6-K

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 May 2015

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  x            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   x

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   x

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 May 14, 2015, announcing its financial results for the first quarter ended March 31, 2015.

Attached hereto as Exhibit 99.2 is a copy of a presentation of the Company, dated May 14, 2015, summarizing its financial results for the first quarter ended March 31, 2015.

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EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release issued by Constellium N.V. on May 14, 2015.
99.2	Presentation posted by Constellium N.V. on May 14, 2015.

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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.

	CONSTELLIUM N.V.
	(Registrant)
May 14, 2015	By:	/s/ Didier Fontaine
	Name:	Didier Fontaine
	Title:	Chief Financial Officer

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EX-99.1

Exhibit 99.1

Constellium Reports Solid First Quarter 2015 Financial Results Including Wise Metals

Amsterdam, May 14, 2015 – Constellium N.V. (NYSE and Euronext: CSTM) today reported results for the first quarter ended March 31, 2015. Highlights below are in comparison to the first quarter of 2014.

• Shipments of 381 thousand metric tons, up 41%

• Revenue of €1.4 billion, up 58%

• Adjusted EBITDA of €95 million, up 34%

• P&ARP revenue more than doubles due to the acquisition of Wise Metals

• Automotive rolled shipments up 19%; Automotive extruded shipments up 12%

• Positive foreign exchange impact on Adjusted EBITDA partially offset by negative effect of premiums

• Diluted EPS of (€0.30); EPS excluding unrealized losses on derivatives of (€0.02)

Constellium reported solid first quarter 2015 results, including Wise Metals, our newly acquired Muscle Shoals, Alabama packaging facility, which is reported in our P&ARP segment.

Revenues for the first quarter of 2015 were €1.4 billion, an increase of 58% or €510 million from the first quarter 2014, of which €359 million was contributed by Muscle Shoals. Adjusted EBITDA was €95 million, which represented an increase of 34% from the first quarter 2014 Adjusted EBITDA of €71 million.

First quarter 2015 shipments were 381k metric tons, an increase of 41% from Q1 2014, of which 120k metric tons were contributed by Muscle Shoals. Adjusted EBITDA per metric ton for the first quarter 2015 was €250, representing a slight decrease from €263 reported in Q1 2014.

Commenting on the first quarter 2015 results, Pierre Vareille, Constellium’s Chief Executive

Officer said: “First quarter results reflect the inclusion of our newly acquired Muscle Shoals, Alabama facility into our P&ARP business and continued growth in our automotive rolled and extruded product businesses. We are experiencing strong demand across all of our targeted business segments and we continue to focus on improving our A&T operations. In addition, strong global demand for our broad range of innovative automotive products validates our ambitious expansion plans in this industry.”

y Quarter Highlights and Recent Developments

On January 5, 2015, Constellium completed the Wise Metals acquisition. With this acquisition, Constellium now has access to 450k metric tons of hot mill capacity from the widest strip mill in North America, a strategic position from which to continue growing its North American presence.

In January 2015, Constellium announced that it is one of the largest suppliers for high-strength aluminium structural parts to Ford Motor Co. for the new Ford F-150 pickup truck, the largest automobile platform in the U.S.

In February 2015, Constellium announced that it is investing €23 million in its manufacturing site located in Decin, Czech Republic to increase capacity in the production of hard alloy bars and profiles.

In April 2015, Constellium unveiled its newly expanded plant in Van Buren, Michigan as part of its strategic position to take full advantage of the growing automotive demand for aluminium structures in North America. The 210,000 square foot expansion project has doubled its plant manufacturing capacity for a total investment of $40 million.

In April 2015, Constellium announced its decision to build a second Body-in-White finishing line in the U.S. to further support the growing demand for aluminium from the U.S. automotive industry. The investment is expected to reach $160 million over the next three years and is part of the previously announced $750 million strategic plan to increase Body-in-White production capacity by 200k metric tons by 2022.

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y Group Summary

	Q1 2015		Q1 2014		Var.
Shipments (k metric tons)		381		269		41	%
Revenues (€ millions)		1,393		883		58	%
Adjusted EBITDA (€ millions)		95		71		34	%
Adjusted EBITDA per metric ton (€)		250		263		(5	%)

Adjusted EBITDA per metric ton and percentage changes are calculated on unrounded underlying figures.

