Constellium launches Notes offering

Constellium N.V.has announced that the company intends to offer, subject to market and other conditions, approximately $400 million of senior secured notes due 2021 consisting of U.S. dollar denominated senior secured notes. The Notes will be guaranteed on a senior secured basis by certain of the company’s subsidiaries and secured by certain assets of the company and certain of the company’s subsidiaries.

The company intends to use the proceeds from the Offering for general corporate purposes, which may include investments in Wise Metals Intermediate Holdings LLC and its subsidiaries (“Wise Metals”) and the company’s joint venture with UACJ Corporation, capital expenditures, repayment of debt, working capital investments, research and development efforts, or future acquisitions. Upon consummation of the offering or shortly thereafter, the company expects to invest €100 million of the net proceeds of the Notes in Wise Metals. There can be no assurance that the company will successfully complete the Offering on the terms described herein or at all.

The Notes will be offered and sold to qualified institutional buyers in the United States pursuant to Rule 144A and outside the United States pursuant to Regulation S under the Securities Act of 1933.

The Notes have not been registered under the Securities Act of 1933 or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act of 1933 and applicable state laws.

In relation to each member state of the European Economic Area which has implemented the 2003/71/EC directive as amended, an offer of securities to the public has not been made and will not be made in that Relevant Member State, except that an offer in that Relevant Member State of securities may be made at any time to any legal entity which is a qualified investor as defined in the Prospectus Directive, if the qualified investor prospectus exemption has been implemented in that Relevant Member State and provided that no such offer shall result in a requirement for the publication of a prospectus in that Member State.

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