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PRE-MKT · 04:35 ET
Market ClerkRecap
Mon Oct 26 · pre-market1 signal on Oct 2494 insider buys this week · $48.3MCIRO short report next: Oct 31The week ahead

CSTM

CONSTELLIUM SE
NYSE · MATERIALS · SECONDARY SMELTING & REFINING OF NONFERROUS METALS
23.22
−0.77 −3.21%
USD · close Oct 23

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MKT CAP $3.2BP/E 7.5DIV YIELD —FCF YIELD 5.41%REV TTM $8.9B +20.1%NET INCOME $435M +504.2%NET DEBT $1.8B52W 14.75 – 36.15SEC XBRL · TTM TO Invalid Date

How CSTM rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025
Text kept
26%
of sentences unchanged
Added
405
new sentences
Dropped
699
sentences removed
Length
−9,287
words, now 36,216

New in FY2025

  • This section discusses items pertaining to and comparisons of financial results between fiscal years 2025 and 2024.
  • A discussion of and comparisons between fiscal years 2024 and 2023 financial results can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7. of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, filed with the SEC on February 28, 2025.
  • Amounts presented in the audited Consolidated Financial Statements are expressed in millions of U.S. dollars, except as otherwise stated.
  • Management review and outlook Constellium delivered strong results in 2025 despite the uncertain macro economic and end market environment.
  • Looking across our end markets, packaging demand remained healthy during 2025 , and we continued to benefit from improved operational performance at Muscle Shoals.
  • Aerospace demand was lower driven by continued destocking of aluminum products in the global Aerospace supply chain, though demand for high value add products remain healthy.
  • Automotive demand remained weak in Europe and relatively stable in North America, and in the fourth quarter we benefited from increased demand due to short-term supply shortages in the U.S.
  • Industrial market conditions in North America and Europe became more stable, and our shipments in Europe improved in the year given the post-flood recovery in Valais (Switzerland).
  • Following the tariff announcements in 2025, market aluminum prices (LME price + Midwest Premium) have risen sharply in North America, and certain spot scrap aluminum spreads have improved from previous historically tight levels.
  • We expect recent demand trends in our end markets to continue into the early part of 2026 and the overall macroeconomic environment to remain relatively stable, and we expect to benefit from recent market dynamics, including supply shortages for automotive rolled products as well as improved scrap spreads in North America.
  • We are proactively managing the business to the current environment.
  • We remain focused on executing on our strategy, driving operational performance, controlling costs, generating Free Cash Flow and increasing shareholder value.
  • For the year ended December 31, 2025 , our operating segments represented the following percentages of total Revenue and Segment Adjusted EBITDA : Year ended December 31, 2025 (as a % of total) Revenue Segment Adjusted EBITDA A&T 23 % 47 % P&ARP 60 % 49 % AS&I 19 % 10 % H&C (1) — % (6) % Total 100 % 100 % (1) Holdings and Corporate primarily reflects incidental revenues and unallocated corporate activities.
  • Key Factors Influencing Constellium’s Financial Condition and Results from Operations Economic, Geopolitical and General Market Conditions We are directly impacted by the economic conditions that affect our customers and the markets in which they operate.
  • General economic and market conditions such as the level of disposable income, the level of inflation, the rate of economic growth, the rate of unemployment, the rapid development of technology, interest rates, exchange rates and currency devaluation or revaluation influence consumer confidence and consumer purchasing power.
  • We attempt to respond to the variability of economic conditions through the terms of our contracts with our customers as well as cost control .
  • During the year ended December 31, 2025 , we continued to monitor geopolitical and economic instability globally.
  • During the fourth quarter , there was continued uncertainty related to tariffs and trade conditions , and their short and long-term impacts on the Company.
  • Global and regional economies continue to be impacted by armed conflicts, sanctions, and volatility.
  • While it is difficult to predict the impact of these events, we continuously monitor them and develop contingency plans and counter measures as necessary to seek to address adverse effects or disruptions to our operations as they arise.