The difference between the sum of reported segment Adjusted EBITDA and the Group Adjusted EBITDA is related to Holdings and Corporate (see page 12).

y Results by Segment

y Packaging & Automotive Rolled Products (P&ARP)

	Q1 2015		Q1 2014		Var.
Shipments (k metric tons)		266		156		71	%
Revenues (€ millions)		774		361		115	%
Adjusted EBITDA (€ millions)		53		27		98	%
Adjusted EBITDA per metric ton (€)		198		171		16	%

Adjusted EBITDA per metric ton and percentage changes are calculated on unrounded underlying figures.

The integration of Wise Metals is progressing according to plan and consolidation of the Muscle Shoals facility resulted in a positive impact to the P&ARP segment with a 71% growth in shipments to 266k metric tons, and a 98% increase in Adjusted EBITDA to €53 million. Adjusted EBITDA per metric ton of €198 for P&ARP grew by 16% over the same period in the prior year. The increase in shipments and revenue reflects both the newly acquired Muscle Shoals facility and strong growth in automotive rolled products. The segment Adjusted EBITDA was also impacted by a positive €4 million foreign exchange effect and an unfavorable metal premium effect of €1 million in this quarter.

The P&ARP investments in Body-in-White finishing projects are proceeding according to plan in both Europe and in the U.S. In our Neuf-Brisach facility, the 100 kt expansion is expected to begin production in the second half of 2016 and in Bowling Green, Kentucky, the 100 kt expansion for our joint venture with UACJ is expected to begin production in the first half of 2016.

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y Aerospace & Transportation (A&T)

	Q1 2015		Q1 2014		Var.
Shipments (k metric tons)		59		61		(3	%)
Revenues (€ millions)		351		300		17	%
Adjusted EBITDA (€ millions)		27		24		13	%
Adjusted EBITDA per metric ton (€)		460		395		16	%

Adjusted EBITDA per metric ton and percentage changes are calculated on unrounded underlying figures.

First quarter 2015 results in the A&T segment improved to €27 million of Adjusted EBITDA, a 13% increase when compared to the first quarter of 2014. Shipments were 59k metric tons and represent a decrease of 3% from the same period last year, primarily driven by a slight decrease in transportation, industry, and other rolled products. First quarter 2015 A&T results significantly benefited from favorable foreign exchange of €12 million, partially offset by mix effects and an unfavorable metal premium impact of €2 million.

The recovery plans for this segment continue to progress as we are moving to restore and enhance our aerospace capacity in our Issoire, France and Ravenswood, West Virginia plants.

y Automotive Structures & Industry (AS&I)

	Q1 2015		Q1 2014		Var.
Shipments (k metric tons)		56		53		5	%
Revenues (€ millions)		271		228		19	%
Adjusted EBITDA (€ millions)		18		20		(8	%)
Adjusted EBITDA per metric ton (€)		320		366		(13	%)

Adjusted EBITDA per metric ton and percentage changes are calculated on unrounded underlying figures.

The AS&I segment achieved Adjusted EBITDA of €18 million in the first quarter of 2015, representing a decrease of 8% from the first quarter 2014 Adjusted EBITDA of €20 million. Shipments of 56k metric tons increased 5% from the same period in the prior year, while revenues increased by 19% to €271 million. Overall, the performance in Adjusted EBITDA and Adjusted EBITDA per metric ton in the first quarter of 2015 reflects the unfavorable effects of the Swiss franc revaluation for €1 million and increasing billet premiums for €2 million, which were partially compensated by better operational performance and a strong contribution from our automotive business.

The previously announced plant expansions in the AS&I group are making solid progress. In particular, our manufacturing facility in Van Buren, Michigan recently doubled its capacity and is ramping its output in order to meet the strong demand for automotive extruded products in North America.

