attached hereto as Exhibit 99.2 is a copy of a presentation of the Company, dated February 21, 2019, summarizing its financial results for the fourth quarter and fiscal year ended December 31, 2018.

Exhibit Index


No.		Description

99.1		Press Release issued by Constellium N.V. on February 21, 2019.

99.2		Presentation posted by Constellium N.V. on February 21, 2019.

The information contained in Exhibit 99.1 of this Form 6-K is incorporated by reference into any offering circular or registration statement (or into any prospectus that forms a part thereof) filed by Constellium N.V. with the Securities and Exchange Commission.

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.

EX-99.1

Exhibit 99.1

Constellium Reports Fourth Quarter and Full Year 2018 Results

Amsterdam – February 21, 2019 – Constellium N.V. (NYSE: CSTM) today reported results for the fourth quarter and full year ended December 31, 2018.

Fourth quarter 2018 highlights:

Shipments of 370 thousand metric tons, up 6% compared to Q4 2017

Revenue of €1.4 billion, up 12% compared to Q4 2017

Net loss of €57 million compared to net loss of €80 million in Q4 2017

Adjusted EBITDA of €104 million, up 1% compared to Q4 2017

Full year 2018 highlights:

Shipments of 1.5 million metric tons, up 3% compared to 2017

Revenue of €5.7 billion, up 9% compared to 2017

Net income of €190 million compared to net loss of €31 million in 2017

Adjusted EBITDA of €498 million, up 11% compared to 2017

Net debt / LTM Adjusted EBITDA of 4.0x compared to 4.2x at December 31, 2017

Project 2019 run-rate cost savings of €43 million achieved as of December 31, 2018

Jean-Marc Germain, Constellium’s Chief Executive Officer said, “Constellium delivered strong results in 2018. Our Adjusted EBITDA of €498 million increased by 11%, coming in well above our initial ‘high single digit’ guidance. Further, each of our three business units delivered record annual Adjusted EBITDA. We also made significant progress on strategic initiatives in 2018, notably the sale of the North Building at Sierre and the agreement to acquire our partner’s interest in our Bowling Green joint venture. Overall, I am proud of the achievements our team made during the year, and I am very optimistic about the prospects for our future.”

Mr. Germain continued, “We are maintaining our guidance of Adjusted EBITDA growth of 8% to 10% and Free Cash Flow in excess of €50 million in 2019. Our focus is on delivering our long-term targets of Adjusted EBITDA over €700 million and leverage of 2.5x in 2022. We are committed to increasing value for our shareholders through the execution of our strategy.”

Group Summary


	Q4 2018		Q4 2017		Var.		FY 2018		FY 2017		Var.
Shipments (k metric tons)		370		350		6%		1,534		1,482		3%
Revenue (€ millions)		1,398		1,248		12%		5,686		5,237		9%
Net (loss) / income (€ millions)		(57)		(80)		n.m.		190		(31)		n.m.
Adjusted EBITDA (€ millions)		104		104		1%		498		448		11%
Adjusted EBITDA per metric ton (€)		284		297		(4)%		325		303		7%

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 2018, shipments of 370 thousand metric tons increased 6% compared to the fourth quarter of last year due to higher shipments in each of our segments. Revenue of €1.4 billion increased 12% compared to the fourth quarter of last year primarily due to higher shipments and improved price and mix. Net loss of €57 million improved compared to a net loss of €80 million in the fourth quarter of 2017 due largely to costs related to the refinancing completed in the fourth quarter of 2017. Adjusted EBITDA of €104 million increased 1% from the fourth quarter of last year primarily due to improved results in the Packaging and Automotive Rolled Products segment, partially offset by weaker results in the Automotive Structures and Industry segment.

For the full year of 2018, shipments of 1.5 million metric tons increased 3% compared to last year on higher shipments in each of our segments. Revenue of €5.7 billion increased 9% compared to last year primarily due to higher shipments, higher aluminium prices and improved price and mix. Net income of €190 million improved compared to a net loss of €31 million in 2017 largely due to the gain on the sale of the North Building at Sierre in 2018. Adjusted EBITDA of €498 million increased 11% compared to last year on improved results in each of our three business segments.

