XML 437 R26.htm IDEA: XBRL DOCUMENT
v3.22.0.1

BORROWINGS | 12 Months Ended
--- | ---
Dec. 31, 2021
Borrowings [abstract] |
BORROWINGS | NOTE 19 - BORROWINGS 19.1 Analysis by nature
|  |  | At December 31,
|  | 2021 |  | 2020
(in millions of Euros) |  | Nominal Value in Currency |  | Nominal rate |  |  |  | Nominal Value in Euros |  | (Arrange-ment fees) |  | Accrued interests |  | Carrying value |  | Carrying value
Secured Pan-U.S. ABL (due 2026) (A) |  | $ | — |  |  | Floating |  |  |  | — |  | — |  | — |  | — |  | —
Secured U.S. DDTL (expired in 2021) (A) |  | $ | — |  |  | Floating |  |  |  | — |  | — |  | — |  | — |  | —
Secured PGE French Facility (due 2022) (B) |  | € | 180 |  |  | Floating |  |  |  | 180 |  | — |  | — |  | 180 |  | 180
Secured German Facility (expired in 2021) (C) |  | € | — |  |  | 2.000 | % |  |  |  | — |  | — |  | — |  | — |  | —
Secured Inventory Facility (due 2023) (D) |  | € | — |  |  | Floating |  |  |  | — |  | — |  | — |  | — |  | —
Senior Unsecured Notes (E) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Issued May 2014 and | due 2024 (G) |  | $ | 400 |  |  | 5.750 | % |  |  |  | — |  | — |  | — |  | — |  | 325
Issued February 2017 and | due 2025 (F) |  | $ | 650 |  |  | 6.625 | % |  |  |  | — |  | — |  | — |  | — |  | 534
Issued November 2017 and | due 2026 (H) |  | $ | 300 |  |  | 5.875 | % |  |  |  | 265 |  | (3) |  | 6 |  | 268 |  | 411
Issued November 2017 and | due 2026 |  | € | 400 |  |  | 4.250 | % |  |  |  | 400 |  | (4) |  | 6 |  | 402 |  | 401
Issued June 2020 and | due 2028 |  | $ | 325 |  |  | 5.625 | % |  |  |  | 287 |  | (4) |  | 1 |  | 284 |  | 260
Issued February 2021 and | due 2029 (F) |  | $ | 500 |  |  | 3.750 | % |  |  |  | 441 |  | (7) |  | 4 |  | 438 |  | —
Issued June 2021 and | due 2029 (G) |  | € | 300 |  |  | 3.125 | % |  |  |  | 300 |  | (5) |  | 5 |  | 300 |  | —
Unsecured Revolving Credit Facility (expired in 2021) (I) |  | € | — |  |  | Floating |  |  |  | — |  | — |  | — |  | — |  | —
Unsecured Swiss Facility (due 2025) |  | CHF | 15 |  |  | 1.175 | % |  |  |  | 14 |  | — |  | — |  | 14 |  | 18
Unsecured German Facility (expired in 2021) (C) |  | € | — |  |  | 2.120 | % |  |  |  | — |  | — |  | — |  | — |  | —
Lease liabilities |  |  |  |  |  |  |  | 182 |  | — |  | 1 |  | 183 |  | 195
Other loans (J) |  |  |  |  |  |  |  | 59 |  | — |  | 1 |  | 60 |  | 67
Total Borrowings |  |  |  |  |  |  |  | 2,128 |  | (23) |  | 24 |  | 2,129 |  | 2,391
Of which non-current |  |  |  |  |  |  |  |  |  |  |  |  |  | 1,871 |  | 2,299
Of which current |  |  |  |  |  |  |  |  |  |  |  |  |  | 258 |  | 92
(A)In April 2021, the Pan-U.S. ABL facility maturity date was extended to April 2026 and the Delayed-Draw Term Loan (the “U.S. DDTL”) expired. (B)The initial maturity date of the PGE was May 2021 with an option for Constellium to extend for up to 5 years. In May 2021, the maturity date was extended to May 2022. (C)In July 2021, the two German facilities were not drawn and consequently expired in accordance with their contractual terms. (D)In February 2021, the Secured Inventory Facility maturity date was extended to April 2023. (E)The Senior Unsecured Notes were issued by Constellium SE and are guaranteed by certain subsidiaries. (F)In February 2021, Constellium SE issued $500 million Sustainability-Linked Senior Notes due 2029 and bearing an interest rate of 3.750%. Deferred arrangement fees were €7 million. Constellium has established two sustainability performance targets (greenhouse gas emissions intensity and recycled metal input). If Constellium does not satisfy the first target for the year ended December 31, 2025, the interest rate will be increased by 0.125% starting April 15, 2026. If Constellium does not satisfy the second target for the year ended December 31, 2026, the interest rate will be increased by 0.125% starting April 15, 2027 (in addition to any increase arising from failure to meet the first target). The net proceeds from the issuance were used to tender and redeem the $650 million 6.625% Senior Notes due 2025. (G)In June 2021, Constellium SE issued €300 million Sustainability-Linked Senior Notes due 2029 and bearing an interest rate of 3.125%. Deferred arrangement fees were €6 million. Constellium has established two sustainability performance targets (greenhouse gas emissions intensity and recycled metal input). If Constellium does not satisfy the first target for the year ended December 31, 2025, the interest rate will be increased by 0.125%, starting July 15, 2026. If Constellium does not satisfy the second target for the year ended December 31, 2026, the interest rate will be increased by 0.125%, starting July 15, 2027 (in addition to any increase arising from failure to meet the first target). The net proceeds from the issuance were used to redeem the $400 million 5.750% Senior Notes due 2024. (H)In November 2021, Constellium SE partially redeemed $200 million out of the $500 million outstanding aggregate principal amount of the 5.875% Senior Notes due 2026. (I)The Unsecured Revolving Credit Facility of one of our French entities was provided by Bpifrance Financement, a related party, and expired on December 31, 2021 in accordance with its contractual terms. (J)At December 31, 2021, Other loans included €41 million of financial liabilities relating to the sale and leaseback of assets that were considered to be financing arrangements in substance. 