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y Net income

Net income in the first quarter 2015 was a negative €31 million compared with a positive €30 million in the first quarter of 2014. The decrease was primarily attributable to unrealized losses on derivatives of €46 million in the first quarter of 2015 compared to €1 million of losses in the first quarter of 2014, and an increase in finance costs. The gains or losses arising from derivative instruments relating to trading transactions are recorded in segment Adjusted EBITDA only when realized.

y Earnings per share

For the quarter ended March 31, 2015, the fully diluted earnings per share were a negative €0.30 versus a positive €0.28 per share for the same period in 2014. Fully diluted earnings per share are based on a weighted average number of ordinary shares of 105.3 million and 105.2 million for the years ended March 31, 2015 and 2014, respectively. Excluding the impact of unrealized gains and losses on derivative instruments, our earnings per share would have been a negative €0.02 and a positive €0.29 for the quarter ending March 31, 2015 and 2014, respectively.

y Cash flow and liquidity

Adjusted free cash flow was a negative €72 million for the first quarter of 2015 versus a negative €48 million for the first quarter of 2014. This reflects an increase of capital expenditures from €33 million to €84 million for the first quarter of 2015 as a result of our growth initiatives. In addition, cash flows from operating activities, excluding margin calls, increased from a negative €15 million in the first quarter of 2014 to a positive €12 million in same period of 2015.

Following the acquisition of Wise Metals, the net debt at March 31, 2015 was €1.8 billion compared to €224 million at December 31, 2014 and our cash position was €352 million.

Our liquidity position remains strong. As of March 31, 2015, liquidity was nearly €700 million, comprised of €204 million available under our factoring facilities, €133 million available under our asset based lending facilities, €10 million available under our revolving credit facilities, and €352 million of cash and cash equivalents.

y 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

5

limited to, the ability of Constellium and Wise to achieve expected synergies and the timing thereof; the risk that the businesses will not be integrated successfully or such integration may be more difficult, time-consuming or costly than expected; Constellium’s increased levels of indebtedness as a result of the transaction, which could limit Constellium’s operating flexibility and opportunities; the potential failure to retain key employees as a result of the transaction or during the integration of the business, the loss of customers, suppliers and other business relationships as a result of the transaction; disruptions to business operations resulting from the transaction; slower or lower than expected growth in the North American market for Body-in-White aluminium rolled products 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 publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as required by law.

y About Constellium

Constellium (NYSE and Euronext: 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 €3.7 billion of revenue in 2014. Constellium’s earnings materials for the quarter ended March 31, 2015 are also available on the company’s website (www.constellium.com).

6

UNAUDITED CONSOLIDATED INCOME STATEMENT

(in millions of Euros)	Three months ended March 31, 2015			Three months ended March 31, 2014
Revenue		1,393			883
Cost of sales		(1,252	)		(766	)
Gross profit		141			117
Selling and administrative expenses		(65	)		(52	)
Research and development expenses		(11	)		(9	)
Restructuring costs		—			(3	)
Other (losses) / gains - net		(69	)		3
(Loss) / income from operations		(4	)		56
Other expenses		—			(1	)
Finance income		55			—
Finance costs		(98	)		(9	)
Finance costs - net		(43	)		(9	)
Share of (loss) of joint-ventures		(1	)		—
(Loss) / income before income tax		(48	)		46
Income tax benefit / (expense)		17			(16	)
Net (loss) / income from continuing operations		(31	)		30
Discontinued operations
Net income from discontinued operations		—			—
Net (loss) / income for the period		(31	)		30
Net (loss) / income attributable to:
Owners of the Company		(32	)		29
Non-controlling interests		1			1
Net (loss) / income		(31	)		30

EARNINGS PER SHARE ATTRIBUTABLE TO THE EQUITY HOLDERS OF THE COMPANY

(in millions of Euros)	Three months ended March 31, 2015			Three months ended March 31, 2014
From continuing and discontinued operations
Basic		(0.30	)		0.28
Diluted		(0.30	)		0.28
From continuing operations
Basic		(0.30	)		0.28
Diluted		(0.30	)		0.28
From discontinued operations
Basic		—			—
Diluted		—			—

7

UNAUDITED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME / (LOSS)