Results by Segment

Packaging & Automotive Rolled Products (P&ARP)


	Q4 2018		Q4 2017		Var.		FY 2018		FY 2017		Var.
Shipments (k metric tons)		254		238		6%		1,039		1,008		3%
Revenue (€ millions)		737		666		11%		3,059		2,812		9%
Adjusted EBITDA (€ millions)		55		44		25%		243		204		19%
Adjusted EBITDA per metric ton (€)		219		185		18%		234		202		16%

Fourth quarter Adjusted EBITDA increased compared to the fourth quarter of 2017 as increased shipments, favorable metal costs and solid cost control were partially offset by weaker price and mix and incremental costs from maintenance and the ramp up of our automotive programs.

For the fourth quarter of 2018, shipments of 254 thousand metric tons increased 6% from the fourth quarter of last year due to higher shipments of both Packaging rolled products and Automotive rolled products. Revenue of €737 million increased 11% compared to the fourth quarter of 2017 primarily due to higher shipments.

For the full year of 2018, Adjusted EBITDA of €243 million increased compared to last year primarily due to higher volumes, improved price and mix, favorable metal costs and solid cost control, partially offset by incremental costs from maintenance and the ramp up of our automotive programs. Shipments of 1.0 million metric tons increased 3% compared to the last year as higher Automotive rolled product shipments were partially offset by lower Packaging rolled product shipments. Revenue of €3.1 billion increased 9% compared to last year primarily due to higher aluminium prices and higher shipments.

Aerospace & Transportation (A&T)


	Q4 2018		Q4 2017		Var.		FY 2018		FY 2017		Var.
Shipments (k metric tons)		59		56		7%		246		238		3%
Revenue (€ millions)		349		319		9%		1,389		1,335		4%
Adjusted EBITDA (€ millions)		38		37		2%		152		146		4%
Adjusted EBITDA per metric ton (€)		643		672		(4)%		619		614		1%

Fourth quarter Adjusted EBITDA increased slightly compared to the fourth quarter of 2017 due to higher shipments on solid operational performance, partially offset by weaker price and mix and slightly higher costs.

For the fourth quarter of 2018, shipments of 59 thousand metric tons increased 7% compared to the fourth quarter of last year on higher shipments of both Aerospace rolled products and Transportation, Industry and Other rolled products. Revenue of €349 million increased 9% compared to the fourth quarter of 2017 primarily due to higher volumes.

For the full year of 2018, Adjusted EBITDA of €152 million increased 4% compared to last year on higher shipments and solid cost control, partially offset by weaker price and mix. Shipments of 246 thousand metric tons increased 3% compared to last year on higher shipments of both Aerospace rolled products and Transportation, Industry and Other rolled products. Revenue of €1.4 billion increased 4% compared to last year as higher shipments and higher aluminium prices were partially offset by foreign exchange translation.

Automotive Structures & Industry (AS&I)


	Q4 2018		Q4 2017		Var.		FY 2018		FY 2017		Var.
Shipments (k metric tons)		57		56		1%		249		236		6%
Revenue (€ millions)		324		274		18%		1,290		1,123		15%
Adjusted EBITDA (€ millions)		21		28		(25)%		125		120		4%
Adjusted EBITDA per metric ton (€)		367		493		(25)%		502		510		(2)%

Fourth quarter Adjusted EBITDA decreased compared to the fourth quarter of 2017 primarily due to higher costs largely related to maintenance, new product launches and our footprint expansion.

For the fourth quarter of 2018, shipments of 57 thousand metric tons increased 1% compared to the fourth quarter of last year on higher Other extruded product shipments. Revenue of €324 million increased 18% compared to the fourth quarter of 2017 primarily due to improved price and mix.

For the full year of 2018, Adjusted EBITDA of €125 million increased 4% compared to last year on higher shipments and improved price and mix partially offset by higher costs. Shipments of 249 thousand metric tons increased 6% compared to last year due to higher shipments of both Automotive extruded products and Other extruded products. Revenue of €1.3 billion increased 15% compared to last year on higher shipments and improved price and mix.

