Constellium SE has recently announced that, while it remains a foreign private issuer under applicable rules, it intends to voluntarily file its SEC reports on U.S. domestic issuer forms. As a result, beginning in 2025, Constellium will voluntarily file annual reports on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K. In addition, Constellium expects to voluntarily file the proxy statement for its 2025 annual general meeting with the SEC and provide certain disclosures in accordance with the requirements of Schedule 14A under the Exchange Act (utilizing Form 8-K). The Company also announced that it will provide its financial statements in U.S. dollars and in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”), starting with its fourth quarter and full year 2024 results reported today. After further evaluation since the announcement on January 15, 2025, the Company has determined that it will capture factoring fees in other gains and losses – net, rather than in selling and administrative expenses as originally expected. The other adjustments from IFRS to U.S. GAAP remain generally consistent with our prior press release.
As a reminder of the press release issued on February 21, 2024 and following the SEC comment letter review process, Constellium has revised its definition of consolidated Adjusted EBITDA, a non-GAAP financial measure, to no longer exclude the non-cash impact of metal price lag from its consolidated Adjusted EBITDA. Constellium will continue to exclude the non-cash impact of metal price lag from its Segment Adjusted EBITDA, which it uses for evaluating the performance of its operating segments. Following the revision of its definition, consolidated Adjusted EBITDA, less the non-cash impact of metal price lag, is equal to consolidated Adjusted EBITDA prior to the revision of its definition. Constellium will continue to provide its investors and other stakeholders with the necessary information to explain the non-cash impact of metal price lag on its reported results.
Fourth quarter 2024 highlights:
- Shipments of 328 thousand metric tons, down 2% compared to Q4 2023
- Revenue of $1,721 million, down 1% compared to Q4 2023
- Net loss of $47 million compared to net income of $5 million in Q4 2023
- Adjusted EBITDA of $125 million
- Includes negative $15 million impact at Valais as a result of the flood
- Includes positive non-cash metal price lag impact of $27 million
- Segment Adjusted EBITDA of $56 million at A&T, $56 million at P&ARP, $4 million at AS&I, and $(18) million at H&C
- A&T and AS&I results include impact at Valais as a result of the flood
- Cash from Operations of $61 million and Free Cash Flow of $(85) million
- Includes negative $39 million impact at Valais as a result of the flood
- Excludes $21 million of cash received for collection of deferred purchase price receivables, as a result of IFRS to U.S. GAAP conversion
- Repurchased ~1.6 million shares of the Company stock for $18.5 million
Full year 2024 highlights:
- Shipments of 1.4 million metric tons, down 4% compared to 2023
- Revenue of $7.3 billion, down 6% compared to 2023
- Net income of $60 million compared to net income of $157 million in 2023
- Adjusted EBITDA of $623 million
- Includes negative $33 million impact at Valais as a result of the flood
- Includes positive non-cash metal price lag impact of $55 million
- Segment Adjusted EBITDA of $285 million at A&T, $242 million at P&ARP, $74 million at AS&I, and $(33) million at H&C
- A&T and AS&I results include impact at Valais as a result of the flood
- Cash from Operations of $301 million and Free Cash Flow of $(100) million
- Includes negative $45 million impact at Valais as a result of the flood
- Excludes $85 million of cash received for collection of deferred purchase price receivables, as a result of IFRS to U.S. GAAP conversion
- Repurchased ~4.6 million shares of the Company stock for $79 million
- Adjusted Return on Invested Capital (Adjusted ROIC) of 5.5%
- Leverage of 3.1x at December 31, 2024
- Excluding the impact at Valais as a result of the flood, leverage of 2.9x at December 31, 2024
“2024 was a very challenging year for Constellium on many fronts, from the extreme cold weather and snow impacting operations at Muscle Shoals in January, to the severe flooding event at our facilities in the Valais region in Switzerland during the summer, to market-driven headwinds unfolding throughout the year including demand weakness across most of our end markets and tightening scrap spreads in North America. I want to thank each of our 12,000 employees for their commitment, resilience and relentless focus on serving our customers during these difficult times. On the positive front, I am pleased that we started up our new recycling and casting center in Neuf-Brisach in September, slightly ahead of schedule and below budget, and we returned $79 million to shareholders through the repurchase of 4.6 million shares of Company stock during the year. I am also excited about our recent announcement to shift our reporting to U.S. dollars under U.S. GAAP, and to begin filing our SEC reports on U.S. domestic issuer forms.”
Jean-Marc Germain, Constellium’s Chief Executive Officer