(in millions of Euros)	Three months ended March 31, 2015			Three months ended March 31, 2014
Net (loss) / income		(31	)		30
Other comprehensive (loss) / income
Items that will not be reclassified subsequently to income or loss
Remeasurement on post-employment benefit obligations		(59	)		(26	)
Deferred tax on remeasurement on post-employment benefit obligations		11			4
Cash flow hedges		(9	)		—
Deferred tax on cash flow hedges		3			—
Items that may be reclassified subsequently to income or loss
Currency translation differences		33			—
Other comprehensive (loss)		(21	)		(22	)
Total comprehensive (loss) / income		(52	)		8
Attributable to:
Owners of the Company		(53	)		7
Non-controlling interests		1			1
Total comprehensive (loss) / income		(52	)		8

8

UNAUDITED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

(in millions of Euros)	At March 31, 2015			At December 31, 2014
Assets
Non-current assets
Goodwill		376			11
Intangible assets		158			17
Property, plant and equipment		1,441			632
Investment in joint ventures		33			21
Deferred income tax assets		260			190
Trade receivables and other		54			48
Other financial assets		50			33
		2,372			952
Current assets
Inventories		707			432
Trade receivables and other		795			568
Other financial assets		86			57
Cash and cash equivalents		352			989
		1,940			2,046
Assets classified as held for sale		16			14
Total assets		4,328			3,012
Equity
Share capital		2			2
Share premium		162			162
Retained deficit and other reserves		(259	)		(207	)
Equity attributable to owners of the Company		(95	)		(43	)
Non-controlling interests		7			6
		(88	)		(37	)
Liabilities
Non-current liabilities
Borrowings		2,071			1,205
Trade payables and other		42			31
Pension and other post-employment benefit obligations		754			654
Other financial liabilities		37			40
Provisions		121			61
		3,025			1,991
Current liabilities
Borrowings		206			47
Trade payables and other		1,039			872
Income taxes payable		9			11
Other financial liabilities		78			71
Provisions		50			49
		1,382			1,050
Liabilities classified as held for sale		9			8
Total liabilities		4,416			3,049
Total equity and liabilities		4,328			3,012

9

UNAUDITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

(in millions of Euros)	Share Capital		Share Premium		Remeasurement			Cash flow hedges			Foreign Currency Translation reserve			Other reserves		Retained losses			Total Owners of the Company			Non- controlling interests			Total equity
As at January 1, 2014		2		162		(23	)		—			(14	)		1		(96	)		32			4			36
Net income		—		—		—			—			—			—		51			51			3			54
Other comprehensive loss		—		—		(123	)		6			(14	)		—		—			(131	)		1			(130	)
Total comprehensive loss		—		—		(123	)		6			(14	)		—		51			(80	)		4			(76	)
Transactions with the owners
Share equity plan		—		—		—			—			—			4		—			4			—			4
MEP shares changes		—		—		—			—			—			1		—			1			—			1
Transactions with non-controlling interests		—		—		—			—			—			—		—			—			(2	)		(2	)
As at December 31, 2014		2		162		(146	)		6			(28	)		6		(45	)		(43	)		6			(37	)
(in millions of Euros)	Share Capital		Share Premium		Remeasurement			Cash flow hedges			Foreign Currency Translation reserve			Other reserves		Retained losses			Total Owners of the Company			Non- controlling interests			Total equity
As at January 1, 2015		2		162		(146	)		6			(28	)		6		(45	)		(43	)		6			(37	)
Net income		—		—		—			—			—			—		(32	)		(32	)		1			(31	)
Other comprehensive loss		—		—		(48	)		(6	)		33			—		—			(21	)		—			(21	)
Total comprehensive loss		—		—		(48	)		(6	)		33			—		(32	)		(53	)		1			(52	)
Transactions with the owners
Share equity plan		—		—		—			—			—			1		—			1			—			1
As at March 31, 2015		2		162		(194	)		—			5			7		(77	)		(95	)		7			(88	)