Net Income

For the fourth quarter of 2018, net loss of €57 million compared to a net loss of €80 million in the fourth quarter of last year. The change in net income is primarily attributable to lower financing costs compared to the same period of 2017, which included the costs of the refinancing completed in that period, and lower income tax expense compared to the same period of 2017 as a result of the U.S. Tax Cuts and Jobs Act of 2017, partially offset by an unfavorable change in the value of unrealized derivatives and an unfavorable effect from metal lag.

For the full year of 2018, net income of €190 million compared to a net loss of €31 million in the prior year. The change in net income is primarily attributable to a gain from the sale of the North Building at Sierre, lower financing costs, the improvement in Adjusted EBITDA and lower income tax expense, partially offset by an unfavorable change in the value of unrealized derivatives.

Cash Flow and Liquidity

Free Cash Flow was an outflow of €225 million for the full year of 2018 compared to an outflow of €134 million in the prior year. The change was primarily due to higher working capital, partially offset by higher Adjusted EBITDA and lower interest expense.

Cash flows from operating activities were €66 million for the full year of 2018 compared to cash flows from operating activities of €160 million in the prior year. Constellium reduced factored receivables by €27 million in 2018 compared to a decrease of €93 million in the prior year.

Cash flows used in investing activities were €91 million for full year of 2018 compared to cash flows used in investing activities of €292 million in the prior year. Cash flows used in investing activities included €198 million of proceeds from disposals net of cash related to the sale of the North Building at Sierre in 2018.

Cash flows used in financing activities were €82 million for the full year of 2018 compared to cash flows from financing activities of €61 million in the prior year.

Liquidity at December 31, 2018 was €669 million, comprised of €164 million of cash and cash equivalents and €505 million available under our committed lending facilities and factoring arrangements. Liquidity at December 31, 2017 was €531 million.

Net debt was €1,996 million at December 31, 2018 compared to €1,889 million at December 31, 2017.

Outlook

We expect Adjusted EBITDA growth in a range of 8% to 10% in 2019 and expect over €700 million of Adjusted EBITDA in 2022. This guidance reflects the effect of the application of IFRS 16 and the consolidation of Bowling Green, both beginning in Q1 2019.

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.

Recent Developments

On January 10, 2019, Constellium completed the purchase of Tri-Arrows Aluminum Holding Inc.’s 49% stake in Constellium-UACJ ABS, LLC for $100 million plus the assumption of 49% of approximately $80 million of third party debt at Constellium-UACJ ABS, LLC.

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. Others are more specific to our business and operations. These risks and uncertainties include, but are not limited to, economic downturn, the loss of key customers, suppliers or other business relationships; disruption to business operations; the inability to meet customer quality requirements; delayed readiness for the North American Auto Body Sheet market, the capacity and effectiveness of our hedging policy activities, failure to retain key employees, 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 €5.7 billion of revenue in 2018.

Constellium’s earnings materials for the fourth quarter and full year ended December 31, 2018, are also available on the company’s website (www.constellium.com).

CONSOLIDATED INCOME STATEMENT (UNAUDITED)


(in millions of Euros)	Three months ended December 31, 2018		Three months ended December 31, 2017		Year ended December 31, 2018		Year ended December 31, 2017

Revenue		1,398		1,248		5,686		5,237

Cost of sales		(1,288)		(1,134)		(5,148)		(4,682)

Gross profit		110		114		538		555


Selling and administrative expenses		(67)		(60)		(247)		(247)

Research and development expenses		(9)		(8)		(40)		(36)

Restructuring costs		—		(1)		(1)		(4)

Other gains / (losses) - net		(47)		27		154		70


(Loss) / income from operations		(13)		72		404		338


Finance costs - net		(32)		(120)		(149)		(260)

Share of loss of joint-ventures		(10)		(8)		(33)		(29)


(Loss) / income before income tax		(55)		(56)		222		49


Income tax expense		(2)		(24)		(32)		(80)


Net (loss) / income		(57)		(80)		190		(31)


Net (loss) / income attributable to:

Equity holders of Constellium		(58)		(81)		188		(31)

Non-controlling interests		1		1		2		—

Net (loss) / income		(57)		(80)		190		(31)


Earnings per share attributable to the equity holders of Constellium, in euros per share
Basic		(0.43)		(0.65)		1.40		(0.28)
Diluted		(0.43)		(0.65)		1.37		(0.28)

Weighted average shares, in thousands
Basic		135,319		123,837		134,762		110,164
Diluted		135,319		123,837		138,146		110,164

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME / (LOSS) (UNAUDITED)


(in millions of Euros)	Three months ended December 31, 2018		Three months ended December 31, 2017		Year ended December 31, 2018		Year ended December 31, 2017

Net (loss) / income		(57)		(80)		190		(31)


Other comprehensive (loss) / income
Items that will not be reclassified subsequently to the consolidated income statement
Remeasurement on post-employment benefit obligations		(14)		(10)		24		12
Income tax on remeasurement on post-employment benefit obligations		2		(6)		(6)		(8)
Items that may be reclassified subsequently to the consolidated income statement

Cash flow hedges		(7)		4		(25)		46

Net investment hedges		—		—		(4)		—

Income tax on hedges		1		(1)		8		(15)

Currency translation differences		2		—		10		(20)

Other comprehensive (loss) / income		(16)		(13)		7		15

Total comprehensive (loss) / income		(73)		(93)		197		(16)

Attributable to:

Equity holders of Constellium		(74)		(94)		195		(15)

Non-controlling interests		1		1		2		(1)

Total comprehensive (loss) / income		(73)		(93)		197		(16)

CONSOLIDATED STATEMENT OF FINANCIAL POSITION (UNAUDITED)


(in millions of Euros)	At December 31, 2018		At December 31, 2017

Assets
Current assets
Cash and cash equivalents		164		269
Trade receivables and other		587		419
Inventories		660		643
Other financial assets		30		69

		1,441		1,400

Non-current assets
Property, plant and equipment		1,666		1,517
Goodwill		422		403
Intangible assets		70		68
Investments accounted for under the equity method		1		1
Deferred income tax assets		163		164
Trade receivables and other		64		48
Other financial assets		74		110

		2,460		2,311

Total Assets		3,901		3,711


Liabilities
Current liabilities
Trade payables and other		968		930
Borrowings		57		106
Other financial liabilities		60		23
Income tax payable		8		11
Provisions		46		40

		1,139		1,110

Non-current liabilities
Trade payables and other		27		54
Borrowings		2,094		2,021
Other financial liabilities		29		43
Pension and other post-employment benefit obligations		610		664
Provisions		94		113
Deferred income tax liabilities		22		25

		2,876		2,920

Total Liabilities		4,015		4,030


Equity
Share capital		3		3
Share premium		420		420
Retained deficit and other reserves		(545)		(750)

Equity attributable to equity holders of Constellium		(122)		(327)
Non-controlling interests		8		8

Total Equity		(114)		(319)


Total Equity and Liabilities		3,901		3,711

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (UNAUDITED)


(in millions of Euros)	Share Capital		Share Premium		Remeasure- ment		Cash flow hedges and net investment hedges		Foreign Currency Translation reserve		Other reserves		Retained losses		Total Equity holders of Constellium		Non- controlling interests		Total equity

At January 1, 2018		3		420		(147)		13		(7)		25		(634)		(327)		8		(319)
Change in accounting policies		—		—		—		—		—		—		(2)		(2)		—		(2)

At January 1, 2018 restated		3		420		(147)		13		(7)		25		(636)		(329)		8		(321)
Net income		—		—		—		—		—		—		188		188		2		190
Other comprehensive income / (loss)		—		—		18		(21)		10		—		—		7		—		7


Total comprehensive income / (loss)		—		—		18		(21)		10		—		188		195		2		197

Transactions with equity holders
Share-based compensation		—		—		—		—		—		12		—		12		—		12
Transactions with non-controlling interests		—		—		—		—		—		—		—		—		(2)		(2)

At December 31, 2018		3		420		(129)		(8)		3		37		(448)		(122)		8		(114)


(in millions of Euros)	Share Capital		Share Premium		Remeasure- ment		Cash flow hedges		Foreign Currency Translation reserve		Other reserves		Retained losses		Total Equity holders of Constellium		Non- controlling interests		Total equity

At January 1, 2017		2		162		(151)		(18)		12		17		(603)		(579)		9		(570)
Net loss		—		—		—		—		—		—		(31)		(31)		—		(31)
Other comprehensive income / (loss)		—		—		4		31		(19)		—		—		16		(1)		15