  • Although a number of our end-markets are cyclical in nature, we believe that the diversity of our portfolio and the secular growth trends we are experiencing in many of our end-markets will help the Company weather these economic cycles.
  • In our three principal end-markets of aerospace, packaging and automotive: • Aerospace demand has stabilized following the sharp recovery post-COVID although the supply chain continues to experience destocking of aluminum products.
  • We continue to believe that the long-term trends of increased passenger air traffic and fleet replacements with newer and more fuel efficient aircraft, along with new military and space programs, will help support favorable long-term demand conditions. • Historically, demand for aluminum can packaging has been fairly resilient during various economic cycles.
  • We believe canstock has an attractive long-term growth outlook driven in part by increased consumer preference for aluminum cans as a beverage packaging material of choice. • Automotive vehicle sales t end to fluctuate with the general economic cycle a nd in recent years have also been impacted by global supply chain disruptions, the tariff and trade environment, affordability, customer offerings and consumer preference.
  • Our business model aims to pass through aluminum price exposure by pricing our products to include the cost of the metal purchased and hedging any remaining exposure to the extent possible to achieve aluminum price neutrality.
  • Aluminum prices have risen in 2025, especially in the U.S. following the tariff announcements.
  • The average LME transaction price, Rotterdam premium and Midwest premium per ton of primary aluminum for the years ended December 31, 2025 and 2024 are presented below.
  • Year ended December 31, Percent changes (U.S. dollars per ton) 2025 2024 2025 vs 2024 Average LME transaction price 2,632 2,419 9 % Average Midwest premium 1,298 200 % Average all-in aluminum price U.S. 3,930 2,851 38 % Average LME transaction price 2,632 2,419 9 % Average Rotterdam premium (20) % Average all-in aluminum price Europe 2,884 2,733 6 % Volumes The profitability of our business is determined, in part, by the volume of tons processed and sold.
  • Increased production volumes will generally result in lower per unit costs due to the fixed costs structure of our operations .
  • Demand trends across key sectors — aerospace, packaging and automotive — contribute to our production planning.
  • Seasonal fluctuations and macroeconomic conditions are important factors in volume variability.
  • During our seasonal peaks and the summer months, we have historically increased our temporary workforce to compensate for increased volume of activity and vacation schedules.
  • Where we have multiple-year sales agreements in U.S. dollars by euro-functional currency entities, we have typically entered into derivative contracts to forward sell U.S. dollars to match these future sales.
  • With the exception of certain derivative instruments entered into to hedge the foreign currency risk associated with the cash flows of certain highly probable forecasted sales, which we have designated for hedge accounting, hedge accounting is not applied to such ongoing commercial transactions.
  • T he mark-to-market impact associated with these transactions is therefore recorded in Other Gains and Losses - net.
  • Translation impacts result from the translation at each period of the results of functional currency entities other than U.S. dollars into our reporting currency, the U.S. dollar.
  • Results of Operations for the year ended December 31, 2025 and 2024 For the years ended December 31, (in millions of U.S. dollars and as a % of revenue) 2025 2024 Revenue 8,449 100 % 7,335 100 % Cost of sales (excluding depreciation and amortization) (7,262) 86 % (6,397) 87 % Depreciation and amortization (330) 4 % (304) 4 % Selling and administrative expenses (332) 4 % (313) 4 % Research and development expenses (51) 1 % (49) 1 % Other gains and losses – net 1 % (26) — % Finance costs – net (109) 1 % (111) 2 % Income before tax 5 % 2 % Income tax expense (133) 2 % (75) 1 % Net income 3 % 1 % Shipment volumes (in kt) 1,495 n/a 1,438 n/a Revenue For the year ended December 31, 2025 , Revenue increased 15% to $8,449 million from $7,335 million for the year ended December 31, 2024 .
  • This increase reflected higher shipments and higher revenue per ton, including higher metal prices.
  • For the year ended December 31, 2025 , sales volumes increased 4% to 1,495 kt from 1,438 kt for the year ended December 31, 2024 .
  • This increase reflected a 1% decrease in volumes for A&T, a 6% increase in volumes for P&ARP and stable volumes for AS&I .

and 365 more.