10

UNAUDITED CONSOLIDATED STATEMENT OF CASH FLOWS

(in millions of Euros)	Three months ended March 31, 2015			Three months ended March 31, 2014
Cash flows from operating activities
Net (loss) / income from continuing operations		(31	)		30
Adjustments for:
Income tax expense		(17	)		16
Finance costs - net		43			9
Depreciation and Impairment		32			9
Restructuring costs and other provisions		(2	)		2
Defined benefit pension costs		13			1
Unrealized losses / (gains) on derivatives net and from remeasurement of monetary assets and liabilities		46			3
Share of (profit) / loss of joint ventures		1			—
Other		1			2
Changes in working capital:
Inventories		(8	)		(16	)
Trade receivables		(48	)		(93	)
Margin calls		—			11
Trade payables		(2	)		37
Other working capital		11			4
Changes in other operating assets and liabilities:
Provisions		(3	)		(3	)
Income tax paid		(9	)		(4	)
Pension liabilities and other post-employment benefit obligations		(15	)		(12	)
Net cash flows from / (used in) operating activities		12			(4	)
Cash flows used in investing activities
Purchases of net assets on acquisition – net cash and cash equivalents		(348	)		—
Purchases of property, plant and equipment		(84	)		(33	)
Investment in joint ventures		(9	)		—
Proceeds from finance lease		1			1
Other investing activities		(1	)		—
Net cash flows used in investing activities		(441	)		(32	)
Cash flows used in financing activities
Interests paid		(4	)		(7	)
Repayment of loans		(199	)		(2	)
Payment of deferred financing costs		(1	)		—
Other financing activities		(10	)		(8	)
Net cash flows used in financing activities		(214	)		(17	)
Net decrease in cash and cash equivalents		(643	)		(53	)
Cash and cash equivalents - beginning of period		991			236
Effect of exchange rate changes on cash and cash equivalents		6			(1	)
Cash and cash equivalents - end of period		354			182
Less: Cash and cash equivalents classified as held for sale		(2	)		(3	)
Cash and cash equivalents as reported in the Statement of financial position		352			179

11

SEGMENT ADJUSTED EBITDA

(in millions of Euros)	Three months ended March 31, 2015			Three months ended March 31, 2014
P&ARP		53			27
A&T		27			24
AS&I		18			20
Holdings and Corporate		(3	)		—
Total		95			71

NON-GAAP MEASURES RECONCILIATIONS

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

(in millions of Euros)	Three months ended March 31, 2015			Three months ended March 31, 2014
Net (loss) / income		(31	)		30
Income tax (benefit) / expense		(17	)		16
(Loss) / income before income tax		(48	)		46
Finance costs – net		43			9
Other expenses		—			1
Share of loss of joint-ventures		1			—
(Loss) / income from operations		(4	)		56
Depreciation and impairment		32			9
Unrealized (gains) / losses from remeasurement of monetary assets and liabilities		(1	)		2
Unrealized losses on derivatives		46			1
Wise acquisition and integration costs		10			—
Restructuring costs		—			3
Start-up and development costs		4			3
Metal price lag		(7	)		2
Gain on Ravenswood OPEB plan amendment		—			(8	)
Effect of purchase accounting adjustments		12			—
Other		3			3
Adjusted EBITDA		95			71

12

Reconciliation of Diluted EPS from continued and discontinued operations, excluding unrealized losses on derivatives

(in millions of Euros, except EPS in euros)	Three months ended March 31, 2015			Three months ended March 31, 2014
Net Income attributable to owners of the company		(32	)		29
Unrealized losses on derivatives		46			1
Tax impact		(16	)		—
Net income excluding unrealized losses on derivatives		(2	)		30
Weighted average number of shares, fully diluted		105,266,930			105,230,138
EPS fully diluted and discontinued		(0.30	)		0.28
EPS fully diluted continued and discontinued, excluding unrealized losses on derivatives		(0.02	)		0.29

Reconciliation of cash flow from / (used in) operating activities to Adjusted free cash flow (a non-GAAP measure)

	Three months ended March 31, 2015			Three months ended March 31, 2014
Cash flow from / (used in) operating activities		12			(4	)
Margin calls included in cash flow from operating activities		—			(11	)
Cash flow from / (used in) operating activities excluding margin calls		12			(15	)
Capital expenditures		(84	)		(33	)
Adjusted free cash flow		(72	)		(48	)

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

(in millions of Euros)	March 31, 2015			December 31, 2014
Borrowings		2,277			1,252
Fair value of cross currency interest swap		(97	)		(29	)
Cash and cash equivalents		(352	)		(989	)
Cash pledged for issuance of guarantees		(12	)		(10	)
Net debt		1,816			224

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Non-GAAP measures

In addition to the results reported in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (all standards applied by the Group have been endorsed by the European Union), this press release includes information regarding certain financial measures which are not prepared in accordance with IFRS (“non-GAAP measures”). The non-GAAP financial measures used in this press release are: Adjusted EBITDA, Adjusted EBITDA per metric ton, Diluted Earnings Per Share (EPS) from continued and discontinued operations, excluding unrealized losses and gains on derivative instruments, Adjusted 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 performance. By providing these measures, together with the reconciliations, we believe we are enhancing investors’ understanding of our business and our results of operations, as well as assisting investors in evaluating how well 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 profit from operations before depreciation, amortization and impairment, as adjusted to exclude losses on disposal of property, plant and equipment, acquisition and separation costs, restructuring costs, pension amendments and unrealized gains or losses on derivatives and foreign exchange differences on the remeasurement of monetary assets and liabilities, exceptional consulting costs, effects of purchase accounting adjustment, standalone costs and management fees paid by the company to an affiliate of Apollo Global Management, LLC, exceptional employee bonuses in relation to cost saving implementation and targets, start-up and development costs, acquisition and integration costs incurred in connection with business combinations, share-based compensation expense and the effect of favorable or unfavorable metal price lag (the financial impact of the timing difference between when aluminium prices included within our revenues are established and when aluminium purchase prices included in our cost of sales are established).

14

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 the 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.

Diluted earnings per share (EPS) from continued and discontinued operations excluding unrealized losses and gains on derivative instruments, excludes unrealized losses and gains on derivatives and the relevant tax impact from net income and is divided by the weighted average number of shares outstanding.

Adjusted free cash flow is net cash flow from operating activities, after capital expenditure and excluding margin calls. Net debt is defined as borrowings plus or minus the fair value of cross currency interest swaps less cash and cash equivalents and cash pledged for the issuance of guarantees.

Management believes that Adjusted 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. 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. Management believes that EPS from continued and discontinued operations excluding unrealized losses and gains on derivatives is useful to investors because it provides additional information that facilitates understanding the impact of unrealized gains and losses on derivatives on our results.

Diluted EPS, Net debt and Adjusted free cash flow are not presentations made in accordance with IFRS, and should not be considered as an alternative to EPS, borrowings or operating cash flows determined in accordance with IFRS.

15

EX-99.2

First Quarter 2015

Earnings Conference Call

May 14, 2015

Exhibit

99.2

First Quarter 2015 –

Earnings Call

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,

the

ability

of

Constellium

and

Wise

to

achieve

expected

synergies

and

the

timing

thereof;

the

risk

that

the

businesses

will

not

be

integrated

successfully

or

such

integration

may

be

more

difficult,

time-

consuming

or

costly

than

expected;

Constellium’s

increased

levels

of

indebtedness

as

a

result

of

the

transaction,

which

could

limit

Constellium’s

operating

flexibility

and

opportunities;

the

potential

failure

to

retain

key

employees

as

a

result

of

the

transaction

or

during

the

integration

of

the

business,

the

loss

of

customers,

suppliers

and

other

business

relationships

as

a

result

of

the

transaction;

disruptions

to

business

operations

resulting

from

the

transaction;

slower

or

lower

than

expected

growth

in

the

North

American

market

for

Body-in-White

aluminum

rolled

products

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

publicly

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

2

First Quarter 2015 –

Earnings Call

Non-GAAP measures

This

presentation

includes

information

regarding

certain

non-GAAP

financial

measures,

including 

Adjusted

EBITDA,

Adjusted

EBITDA

per

metric

ton,

Adjusted

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,

Adjusted

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.

3

Pierre Vareille

Chief Executive Officer

First Quarter 2015 –

Earnings Call

Shipments of 381 thousand metric tons, up 41%

Revenue of €1.4 billion, up 58%

Adjusted EBITDA of €95 million, up 34%

P&ARP revenue more than doubles due to Muscle Shoals consolidation

Automotive rolled product shipments up 19%; automotive extruded product

shipments up 12%

Automotive expansion projects on track

Foreign exchange positively impacted Q1 2015 Adjusted EBITDA partially

offset by negative effect of slightly higher metal premiums quarter over quarter

Q1

2015

Highlights,

including

Wise

Metals

(%

change

vs

Q1

2014)

5

First Quarter 2015 –

Earnings Call

Packaging and Automotive Rolled Products Segment 

Significant growth in all key metrics as a result of Muscle Shoals acquisition

Strong volume in U.S., slightly lower volume in Europe due to soft market

conditions in closures and foilstock

Body-in-White projects in Neuf-Brisach and Bowling Green

on schedule for 2016

Strong customer demand drove decision to add second finishing line in the U.S.

Positive foreign exchange impact on Adjusted EBITDA of €4 million, partially offset by €1 million

of unfavorable metal premiums 

Segment Outlook/Mix

Constellium Recent Developments

Shipments of 266 kt in Q1 2015, up 71% from 156 kt in Q1 2014  

Automotive rolled products shipments of 21 kt, up 19% from Q1 2014

6

First Quarter 2015 –

Earnings Call

Aerospace and Transportation Segment

Solid

demand

in

aerospace

market

with

majority

of

business

under

long

term

contracts

Softer transportation and industry markets

Q1 2015 shipments of 59 kt, down 3% from 61 kt in Q1 2014

Improved operational performance (particularly on-time deliveries)

Recovery plan proceeding as anticipated, new pusher furnace capacity

in Ravenswood on schedule for 2016   

Q1 2015 Adjusted EBITDA positively impacted by €12 foreign exchange gain, partially offset

by unfavorable impact from higher metal premiums of €2 million 

Segment Outlook/Mix

Constellium Recent Developments

7

First Quarter 2015 –

Earnings Call

Segment Mix/Outlook

Automotive Structures and Industry Segment  

Automotive Structures market demand remains strong, Industry market remains competitive  

Q1 2015 shipments of 56 kt, up 5% from 53 kt in Q1 2014; Automotive extrusions volume up 12%

Plant expansion in Van Buren, Michigan complete,

expansion plans in Gottmadingen, Germany and

China on track

One of the largest suppliers of high-strength

structural parts for the Ford F-150

Q1 2015 Adjusted EBITDA negatively impacted by

€1 million due to Swiss Franc revaluation and €2

million from higher billet premiums

Constellium Recent Developments

8

Didier Fontaine

Chief Financial Officer

First Quarter 2015 –

Earnings Call

71

Adjusted

EBITDA 2014

26

P&ARP

A&T

3

AS&I

(2)

H&C

(3)

95

Adjusted

EBITDA 2015

Q1 2015 Adjusted EBITDA vs Q1 2014

10

€

millions

First Quarter 2015 –

Earnings Call

Q1

2015

Adjusted

EBITDA

vs

Q1

2014

–

Foreign

Exchange

and

Premium Effect

11

Slightly higher Q1 premiums negatively impacted Adjusted EBITDA by (€5) million, foreign

exchange impacted Q1 Adjusted EBITDA by €15 million

€

millions

71

Adjusted

EBITDA 2014

23

P&ARP

(7)

A&T

AS&I

1

H&C

(3)

95

Adjusted

EBITDA 2015

FX impact

Premium

increase

(5)

15

(7)

First Quarter 2015 –

Earnings Call

Q1 2015 Segment Performance vs Q1 2014

12

Segment Adjusted EBITDA (€m)

Adjusted EBITDA per ton (€)

Shipments: 

53kt

56kt

+5%

Shipments: 

61kt

59kt

(3)%

Shipments:  156kt

266kt

+71%

First Quarter 2015 –

Earnings Call

Adjusted Free Cash Flow

€

millions

Three months

ended

March 31, 2015

Three months 

ended

March 31, 2014

Cash flow from operating activities

12

(4)

Margin calls included in cash flow from operating activities

-

(11)

Cash flow from operating activities excluding margin calls

12

(15)

Capital expenditures

(84)

(33)

Adjusted Free Cash Flow

(72)

(48)

13

Improved

cash

flow

from

operating

activities

more

than

offset

by

the

planned

increase

in

capital expenditures from our growth initiatives

First Quarter 2015 –

Earnings Call

Wise Metals Acquisition Resets Trade Working Capital

14

Consolidation of Wise Metals provides room for future improvement

29 days

37 days

381

470

514

463

289

401

373

320

221

285

295

298

204

571

Q4 11

Q1 12

Q2 12

Q3 12

Q4 12

Q1 13

Q2 13

Q3 13

Q4 13

Q1 14

Q2 14

Q3 14

Q4 14

Q1 15

Fourth Quarter 2014 –

Earnings Call

€

millions

March 31, 2015

Total Debt

(*)

2,168

Cash and Cash Equivalents

352

Net Debt

1,816

Liquidity

(**)

700

(*)  

Including fair value of cross currency interest swap and cash pledged for issuance of guarantees

(**)

Liquidity measured as the sum of Cash and Cash Equivalents and availability under long-term committed facilities

Strong Liquidity Provides Flexibility 

15

Net debt and leverage increased due to consolidation of Wise Metals debt,

including a non-cash foreign exchange translation impact of €100 million

First Quarter 2015 –

Earnings Call

Key Takeaways

Q1 2015 Shipments, Revenues and Adjusted EBITDA, +41%, +58% and +34%

respectively, compared to Q1 2014

P&ARP shipments, revenues, and Adjusted EBITDA +71%, +115% and +98%

respectively, due to Muscle Shoals consolidation

Automotive expansion projects progressing on track

A&T results better but still expected to be lower in 2015 vs 2014. Recovery

plans continue to progress

Muscle Shoals acquisition resets trade working capital and provides headroom

for future improvements

16

First Quarter 2015 –

Earnings Call

Q & A

17

First Quarter 2015 –

Earnings Call

Appendix

18

First Quarter 2015 –

Earnings Call

IFRS –

Income Statement 

€

millions

Three months ended

March 31, 2015

Three months ended

March 31, 2014

Revenue

1,393

883

(Loss) / income from operations

(4)

56

Other expenses

-

(1)

Finance costs –

net

(43)

(9)

Share of loss of joint-ventures

(1)

-

(Loss) / income before income taxes

(48)

46

Income tax benefit / (expense)

17

(16)

Net (loss) / income

(31)

30

19

First Quarter 2015 –

Earnings Call

IFRS –

Statement of Financial Position 

€

millions

March 31, 2015

December 31, 2014

Non-current assets

2,372

952

Current assets

1,940

2,046

Assets held for sale

16

14

Total Assets

4,328

3,012

Equity

(88)

(37)

Non-current liabilities

3,025

1,991

Current liabilities

1,382

1,050

Liabilities held for sale

9

8

Total Equity and Liabilities

4,328

3,012

20

First Quarter 2015 –

Earnings Call

Net Debt Reconciliation

€

millions

March 31, 2015

December 31, 2014

Borrowings

2,277

1,252

Fair value of cross currency interest rate swap

(97)

(29)

Cash and cash equivalents

(352)

(989)

Cash pledged for issuance of guarantees

(12)

(10)

Net Debt

1,816

224

21

Fourth Quarter 2014 –

Earnings Call

Reconciliation of net income to Adjusted EBITDA

€

millions

Three months

ended

March 31, 2015

Three months

ended

March 31, 2014

Net (loss) / income

(31)

30

Income tax (benefit) / expense

(17)

16

(Loss) / income before income tax

(48)

46

Finance costs -

net

43

9

Other expenses

-

1

Share of loss of joint-ventures

1

-

(Loss) / income from operations

(4)

56

Depreciation and impairment

32

9

Unrealized (gains) / losses from remeasurement of monetary

assets and liabilities

(1)

2

Unrealized losses on derivatives

46

1

Wise acquisition and integration costs

10

-

Restructuring costs

-

3

Start-up and development costs

4

3

Metal price lag

(7)

2

Gain on Ravenswood OPEB plan amendment

-

(8)

Effect of purchase accounting adjustments

12

-

Other

3

3

Adjusted EBITDA

95

71

22