Total comprehensive income / (loss)		—		—		4		31		(19)		—		(31)		(15)		(1)		(16)

Transactions with Equity holders
Share issuance		1		258		—		—		—		—		—		259		—		259
Share-based compensation		—		—		—		—		—		8		—		8		—		8
Transactions with non-controlling interests		—		—		—		—		—		—		—		—		—		—

At December 31, 2017		3		420		(147)		13		(7)		25		(634)		(327)		8		(319)

CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)


(in millions of Euros)	Three months ended December 31, 2018		Three months ended December 31, 2017		Year ended December 31, 2018		Year ended December 31, 2017

Net (loss) / income		(57)		(80)		190		(31)
Adjustments
Depreciation and amortization		57		46		197		171
Finance costs - net		32		120		149		260
Income tax expense		2		24		32		80
Share of loss of joint-ventures		10		8		33		29
Unrealized losses / (gains) on derivatives - net and from remeasurement of monetary assets and liabilities - net		32		(16)		86		(54)
(Gains) / losses on disposal		4		1		(186)		3
Other - net		3		2		14		7

Interest paid		(21)		(57)		(129)		(185)
Income tax paid		(6)		(17)		(23)		(18)
Change in trade working capital
Inventories		38		(42)		(9)		(99)
Trade receivables		(6)		24		(145)		(91)
Trade payables		(36)		3		(27)		124
Margin calls		(5)		—		(5)		—
Change in provisions and pension obligations		1		9		(58)		(24)
Other working capital		(22)		(22)		(53)		(12)

Net cash flows from operating activities		26		3		66		160


Purchases of property, plant and equipment		(117)		(101)		(277)		(276)
Proceeds from disposals net of cash		1		2		200		2
Equity contributions and loans to joint-ventures		(9)		(17)		(24)		(41)
Other investing activities		2		—		10		23

Net cash flows used in investing activities		(123)		(116)		(91)		(292)


Proceeds from issuance of shares		—		259		—		259
Proceeds from issuance of Senior Notes		—		830		—		1,440
Repayments of Senior Notes		—		(949)		—		(1,559)
(Repayments) / Proceeds from revolving credit facilities and other loans		(2)		22		(68)		29
Payment of deferred financing costs and exit fees		—		(76)		—		(118)
Other financing activities		(18)		(3)		(14)		10

Net cash flows (used in) / from financing activities		(20)		83		(82)		61

Net increase / (decrease) in cash and cash equivalents		(117)		(30)		(107)		(71)
Cash and cash equivalents - beginning of period		279		300		269		347
Effect of exchange rate changes on cash and cash equivalents		2		(1)		2		(7)

Cash and cash equivalents - end of period		164		269		164		269

SEGMENT ADJUSTED EBITDA


(in millions of Euros)	Three months ended December 31, 2018		Three months ended December 31, 2017		Year ended December 31, 2018		Year ended December 31, 2017

P&ARP		55		44		243		204

A&T		38		37		152		146

AS&I		21		28		125		120

Holdings and Corporate		(10)		(5)		(22)		(22)


Total		104		104		498		448


SHIPMENTS AND REVENUE BY PRODUCT LINE
(in k metric tons)	Three months ended December 31, 2018		Three months ended December 31, 2017		Year ended December 31, 2018		Year ended December 31, 2017

Packaging rolled products		196		185		799		807

Automotive rolled products		49		44		196		158

Specialty and other thin-rolled products		9		9		44		43

Aerospace rolled products		28		26		111		106

Transportation, industry and other rolled products		31		30		135		132

Automotive extruded products		26		26		114		109

Other extruded products		31		30		135		127


Total shipments		370		350		1,534		1,482


(in millions of Euros)

Packaging rolled products		546		498		2,245		2,146

Automotive rolled products		156		128		638		483

Specialty and other thin-rolled products		35		40		176		183

Aerospace rolled products		204		184		773		760

Transportation, industry and other rolled products		145		135		616		575

Automotive extruded products		192		155		714		614

Other extruded products		132		119		576		509

Other and inter-segment eliminations		(12)		(11)		(52)		(33)