Gone since FY2024

  • Risk Factors." Amounts presented in the Consolidated Financial Statements are expressed in millions of U.S. dollars, except as otherwise stated.
  • Overview Constellium faced significant challenges in 2024 , including demand weakness across most of our end markets, tightening scrap spreads in North America and the impacts from the extreme cold weather and snow at Muscle Shoals in January and the severe flooding event that occurred in late June at our facilities in the Valais region in Switzerland.
  • Shipments were down 4% at 1.4 million metric tons.
  • We reported revenue of $7.3 billion and net income of $60 million .
  • We achieved $623 million of Adjusted EBITDA , which includes a positive non-cash metal price lag impact of $55 million.
  • For the year ended December 31, 2024 , our segments represented the following percentages o f total Revenue and tota l Adjusted EBITDA: Year ended December 31, 2024 (as a % of total) Revenue Segment Adjusted EBITDA A&T 25 % 50 % P&ARP 57 % 43 % AS&I 20 % 13 % Holdings and Corporate — % (6) % Total 100 % 100 % Key Factors Influencing Constellium’s Financial Condition and Results from Operations Economic Conditions and Markets We are directly impacted by the economic conditions that affect our customers and the markets in which they operate.
  • General economic conditions such as the level of disposable income, the level of inflation, the rate of economic growth, the rate of unemployment, interest rates, exchange rates and currency devaluation or revaluation influence consumer confidence and consumer purchasing power.
  • We attempt to respond to the variability of economic conditions through the terms of our contracts with our customers and cost control.
  • In addition, although a number of our end-markets are cyclical in nature, we believe that the diversity of our portfolio and the secular growth trends we are experiencing in many of our end-markets will help the Company weather these economic cycles.
  • In our three principal end-markets of aerospace, packaging and automotive: • Aerospace demand which experienced a sharp recovery post-COVID, is currently softening, notably because of supply chain challenges .
  • We continue to believe that the long-term trends of increased passenger air traffic and fleet replacements with newer and more fuel efficient aircraft, along with new military and space programs, will help support favorable long-term demand conditions. • Historically, aluminum can packaging has not been highly correlated to the general economic cycle.
  • We believe canstock has an attractive long-term growth outlook due to increased consumer preference for aluminum cans as a packaging material of choice. • Automotive vehicle sales tend to fluctuate with the general economic cycle and in recent years have also been impacted by global supply chain disruptions, customer offerings and consumer preference.
  • Geopolitical and economic instability Geopolitical and economic instability, including tariffs, trade wars, armed conflicts and sanctions, c ontinue to generate volatility and disruption in global and regional economies.
  • While it is difficult to predict the impact of these events, we continuously monitor them and will develop contingency plans and counter measures as necessary to address adverse effects or disruptions to our operations as they arise.
  • Our business model aims to pass through aluminum price exposure by pricing our products to include the cost of the metal purchased and hedging any remaining exposure to achieve aluminum price neutrality.
  • The average LME transaction price, Rotterdam premium and Midwest premium per ton of primary aluminum in the years ended December 31, 2024 , 2023 and 2022 are presented below.
  • Year ended December 31, Percent changes (U.S. dollars per ton) 2024 2023 2022 2024 vs 2023 2023 vs 2022 Average LME transaction price 2,419 2,250 2,708 8 % (17) % Average Midwest premium (15) % (22) % Average all-in aluminum price U.S. 2,851 2,760 3,366 3 % (18) % Average LME transaction price 2,419 2,250 2,708 8 % (17) % Average Rotterdam premium (ECDP) 14 % (41) % Average all-in aluminum price Europe 2,733 2,526 3,177 8 % (20) % Volumes The profitability of our business is determined, in part, by the volume of tons processed and sold.
  • Increased production volumes will generally result in lower per unit costs.
  • During our seasonal peaks and the summer months, we have historically increased our temporary workforce to compensate for increased volume of activity and for vacation schedules.
  • Where we have multiple-year sales agreements in U.S. dollars by euro-functional currency entities, we have entered into derivative contracts to forward sell U.S. dollars to match these future sales.
  • With the exception of certain derivative instruments entered into to hedge the foreign currency risk associated with the cash flows of certain highly probable forecasted sales, which we have designated for hedge accounting, hedge accounting is not applied to such ongoing commercial transactions and therefore the mark-to-market impact is recorded in Other Gains and Losses - net.
  • Translation impacts result from the translation at each period of the results of functional currency entities other than U.S. dollar into our reporting currency, the U.S. dollar.
