AMENDMENT NO. 7 TO CREDIT AGREEMENTCredit Agreement • March 21st, 2017 • Constellium N.V. • Secondary smelting & refining of nonferrous metals • New York
This CREDIT AGREEMENT (including all exhibits and schedules hereto, as the same may be amended, modified and/or restated from time to time, this “Agreement”) is entered into as of December 11, 2013 by and among Wise Alloys LLC, a Delaware limited liability company (the “Borrower”), the other Persons party hereto that are designated as a “Credit Party”, Wells Fargo Bank, National Association (in its individual capacity, “Wells Fargo”), as successor to General Electric Company, successor by merger to General Electric Capital Corporation, a Delaware corporation, as Agent for the several financial institutions from time to time party to this Agreement (collectively, the “Lenders” and individually each a “Lender”) and for itself as a Lender (including as Swingline Lender), and such Lenders.
AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENTReceivables Purchase Agreement • March 21st, 2017 • Constellium N.V. • Secondary smelting & refining of nonferrous metals • New York
This AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT (as it may be amended, modified or supplemented from time to time, this “Agreement”) is made as of November 22, 2016 among 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. (“HCA”), in its capacity as a purchaser hereunder (together with its successors and permitted assigns, in such capacity a “Purchaser”), Intesa Sanpaolo S.p.A., New York Branch (“Intesa”), in its capacity as a purchaser hereunder (together with its successors and permitted assigns in such capacity, a “Purchaser” and, together with HCA, as a Purchaser hereunder, collectively, the “Purchasers”), HCA, in its capacity as purchaser representative hereunder (together with its successors and permitted assigns in such capacity, the “Purchaser Representative”) and Greensil
THIRD SUPPLEMENTAL INDENTUREThird Supplemental Indenture • March 21st, 2017 • Constellium N.V. • Secondary smelting & refining of nonferrous metals • New York
THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of February 16, 2017, among ENGINEERED PRODUCTS INTERNATIONAL SAS, CONSTELLIUM W, WISE METALS INTERMEDIATE HOLDINGS LLC, WISE METALS GROUP LLC AND WISE ALLOYS LLC (the “New Guarantor”), each of which is a subsidiary of CONSTELLIUM N.V., (or its successor), a public company with limited liability (naamloze vennootschap) incorporated under the laws of The Netherlands and with its corporate seat in Amsterdam, the Netherlands (the “Issuer”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, as trustee under the indenture referred to below (the “Trustee”).
THIRD SUPPLEMENTAL INDENTUREThird Supplemental Indenture • March 21st, 2017 • Constellium N.V. • Secondary smelting & refining of nonferrous metals • New York
THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of February 16, 2017, among ENGINEERED PRODUCTS INTERNATIONAL SAS, CONSTELLIUM W, WISE METALS INTERMEDIATE HOLDINGS LLC, WISE METALS GROUP LLC AND WISE ALLOYS LLC (the “New Guarantors”), each of which is a subsidiary of CONSTELLIUM N.V., (or its successor), a public company with limited liability (naamloze vennootschap) incorporated under the laws of The Netherlands and with its corporate seat in Amsterdam, the Netherlands (the “Issuer”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, as trustee under the indenture referred to below (the “Trustee”).
Dated 27 May 2016 GE Capital Bank AG Heinrich-von-Brentano-Str. 2, 55130 Mainz, Germany and Constellium Singen GmbH Alusingen-Platz 1, 78224 Singen, Germany AMENDEMENT AGREEMENT to a Factoring Agreement (dated 16 December 2010, amended and restated on...Factoring Agreement • March 21st, 2017 • Constellium N.V. • Secondary smelting & refining of nonferrous metals
GE CAPITAL and the Originator have agreed to enter into this Agreement in order to amend the Factoring Agreement in accordance with this Agreement.
Dated 21/12/16 TARGO Commercial Finance AG Heinrich-von-Brentano-Str. 2, 55130 Mainz, Germany and Constellium Extrusions Deutschland GmbH Bildstraße 4, 74564 Crailsheim, Germany AMENDEMENT AGREEMENT to a Factoring Agreement (dated 16 December 2010)Factoring Agreement • March 21st, 2017 • Constellium N.V. • Secondary smelting & refining of nonferrous metals
Dated 27 May 2016 GE Capital Bank AG Heinrich-von-Brentano-Str. 2, 55130 Mainz, Germany and Constellium Extrusions Deutschland GmbH Bildstraße 4, 74564 Crailsheim, Germany AMENDEMENT AGREEMENT to a Factoring Agreement (dated 16 December 2010)Factoring Agreement • March 21st, 2017 • Constellium N.V. • Secondary smelting & refining of nonferrous metals
GE CAPITAL and the Originator have agreed to enter into this Agreement in order to amend the Factoring Agreement in accordance with this Agreement.
THIRD SUPPLEMENTAL INDENTUREThird Supplemental Indenture • March 21st, 2017 • Constellium N.V. • Secondary smelting & refining of nonferrous metals • New York
THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of February 16, 2017, among ENGINEERED PRODUCTS INTERNATIONAL SAS, CONSTELLIUM W, WISE METALS INTERMEDIATE HOLDINGS LLC, WISE METALS GROUP LLC AND WISE ALLOYS LLC (the “New Guarantor”), each of which is a subsidiary of CONSTELLIUM N.V., (or its successor), a public company with limited liability (naamloze vennootschap) incorporated under the laws of The Netherlands and with its corporate seat in Amsterdam, 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 under the indenture referred to below (the “Principal Paying Agent”) and DEUTSCHE BANK LUXEMBOURG S.A., as registrar and transfer agent under the indenture referred to below (the “Registrar and Transfer Agent”).
Dated 27 May 2016 GE Capital Bank AG Heinrich-von-Brentano-Str. 2, 55130 Mainz, Germany and Constellium Valais S.A. Sierre, AMENDEMENT AGREEMENT to a Factoring Agreement (dated 16 December 2010)Factoring Agreement • March 21st, 2017 • Constellium N.V. • Secondary smelting & refining of nonferrous metals
GE CAPITAL and the Originator have agreed to enter into this Agreement in order to amend the Factoring Agreement in accordance with this Agreement.
Dated 21/12/16 TARGO Commercial Finance AG Heinrich-von-Brentano-Str. 2, 55130 Mainz, Germany and Constellium Singen GmbH Alusingen-Platz 1, 78224 Singen, Germany AMENDEMENT AGREEMENT to a Factoring Agreement (dated 16 December 2010, amended and...Factoring Agreement • March 21st, 2017 • Constellium N.V. • Secondary smelting & refining of nonferrous metals
Dated 27 May 2016 GE Capital Bank AG Heinrich-von-Brentano-Str. 2, 55130 Mainz, Germany and Constellium Extrusions Decín s.r.o., Ústecká 751/37, 405 02 Decín V – Rozbelesy, Czech Republic, AMENDEMENT AGREEMENT to a Factoring Agreement (dated 26 June 2015)Factoring Agreement • March 21st, 2017 • Constellium N.V. • Secondary smelting & refining of nonferrous metals
GE CAPITAL and the Originator have agreed to enter into this Agreement in order to amend the Factoring Agreement in accordance with this Agreement.
SECOND OMNIBUS AMENDMENTReceivables Sale Agreement and Receivables Purchase Agreement • March 21st, 2017 • Constellium N.V. • Secondary smelting & refining of nonferrous metals • New York
Dated 21/12/16 TARGO Commercial Finance AG Heinrich-von-Brentano-Str. 2, 55130 Mainz, Germany and Constellium Valais S.A., Sierre AMENDEMENT AGREEMENT to a Factoring Agreement (dated 16 December 2010)Factoring Agreement • March 21st, 2017 • Constellium N.V. • Secondary smelting & refining of nonferrous metals
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • March 21st, 2017 • Constellium N.V. • Secondary smelting & refining of nonferrous metals • New York
FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of February 16, 2017, among ENGINEERED PRODUCTS INTERNATIONAL SAS, CONSTELLIUM W, WISE METALS INTERMEDIATE HOLDINGS LLC, WISE METALS GROUP LLC AND WISE ALLOYS LLC (together, the “New Guarantor”), each of which is a subsidiary of CONSTELLIUM N.V., (or its successor), a public company with limited liability (naamloze vennootschap) incorporated under the laws of the Netherlands and with its corporate seat in Amsterdam, the Netherlands (the “Issuer”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, as trustee under the indenture referred to below (the “Trustee”).
GE CAPITAL BANK AG HEINRICH-VON-BRENTANO-STRASSE 2,55130 MAINZ, GERMANY (“GE CAPITAL”) AND CONSTELLIUM ROLLED PRODUCTS SINGEN GMBH & CO. KG ALUSINGEN-PLATZ 1, 78224 SINGEN, GERMANY (“ORIGINATOR” / (“KUNDE”) FACTORING AGREEMENT / FACTORINGVERTRAG...Factoring Agreement • March 21st, 2017 • Constellium N.V. • Secondary smelting & refining of nonferrous metals
Reference is made to a factoring agreement to be dated [***] May 2016 and entered into between Constellium Rolled Products Singen GmbH & Co. KG and GE CAPITAL (the “Factoring Agreement”).
Dated 21/12/16 TARGO Commercial Finance AG Heinrich-von-Brentano-Str. 2,55130 Mainz, Germany and Constellium Rolled Products Singen GmbH & Co. KG, Alusingen- Platz 1, 78224 Singen, Germany AMENDEMENT AGREEMENT to a Factoring Agreement (dated 27 May 2016)Factoring Agreement • March 21st, 2017 • Constellium N.V. • Secondary smelting & refining of nonferrous metals
Dated 21/12/16 TARGO Commercial Finance AG Heinrich-von-Brentano-Str. 2,55130 Mainz, Germany and Constelllum Extrusions Decfn s.r.o., Ústecká 751/37, 405 02 Decín V – Rozbelesy, Czech Republic, AMENDEMENT AGREEMENT to a Factoring Agreement (dated 26...Factoring Agreement • March 21st, 2017 • Constellium N.V. • Secondary smelting & refining of nonferrous metals