Total revenue		1,398		1,248		5,686		5,237

NON-GAAP MEASURES

Reconciliation of net income to Adjusted EBITDA (a non-GAAP measure)


(in millions of Euros)	Three months ended December 31, 2018	Three months ended December 31, 2017	Year ended December 31, 2018	Year ended December 31, 2017
Net (loss) / income	(57)	(80)	190	(31)

Income tax expense	2	24	32	80



Income before income tax	(55)	(56)	222	49

Finance costs – net	32	120	149	260

Share of loss of joint-ventures	10	8	33	29



Income from operations	(13)	72	404	338

Depreciation and amortization	56	46	197	171

Restructuring costs	—	1	1	4

Unrealized losses / (gains) on derivatives	31	(17)	84	(57)

Unrealized exchange losses / (gains) from remeasurement of monetary assets and liabilities - net	—	1	—	4

Losses / (gains) on pension plans amendments ^(A)	3	—	(36)	(20)

Share-based compensation costs	3	2	12	8

Metal price lag ^(B)	13	(6)	—	(22)

Start-up and development costs^(C)	5	3	21	17

Manufacturing system and process transformation costs	—	1	—	2

Losses / (gains) on disposals^(D)	5	1	(186)	3

Other	1	—	1	—


Adjusted EBITDA	104	104	498	448

(A) For the year ended December 31, 2018, the Group amended one of its OPEB plans in the US, which resulted in a €36 million gain. For the year ended December 31, 2017, amendments to certain Swiss pension plans, US pension plans and OPEB resulted in a €20 million gain.

(B) Metal price lag represents the financial impact of the timing difference between when aluminium prices included 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 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 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.

(C) For the years ended December 31, 2018 and 2017, start-up and development costs include €21 million and €16 million, respectively, related to new projects in our AS&I operating segment.

(D) In July 2018, Constellium completed the sale of the North Building assets of its Sierre plant in Switzerland to Novelis and contributed the Sierre site shared infrastructure to a joint-venture with Novelis, in exchange for cash consideration of €200 million. This transaction also resulted in the termination of the existing lease agreement for the North Building assets which had been leased and operated by Novelis since 2005. For the year ended December 31, 2018, the transaction generated a €190 million net gain.

Reconciliation of net cash flows from operating activities to Free Cash Flow (a non-GAAP measure)


	Three months ended December 31, 2018		Three months ended December 31, 2017		Year ended December 31, 2018		Year ended December 31, 2017

Net cash flows from operating activities		26		3		66		160

Purchases of property, plant and equipment		(117)		(101)		(277)		(276)

Equity contributions and loans to joint-ventures		(9)		(17)		(24)		(41)

Other investing activities		2		—		10		23


Free Cash Flow		(98)		(115)		(225)		(134)

Reconciliation of borrowings to Net debt (a non-GAAP measure)


(in millions of Euros)	At December 31, 2018		At December 31, 2017

Borrowings		2,151		2,127

Fair value of cross currency basis swaps, net of margin calls		9		32

Cash and cash equivalents		(164)		(269)

Cash pledged for issuance of guarantees		—		(1)


Net debt		1,996		1,889

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.

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 payments required for debt service 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.

EX-99.2

Fourth Quarter and Full Year 2018 Earnings Call February 21, 2019 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. Others are more specific to our business and operations. These risks and uncertainties include, but are not limited to, economic downturn, the loss of key customers, suppliers or other business relationships; disruption to business operations; the inability to meet customer quality requirements; delayed readiness for the North American Auto Body Sheet market, the capacity and effectiveness of our hedging policy activities, failure to retain key employees, 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

FY 2018 Highlights Total Shipments of 1.5 million tons up 3% compared to 2017 Successfully executing on our automotive strategy with shipments up 16% YoY Revenue increased 9% YoY to €5.7 billion on higher shipments, higher metal prices and improved price and mix Net income of €190 million compared to net loss of €31 million in 2017 Includes gain from the sale of the North Building at Sierre in Q3 2018 Adjusted EBITDA of €498 million increased 11% YoY Record annual Adjusted EBITDA for each of our three business units Net Debt / LTM Adjusted EBITDA of 4.0x down from 4.2x YoY Strong Results in 2018; Maintaining 2019 Guidance