19.2 Securities against borrowings and covenants Assets pledged as security Constellium has pledged assets and financial instruments as collateral against certain of its borrowings. Pan-U.S. ABL Obligations under this facility are, subject to certain permitted liens, secured by substantially all assets of Ravenswood, Muscle Shoals, and Bowling Green. PGE French Facility Obligations under the PGE French Facility are secured by pledges of (i) the shares of Constellium Issoire S.A.S. and Constellium Neuf-Brisach S.A.S. owned by Constellium France Holdco S.A.S., and (ii) certain French bank accounts of Constellium International S.A.S., Constellium Issoire S.A.S. and Constellium Neuf-Brisach S.A.S. French Inventory Facility Obligations under the Secured Inventory Facility of Constellium Issoire S.A.S. and Constellium Neuf-Brisach S.A.S. (the “French Inventory Facility”) are secured by possessory and non-possessory pledges of the eligible inventory of Constellium Issoire S.A.S. and Constellium Neuf-Brisach S.A.S. Lease liabilities Lease liabilities are generally secured as the rights to the leased assets recognized in the financial statements and revert to the lessor in the event of default. Covenants The Group was in compliance with all applicable debt covenants at and for the years ended December 31, 2021 and 2020. Constellium SE Senior Notes The indentures for our outstanding Senior Notes contain customary terms and conditions, including amongst other things, limitations on incurring or guaranteeing additional indebtedness, on paying dividends, on making other restricted payments, on creating restrictions on dividends and other payments to us from certain of our subsidiaries, on incurring certain liens, on selling assets and subsidiary stock, and on merging. Pan-U.S. ABL This facility contains a fixed charge coverage ratio covenant along with customary affirmative and negative covenants. Evaluation of compliance with the maintenance covenants is only required if the excess availability falls below 10% of the aggregate revolving loan commitment. PGE French Facility The PGE French Facility contains a net debt leverage covenant and an interest coverage ratio covenant. The PGE French Facility also contains customary terms and conditions, including, amongst other things, negative covenants and limitations on incurring additional indebtedness, on selling assets, on certain corporate transactions and reorganizations, on making loans and advances and on entering into certain derivative transactions. 19.3 Movements in borrowings
|  |  |  | At December 31,
(in millions of Euros) |  |  |  | 2021 |  | 2020
At January 1, |  |  |  | 2,391 |  | 2,361
Cash flows |  |  |  |  |  |
Proceeds from issuance of Senior Notes (A) |  |  |  | 712 |  | 290
Repayment of Senior Notes (A) |  |  |  | (1,041) |  | (200)
Repayment of U.S. revolving credit facilities |  |  |  | — |  | (129)
Proceeds from other borrowings |  |  |  | — |  | 202
Repayments of other borrowings |  |  |  | (16) |  | (10)
Lease repayments |  |  |  | (32) |  | (35)
Payment of deferred financing costs |  |  |  | (13) |  | (6)
Non-cash changes |  |  |  |  |  |
Movement in accrued interest |  |  |  | (11) |  | (1)
Changes in leases and other loans |  |  |  | 18 |  | 62
Deferred arrangement fees |  |  |  | 16 |  | 5
Effects of changes in foreign exchange rates |  |  |  | 105 |  | (148)
At December 31, |  |  |  | 2,129 |  | 2,391
(A)In February 2021, Constellium SE issued $500 million 3.750% Sustainability-Linked Senior Notes (€412 million converted at the issuance date exchange rate) and used the proceeds to redeem the $650 million 6.625% Senior Notes due 2025 (€536 million converted at the redemption date exchange rate). In June 2021, Constellium SE issued €300 million 3.125% Sustainability-Linked Senior Notes and used the proceeds to redeem the $400 million 5.750% Senior Notes due 2024 (€328 million converted at the redemption date exchange rate). In November 2021, Constellium SE partially redeemed $200 million (€177 million converted at the repayment date exchange rate) of the $500 million outstanding aggregate principal amount of the 5.875% Senior Notes due 2026. In June 2020, Constellium SE issued $325 million of 5.625% Senior Notes due 2028 (€290 million converted at the issuance date exchange rate). A portion of the net proceeds from the issuance was used to redeem the remaining €200 million outstanding aggregate principal amount of the 4.625% Senior Notes due 2021. 19.4 Currency concentration
|  | At December 31,
(in millions of Euros) |  | 2021 |  | 2020
U.S. Dollar |  | 1,055 |  | 1,602
Euro |  | 1,048 |  | 757
Other currencies |  | 26 |  | 32
Total borrowings |  | 2,129 |  | 2,391

X
- References No definition available. + Details
Name: | ifrs-full_BorrowingsAbstract
Namespace Prefix: | ifrs-full_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition The disclosure of borrowings. [Refer: Borrowings] + References Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Name IAS -Number 1 -IssueDate 2021-01-01 -Paragraph 10 -Subparagraph e -URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IAS&num=1&code=ifrs-tx-2021-en-r&anchor=para_10_e&doctype=Standard -URIDate 2021-03-24 + Details
Name: | ifrs-full_DisclosureOfBorrowingsExplanatory
Namespace Prefix: | ifrs-full_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration