RECEIVABLES PURCHASE AGREEMENTReceivables Purchase Agreement • April 18th, 2016 • Constellium N.V. • Secondary smelting & refining of nonferrous metals • New York
This RECEIVABLES PURCHASE AGREEMENT (as it may be amended, modified or supplemented from time to time, this “Agreement”) is made as of March 16, 2016 between Wise Alloys Funding II LLC, a Delaware limited liability company, in its capacity as seller hereunder (“Seller”), Wise Alloys LLC, a Delaware limited liability company, in its capacity as servicer hereunder (“Servicer”), Hitachi Capital America Corp. (together with its successors and permitted assigns, the “Purchaser”) and Greensill Capital Inc., a Delaware corporation, in its capacity as purchaser agent hereunder (the “Purchaser Agent”).
SUPPLEMENTAL INDENTURESupplemental Indenture • April 18th, 2016 • Constellium N.V. • Secondary smelting & refining of nonferrous metals • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of March 31 2015, among CONSTELLIUM NEUF BRISACH S.A.S. (the “New Guarantor”), a subsidiary of CONSTELLIUM N.V., (or its successor), a public company with limited liability (naamloze vennootschap) incorporated under the laws of The Netherlands (the “Issuer”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, as trustee under the indenture referred to below (the “Trustee”).
SUPPLEMENTAL INDENTURESupplemental Indenture • April 18th, 2016 • Constellium N.V. • Secondary smelting & refining of nonferrous metals • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of March 31, 2015, among CONSTELLIUM NEUF BRISACH S.A.S. (the “New Guarantor”), a subsidiary of CONSTELLIUM N.V., (or its successor), a public company with limited liability (naamloze vennootschap) incorporated under the laws of The Netherlands (the “Issuer”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, as trustee under the indenture referred to below (the “Trustee”), DEUTCHE BANK AG, LONDON BRANCH, as Principal Paying Agent and DEUTSCHE BANK LUXEMBOURG S.A., as Registrar and Transfer Agent.
SUPPLEMENTAL INDENTURESupplemental Indenture • April 18th, 2016 • Constellium N.V. • Secondary smelting & refining of nonferrous metals • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of March 30, 2016, among CONSTELLIUM HOLDCO III B.V. and CONSTELLIUM ROLLED PRODUCTS SINGEN GMBH & CO. KG (together, the “New Guarantors”), each a subsidiary of CONSTELLIUM N.V., (or its successor), a public company with limited liability (naamloze vennootschap) incorporated under the laws of The Netherlands (the “Issuer”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, as trustee under the indenture referred to below (the “Trustee”), DEUTCHE BANK AG, LONDON BRANCH, as Principal Paying Agent and DEUTSCHE BANK LUXEMBOURG S.A., as Registrar and Transfer Agent.
SUPPLEMENTAL INDENTURESupplemental Indenture • April 18th, 2016 • Constellium N.V. • Secondary smelting & refining of nonferrous metals • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of March 30, 2016, among CONSTELLIUM HOLDCO III B.V. and CONSTELLIUM ROLLED PRODUCTS SINGEN GMBH & CO. KG (together, the “New Guarantors”), each a subsidiary of CONSTELLIUM N.V., (or its successor), a public company with limited liability (naamloze vennootschap) incorporated under the laws of The Netherlands (the “Issuer”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, as trustee under the indenture referred to below (the “Trustee”).
PARITY LIEN INTERCREDITOR AGREEMENT dated as of March 30, 2016 among CONSTELLIUM N.V., the other Grantors from time to time party hereto, DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee under the Indenture and DEUTSCHE BANK TRUST COMPANY AMERICAS, as...Intercreditor Agreement • April 18th, 2016 • Constellium N.V. • Secondary smelting & refining of nonferrous metals • New York
PARITY LIEN INTERCREDITOR AGREEMENT (as amended, supplemented, amended and restated or otherwise modified from time to time in accordance with Section 7.1 hereof, this “Agreement”) dated as of March 30, 2016 among Constellium N.V., a Dutch naamloze vennootschap registered under number 34393663, with its statutory seat in Amsterdam, the Netherlands (the “Issuer”), the other Grantors from time to time party hereto, Deutsche Bank Trust Company Americas, as Trustee (as defined below), and Deutsche Bank Trust Company Americas, as Collateral Agent (in such capacity and together with its successors in such capacity, the “Collateral Agent”).
FIRST AMENDMENT TO RECEIVABLES PURCHASE AGREEMENTReceivables Purchase Agreement • April 18th, 2016 • Constellium N.V. • Secondary smelting & refining of nonferrous metals • New York
This First Amendment dated as of October 27, 2015 (this “Amendment”) to the Receivables Purchase Agreement, is among Wise Alloys Funding LLC, a Delaware limited liability company, in its capacity as seller (“Seller”), Wise Alloys LLC, a Delaware limited liability company, in its capacity as servicer (“Servicer”), and HSBC Bank USA, National Association (“Purchaser”).
ContractFirst Supplemental Indenture • April 18th, 2016 • Constellium N.V. • Secondary smelting & refining of nonferrous metals • New York
FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of April 16, 2014, among Wise Metals Group LLC, a Delaware limited liability company (the “Company”), Wise Alloys Finance Corporation, a Delaware corporation (“Wise Finance” and, together with the Company, the “Issuers”), the Guarantors party hereto, Wells Fargo Bank, National Association, a national banking association organized and existing under the laws of the United States of America, as trustee (the “Trustee”), and Wells Fargo Bank, National Association, a national banking association organized and existing under the laws of the United States of America, as Collateral Agent (the “Collateral Agent”).
THIRD SUPPLEMENTAL INDENTUREConstellium N.V. • April 18th, 2016 • Secondary smelting & refining of nonferrous metals • New York
Third Supplemental Indenture (this “Third Supplemental Indenture”), dated as of October 17, 2014, among Wise Metals Group LLC, a Delaware limited liability company (the “Company”), Wise Alloys Finance Corporation, a Delaware corporation (“Wise Finance”, and together with the Company, the “Issuers”), the Guarantors party hereto, Wells Fargo Bank, National Association, as Trustee (as defined in the Indenture) and Wells Fargo Bank, National Association, as Collateral Agent (as defined in the Indenture).
GE CAPITAL BANK AG HEINRICH-VON-BRENTANO-STR. 2, 55130 MAINZ, GERMANY AND CONSTELLIUM EXTRUSIONS DĚČÍN S.R.O. ÚSTECKÁ 751/37, DĚČÍN V-ROZBĚLESY, 405 02 DĚČÍN, CZECH REPUBLIC FACTORING AGREEMENT / FACTORINGVERTRAGAuditor Agreement • April 18th, 2016 • Constellium N.V. • Secondary smelting & refining of nonferrous metals
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • April 18th, 2016 • Constellium N.V. • Secondary smelting & refining of nonferrous metals • New York
This FOURTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of May 7, 2014, is entered into by and among CONSTELLIUM ROLLED PRODUCTS RAVENSWOOD, LLC, a Delaware limited liability company (the “Borrower”), DEUTSCHE BANK TRUST COMPANY AMERICAS (“DBTCA”), as administrative agent and collateral agent (in such capacity and including any successors, the “Administrative Agent”) and the Lenders signatory hereto. All capitalized terms used herein and not otherwise defined herein shall have the respective meanings provided such terms in the Credit Agreement (as defined below).
AMENDMENT NO. 5 TO CREDIT AGREEMENTCredit Agreement • April 18th, 2016 • Constellium N.V. • Secondary smelting & refining of nonferrous metals • New York
This AMENDMENT NO. 5 TO CREDIT AGREEMENT (this “Amendment”), dated as of March 23, 2015, by and among Wise Alloys LLC, a Delaware limited liability company (the “Borrower”), the other Credit Parties signatory hereto, General Electric Capital Corporation, as Agent (“Agent”), and the Lenders signatory hereto, amends that certain Credit Agreement, dated as of December 11, 2013 (as amended prior to the date hereof, the “Credit Agreement”), by and among the Borrower, the other Credit Parties party thereto, Agent, and the Lenders from time to time party thereto. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to such terms in the Credit Agreement.
WAIVER AND AMENDMENT NO. 1 TO CREDIT AGREEMENTCredit Agreement • April 18th, 2016 • Constellium N.V. • Secondary smelting & refining of nonferrous metals • New York
This WAIVER AND AMENDMENT NO. 1 TO CREDIT AGREEMENT (this “Amendment”), dated as of March 4, 2014, by and among Wise Alloys LLC, a Delaware limited liability company (the “Borrower”), the other Credit Parties signatory hereto, General Electric Capital Corporation, as Agent (“Agent”), and the Lenders signatory hereto, amends that certain Credit Agreement, dated as of December 11, 2013 (the “Credit Agreement”), by and among the Borrower, the other Credit Parties party thereto, Agent, and the Lenders from time to time party thereto. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to such terms in the Credit Agreement.
ContractFourth • April 18th, 2016 • Constellium N.V. • Secondary smelting & refining of nonferrous metals • New York
FOURTH AMENDMENT dated as of December 10, 2015 (this “Amendment”), to the CREDIT AGREEMENT dated as of May 7, 2014 (as previously amended by the First Amendment, dated as of December 5, 2014, the Second Amendment, dated as of February 5, 2015, and the Third Amendment, dated as of September 30, 2015, the “Credit Agreement”), among CONSTELLIUM N.V., a Dutch limited liability company registered under number 34393663, the LENDERS from time to time party thereto and DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent.
AMENDMENT NO. 6 TO CREDIT AGREEMENTCredit Agreement • April 18th, 2016 • Constellium N.V. • Secondary smelting & refining of nonferrous metals • New York
This AMENDMENT NO. 6 TO CREDIT AGREEMENT (this “Amendment”), dated as of November 4, 2015, by and among Wise Alloys LLC, a Delaware limited liability company (the “Borrower”), the other Credit Parties signatory hereto, General Electric Capital Corporation, as Agent (“Agent”), and the Lenders signatory hereto, amends that certain Credit Agreement, dated as of December 11, 2013 (as amended prior to the date hereof, the “Credit Agreement”), by and among the Borrower, the other Credit Parties party thereto, Agent, and the Lenders from time to time party thereto. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to such terms in the Credit Agreement.
CONSENT AND AMENDMENT NO. 2 TO CREDIT AGREEMENTCredit Agreement • April 18th, 2016 • Constellium N.V. • Secondary smelting & refining of nonferrous metals • New York
This CONSENT AND AMENDMENT NO. 2 TO CREDIT AGREEMENT (this “Amendment”), dated as of June 30, 2014, by and among Wise Alloys LLC, a Delaware limited liability company (the “Borrower”), the other Credit Parties signatory hereto, General Electric Capital Corporation, as Agent (“Agent”), and the Lenders signatory hereto, amends that certain Credit Agreement, dated as of December 11, 2013 (as amended prior to the date hereof, the “Credit Agreement”), by and among the Borrower, the other Credit Parties party thereto, Agent, and the Lenders from time to time party thereto. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to such terms in the Credit Agreement.
SECOND SUPPLEMENTAL INDENTURESecond Supplemental Indenture • April 18th, 2016 • Constellium N.V. • Secondary smelting & refining of nonferrous metals • New York
Second Supplemental Indenture (this “Supplemental Indenture”), dated as of June 4, 2014, among WAC I, LLC, a Delaware limited liability company (the “Guaranteeing Subsidiary”) and a subsidiary of Wise Metals Group LLC, a Delaware limited liability company (the “Company”), Wells Fargo Bank, National Association, a national banking association organized and existing under the laws of the United States of America, as trustee (the “Trustee”), and Wells Fargo Bank, National Association, a national banking association organized and existing under the laws of the United States of America, as Collateral Agent (the “Collateral Agent”).
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • April 18th, 2016 • Constellium N.V. • Secondary smelting & refining of nonferrous metals • New York
This FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of January 7, 2013, is entered into by and between CONSTELLIUM ROLLED PRODUCTS RAVENSWOOD, LLC, a Delaware limited liability company (the “Borrower”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, as administrative agent and collateral agent (in such capacity and including any successors, the “Administrative Agent”). All capitalized terms used herein and not otherwise defined herein shall have the respective meanings provided such terms in the Credit Agreement (as defined below).
ContractCredit Agreement • April 18th, 2016 • Constellium N.V. • Secondary smelting & refining of nonferrous metals • New York
THIRD AMENDMENT dated as of September 30, 2015 (this “Amendment”), to the CREDIT AGREEMENT dated as of May 7, 2014 (as previously amended by Amendment No. 1, dated as of December 5, 2014, and Amendment No. 2, dated as of February 5, 2015, the “Credit Agreement”), among CONSTELLIUM N.V., a Dutch limited liability company registered under number 34393663, the LENDERS from time to time party thereto and DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent.
