Recent Material Event

Item  1.01. Entry into a Material Definitive Agreement." -->
Item 1.01.   Entry into a Material Definitive Agreement.
     On March 10, 2011, Novelis Inc. (the “Company”) entered into Amendment No. 1 (the “Amendment”) to its $1.5 billion Term Loan Facility (the “Term Loan Facility”) dated as of December 17, 2010 among the Company, as borrower, AV Metals Inc., the other guarantors party thereto, the lenders party thereto, Bank of America, N.A., as administrative agent and collateral agent, JPMorgan Chase Bank, N.A., as syndication agent, and Citibank, N.A., The Royal Bank of Scotland PLC and UBS AG, Stamford Branch, as co-documentation agents.
     Pursuant to the Amendment, the interest rate margin applicable to Eurocurrency borrowings was reduced from 3.75% to 3.00% (in the event the Company’s Total Net Leverage Ratio is greater than 3.5 to 1.00) and from 3.50% to 2.75% (in the event the Company’s Total Net Leverage Ratio is equal to or less than 3.5 to 1.00). In addition, the LIBOR floor applicable to both Eurocurrency and Base Rate borrowings was reduced from 1.50% to 1.00%. The Amendment also extends the final maturity of the Term Loan Facility from December 2016 to March 2017. In connection with the Amendment, the Company incurred lender and arranger fees of approximately $19 million.
     The foregoing description of the Amendment is a general description and is qualified in its entirety by reference to the Amendment, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
Item 9.01.   Financial Statements and Exhibits.
(d) Exhibits.
Amendment No. 1 to the Term Loan Facility



     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 hereunto duly authorized.
Date: March 14, 2011  By:   /s/ Leslie J. Parrette, Jr.    
    Leslie J. Parrette, Jr.   
    General Counsel, Corporate Secretary and Compliance Officer   



(d) Exhibits.
Amendment No. 1 to the Term Loan Facility