  • Results of Operations For the years ended December 31, (in millions of U.S. dollars and as a % of revenue) 2024 2023 2022 Revenue 7,335 100 % 7,826 100 % 8,532 100 % Cost of sales (excluding depreciation and amortization) (6,397) 87 % (6,771) 87 % (7,569) 89 % Depreciation and amortization (304) 4 % (300) 4 % (290) 3 % Selling and administrative expenses (313) 4 % (317) 4 % (284) 3 % Research and development expenses (49) 1 % (52) 1 % (46) 1 % Other gains and losses - net (26) — % (43) 1 % (90) 1 % Finance costs - net (111) 2 % (111) 1 % (103) 1 % Income before tax 2 % 3 % 2 % Income tax (expense) / benefit (75) 1 % (75) 1 % 2 % Net income 1 % 2 % 4 % Shipment volumes (in kt) 1,438 n/a 1,492 n/a 1,580 n/a Results of Operations for the years ended December 31, 2024 and 2023 Revenue For the year ended December 31, 2024 , revenue decreased 6% to $7,335 million from $7,826 million for the year ended December 31, 2023 .
  • This decrease reflected a decrease in shipments and lower revenue per ton.
  • For the year ended December 31, 2024 , sales volumes decreased 4% to 1,438 kt from 1,492 kt for the year ended December 31, 2023 .
  • This decrease reflected a 4% decrease in volumes for A&T, stable volumes for P&ARP and a 17% decrease in volumes for AS&I .
  • The following table presents the primary drivers for changes in Revenue : (in millions of U.S. dollar) Total Revenue for the year ended December 31, 2023 7,826 Volume (382) Price and product mix (152) Metal price Foreign exchange and other (89) Revenue for the year ended December 31, 2024 7,335 Our revenue is discussed in more detail in the "Segment Results" section.
  • Cost of Sales For the year ended December 31, 2024 , cost of sales decreased 6% to $6,397 million from $6,771 million for the year ended December 31, 2023 .
  • This decrease in cost of sales was primarily driven by a 7% decrease in raw materials and consumables used due to lower volumes, partially offset by higher metal prices.
  • Selling and Administrative Expenses For the year ended December 31, 2024 , selling and administrative expenses decreased 1% to $313 million from $317 million for the year ended December 31, 2023 .
  • The decrease reflected primarily a decrease in in labor costs, offset by an increase in corporate transformation projects .
  • Research and Development Expenses For the year ended December 31, 2024 , research and development expenses decreased 6% to $49 million from $52 million for the year ended December 31, 2023 .
  • This decrease reflected primarily a decrease in non-labor costs.
  • Other Gains and Losses - net Year ended December 31, (in millions of U.S. dollar) 2024 2023 Operating income and expenses Realized gains / (losses) on derivatives (50) Unrealized losses on derivatives at fair value through profit and loss - net (1) (3) Unrealized exchange gains / (losses) from the remeasurement of monetary assets and liabilities – net (2) Impairment of assets (24) (22) Restructuring costs (11) — (Losses) / gains on disposal (4) Result from the flood in Valais — Non-operating income and expenses Expenses on factoring arrangements (22) (24) Pension and other post-employment benefits Other Total other gains and losses - net (26) (43) The following table provides an analysis of the realized and unrealized gains and losses by nature of exposure: For years ended December 31, (in millions of U.S. dollar) 2024 2023 Realized (losses) / gains on foreign currency derivatives - net (10) Realized gains / (losses) on commodities derivatives - net (68) Realized gains / (losses) on derivatives (50) Unrealized (losses) / gains on foreign currency derivatives - net (20) (14) Unrealized gains on commodities derivatives - net Unrealized losses on derivatives at fair value through profit and loss - net (1) (3) Realized gains or losses relate to financial derivatives used by the Group to hedge underlying commercial and commodity transactions.
  • Realized gains and losses on these derivatives are recognized in Other Gains and Losse s - ne t and are offset by the commercial and commodity transactions accounted for in revenue and cost of sales.
  • Unrealized gains or losses relate to financial derivatives used by the Group to hedge forecasted commercial and commodity transactions for which hedge accounting is not applied.
  • Unrealized gains or losses on these derivatives are recognized in Other Gains and Losse s - net and are intended to offset the change in the value of forecasted transactions which are not yet accounted for.
  • Changes in realized gains or losses on derivatives for the year ended December 31, 2024 as compared to the year ended December 31, 2023 primarily reflected the fluctuation in metal prices.
  • Changes in unrealized gains and losses on derivatives for the year ended December 31, 2024 as compared to the year ended December 31, 2023 reflected the fluctuation in foreign exchange rates and metal prices.
  • For the years ended December 31, 2024 and 2023 , impairment is primarily related to assets in Valais.

and 659 more.

Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2024 ↗, FY2025 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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