Q4 2018 Highlights Total Shipments of 370 thousand tons up 6% compared to Q4 2017 Revenue increased 12% YoY to €1.4 billion on higher shipments and improved price and mix Net loss of €57 million compared to net loss of €80 million in Q4 2017 Adjusted EBITDA of €104 million increased 1% YoY Project 2019 run rate cost savings of €43 million Announced the acquisition of 49% share of Bowling Green JV Transaction completed in January 2019 Q4 2018 Results In-line with Guidance Range

Peter Matt Chief Financial Officer

Adjusted EBITDA Bridges FY 2018 vs. FY 2017 Q4 2018 vs. Q4 2017 € millions +1% +11% € millions – Q4 2017 Q4 2018

Q4 2018 Highlights Adjusted EBITDA of €55 million Automotive shipments up 13% YoY and packaging shipments up 6% YoY FT3 ramp up in Neuf-Brisach on track Bowling Green integration proceeding; operational performance improving Packaging and Automotive Rolled Products Q4 Adjusted EBITDA Bridge € in millions Q4 2018 Q4 2017 Var. Shipments (kt) 254 238 6% Revenues (€m) 737 666 11% Adj. EBITDA (€m) 55 44 25% Adj. EBITDA (€ / t) 219 185 18% € in millions FY Adjusted EBITDA Bridge

Q4 2018 Highlights Adjusted EBITDA of €38 million Solid operational performance with higher Aerospace and TID shipments Higher costs, largely labor related TID shipment performance gradually improving after manufacturing challenges Aerospace and Transportation Q4 Adjusted EBITDA Bridge € in millions FY Adjusted EBITDA Bridge € in millions Q4 2018 Q4 2017 Var. Shipments (kt) 59 56 7% Revenues (€m) 349 319 9% Adj. EBITDA (€m) 38 37 2% Adj. EBITDA (€ / t) 643 672 (4)% 10

Q4 2018 Highlights Automotive Structures and Industry Adjusted EBITDA of €21 million Continue to experience higher costs related to maintenance, new product launches and footprint expansion Slightly higher Industry shipments Nominations of €1.3 billion in 2018 Q4 2018 Q4 2017 Var. Shipments (kt) 57 56 1% Revenues (€m) 324 274 18% Adj. EBITDA (€m) 21 28 (25)% Adj. EBITDA (€ / t) 367 493 (25)% Q4 Adjusted EBITDA Bridge € in millions FY Adjusted EBITDA Bridge € in millions

Project 2019 Three Pillars Cost Reduction €43 million of annual run-rate cost savings achieved as of December 31, 2018 Target of €75 million of annual run-rate cost savings by December 31, 2019 Working Capital Improvement Committed to improvement of working capital turns Expect working capital investments related to the ramp up of growth projects Capital Discipline Capex guidance of €265 million for 2019 Maintenance spending of €150-175 million 80 Project 2019 continuing to provide benefits

Net Debt and Liquidity € in millions Net Debt and Leverage Maturity Profile Liquidity Debt / Liquidity Highlights Remain committed to deleveraging Leverage expected to increase temporarily; Net debt to increase from the application of IFRS 16 (~€100-125M) and the Bowling Green acquisition (~€160M) in Q1 2019 No bond maturities until 2021 Ample liquidity of over €650 million € in millions € in millions Leverage: Net Debt / LTM Adjusted EBITDA

Jean-Marc Germain Chief Executive Officer

End Market Updates Automotive: North America: Market SAAR expected to fall slightly in 2019 Europe: Market expected to grow slightly YoY in 2019 Demand for luxury cars, light trucks, and SUVs remains strong Penetration to drive increased demand for rolled and extruded aluminium products Aerospace: Sustained OEM build rates OEM backlogs remain near record highs Packaging: Market remains stable ABS conversions expected to help North American market balance over the medium to long term Conversion from steel to aluminium driving growth in Europe Increased focus on sustainability expected to benefit demand for aluminium cans Other Markets Transportation, Industry and Defense North America: Strong transportation, industry and defense markets Europe: Strong defense market; stable industry market Industry (Extrusions) Europe: Strong demand across end markets

Financial Guidance and Outlook Based on our current outlook for 2019, we expect: Adjusted EBITDA growth of 8% to 10% Free Cash Flow in excess of €50 million Targets for 2022: Adjusted EBITDA of over €700 million Net Debt / Adjusted EBITDA of 2.5x Focused on delivering on our strategy and increasing shareholder value

Q&A

Appendix

Net Debt Reconciliation December 31, 2018 September 30, 2018 June 30, 2018 March 31, 2018 December 31, 2017 Borrowings 2,151 2,103 2,184 2,093 2,127 Fair value of cross currency basis swaps, net of margin calls 9 25 20 46 32 Cash and cash equivalents (164) (279) (166) (211) (269) Cash pledged for issuance of guarantees — — — (1) (1) Net Debt 1,996 1,849 2,038 1,927 1,889 LTM Adjusted EBITDA 498 498 495 471 448 Leverage 4.0x 3.7x 4.1x 4.1x 4.2x € millions

Reconciliation of Net Income to Adjusted EBITDA € millions Three months ended December 31, 2018 Three months ended December 31, 2017 Net loss (57) (80) Income tax expense 2 24 Loss before income tax (55) (56) Finance costs – net 32 120 Share of loss of joint-ventures 10 8 Income / (loss) from operations (13) 72 Depreciation and amortization 56 46 Restructuring costs — 1 Unrealized losses / (gains) on derivatives 31 (17) Unrealized exchange losses / (gains) from remeasurement of monetary assets and liabilities – net — 1 Losses on pension plan amendments 3 — Share based compensation costs 3 2 Metal price lag 13 (6) Start-up and development costs 5 3 Manufacturing system and process transformation costs — 1 Losses on disposals 5 1 Other 1 — Adjusted EBITDA 104 104

Reconciliation of Net Income to Adjusted EBITDA € millions Twelve months ended December 31, 2018 Twelve months ended September 30, 2018 Twelve months ended June 30, 2018 Twelve months ended March 31, 2018 Twelve months ended December 31, 2017 Net income / (loss) 190 168 (28) (68) (31) Income tax expense 32 54 70 57 80 Income / (loss) before income tax 222 222 42 (11) 49 Finance costs – net 149 237 236 239 260 Share of loss of joint-ventures 33 30 28 26 29 Income from operations 404 489 306 254 338 Depreciation and amortization 197 187 177 172 171 Restructuring costs 1 2 2 2 4 Unrealized losses / (gains) on derivatives 84 36 4 25 (57) Unrealized exchange losses / (gains) from remeasurement of monetary assets and liabilities – net — 1 (2) (1) 4 (Gain) / loss on pension plan amendments (36) (39) 2 2 (20) Share based compensation costs 12 11 11 9 8 Metal price lag — (19) (26) (13) (22) Start-up and development costs 21 19 16 16 17 Manufacturing system and process transformation costs — 1 1 2 2 (Gains) / losses on disposals (186) (190) 5 2 3 Other 1 — (1) 1 — Adjusted EBITDA 498 498 495 471 448

Borrowings Table € millions December 31, 2018 December 31, 2017 Nominal Value in Currency Nominal Rate Effective Rate Nominal Value in Euros (Arrangement fees) Accrued Interests Carrying Value Carrying Value Secured Pan US ABL (due 2022) — Floating 4.51% — — — — 65 Secured Inventory Based Facility (due 2019) — Floating — — — — — — Senior Unsecured Notes Constellium N.V. (Issued May 2014, due 2024) $400 5.75% 6.26% 349 (4) 3 348 332 Constellium N.V. (Issued May 2014, due 2021) €300 4.63% 5.16% 300 (2) 2 300 298 Constellium N.V. (Issued February 2017, due 2025) $650 6.63% 7.13% 568 (12) 12 568 541 Constellium N.V. (Issued November 2017, due 2026) $500 5.88% 6.26% 437 (7) 10 440 413 Constellium N.V. (Issued November 2017, due 2026) €400 4.25% 4.57% 400 (7) 6 399 395 Unsecured Revolving Credit Facility (due 2021) — Floating — — — — — — Other loans (including Finance leases) — — — 94 — 2 96 83 Total Borrowings 2,148 (32) 35 2,151 2,127 Of which non-current 2,094 2,021 Of which current 57 106