tenaris6k.htm


 
 
FORM 6 - K
 
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
Report of Foreign Private Issuer
Pursuant to Rule 13a - 16 or 15d - 16 of
the Securities Exchange Act of 1934
 
 
 
As of November 13, 2013
 
TENARIS, S.A.
(Translation of Registrant's name into English)
 
TENARIS, S.A.
29, Avenue de la Porte-Neuve
3rd floor
L-2227 Luxembourg
(Address of principal executive offices)
 
 
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or 40-F.
 
Form 20-F  ü  Form 40-F      
 
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12G3-2(b) under the Securities Exchange Act of 1934.
Yes        No  ü
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-     .
 
 
 
 

 
 
 
The attached material is being furnished to the Securities and Exchange Commission pursuant to Rule 13a-16 and Form 6-K under the Securities Exchange Act of 1934, as amended. This report contains Tenaris's press release announcing its 2013 third quarter results.
 
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.
 
 
Date: November 13, 2013
Tenaris, S.A.

 
By: /s/ Cecilia Bilesio  
Cecilia Bilesio
Corporate Secretary
 
 
 
 
 

 
 
 
Giovanni Sardagna
Tenaris
1-888-300-5432
www.tenaris.com
 
Tenaris Announces 2013 Third Quarter Results
 
The financial information contained in this press release is based on unaudited consolidated condensed interim financial statements presented in U.S. dollars ($) and prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standard Board and adopted by the European Union, or IFRS.
 
Luxembourg, November 6, 2013 - Tenaris S.A. (NYSE, Buenos Aires and Mexico: TS and MTA Italy: TEN) (“Tenaris”) today announced its results for the quarter and nine months ended September 30, 2013 with comparison to its results for the quarter and nine months ended September 30, 2012.
 
Summary of 2013 Third Quarter Results
 
(Comparison with second quarter of 2013 and third quarter of 2012)
 
Q3 2013
Q2 2013
Q3 2012
Net sales ($ million)
2,415
2,829
(15%)
2,657
(9%)
Operating income ($ million)
464
578
(20%)
584
(21%)
Net income ($ million)
314
430
(27%)
434
(28%)
Shareholders’ net income ($ million)
300
418
(28%)
433
(31%)
Earnings per ADS ($)
0.51
0.71
(28%)
0.73
(31%)
Earnings per share ($)
0.25
0.35
(28%)
0.37
(31%)
EBITDA* ($ million)
622
730
(15%)
679
(8%)
EBITDA margin (% of net sales)
25.7%
25.8%
 
25.6%
 
*EBITDA is defined as operating income plus depreciation, amortization and impairment charges/(reversals) and in Q3 2012 excludes a non-recurring gain of $49 million, recorded in Other operating income corresponding to a tax related lawsuit collected in Brazil.
 
Sales and operating income decreased with sequential sales affected principally by the impact of project delays on line pipe shipments in Brazil and a less favorable mix of OCTG products with lower sales in the Middle East and Africa, in addition to the seasonal impact of Northern Hemisphere plant stoppages. Net income was negatively affected by a $45 million deferred income tax provision, following the enactment of a new 10% withholding tax in Argentina.
 
 
 
 

 
 
 
Cash flow from operations amounted to $753 million for the quarter including a strong reduction in working capital. Our net cash position (cash and other current investments less total borrowings) increased to $785 million.
Interim Dividend Payment
 
Our board of directors approved the payment of an interim dividend of $0.13 per share ($0.26 per ADS), or approximately $153 million. The payment date will be November 21, 2013, and the ex-dividend date will be November 18, 2013.
 
Market Background and Outlook
 
Drilling activity in North America in the year to date has consolidated, supported by improving operator cash flows on higher oil prices and drilling efficiencies. Going into next year, it is expected that operator cash flows will support an increase in drilling activity if oil and gas prices remain close to current levels. In the rest of the world, oil and gas prices close to current levels should continue to support the ongoing expansion in drilling activity in the Middle East and offshore regions and onshore activity in other regions should remain stable.
 
In this environment, in the fourth quarter and going into 2014, we expect a strong level of sales in the Middle East and Africa and a rising level of sales in North America. In South America, although sales of OCTG products are expected to increase led by higher shale activity in Argentina, sales and shipments of line pipe products will continue to be affected by project delays in Brazil.
 
EBITDA margins are expected to remain stable while the overall EBITDA level should increase in line with sales.
 
Analysis of 2013 Third Quarter Results
 
 
Tubes Sales volume
 (thousand metric tons)
Q3 2013
Q2 2013
Q3 2012
Seamless
614
677
(9%)
642
(4%)
Welded
224
286
(22%)
305
(27%)
Total
838
963
(13%)
947
(12%)
 
 
 
 

 
 
 
Tubes
Q3 2013
Q2 2013
Q3 2012
(Net sales - $ million)
         
North America
928
986
(6%)
1,260
(26%)
South America
474
652
(27%)
610
(22%)
Europe
199
218
(9%)
253
(21%)
Middle East & Africa
468
626
(25%)
236
98%
Far East & Oceania
156
137
14%
109
43%
Total net sales ($ million)
2,225
2,619
(15%)
2,469
(10%)
Operating income ($ million)
434
553
(22%)
560
(23%)
Operating margin (% of sales)
19.5%
21.1%
 
22.7%
 
 
Net sales of tubular products and services decreased 10% year on year and 15% sequentially. Sequentially, sales were mainly affected by lower shipments of offshore line pipe in Brazil and lower sales to the Middle East and Africa. Sequentially, North American sales declined principally due to lower sales of line pipe reflecting a more competitive situation for less differentiated products. In South America, sales declined due to lack of line pipe shipments in Brazil reflecting project implementation delays and premium OCTG stock adjustments in Argentina pursuant to the implementation of our alliance with YPF where we took over the management of their existing inventories. In the Middle East and Africa sales decreased compared to a record prior quarter due to the timing of shipments.
 
Operating income from tubular products and services, decreased 22% sequentially and 23% compared to the previous year. Sequentially, the decline in operating income was mainly due to the decline in sales and a lower operating margin due to the negative effect of lower sales on the absorption of fixed costs (i.e., depreciation and amortization).
 
Others
Q3 2013
Q2 2013
Q3 2012
Net sales ($ million)
190
210
(10%)
188
1%
Operating income ($ million)
30
26
18%
24
27%
Operating margin (% of sales)
15.8%
12.2%
 
12.6%
 
 
Net sales of other products and services decreased 10% sequentially and increased 1%year on year. The sequential decline in sales was mainly due to lower sales of industrial equipment in Brazil. Despite the sequential decline in sales, operating income increased 18% mainly due to better performance of our sucker rods and electric conduit businesses.
 
Selling, general and administrative expenses, or SG&A, amounted to $439 million, or 18.2% of net sales in the third quarter of 2013, compared to $529 million, 18.7% in the previous quarter and $459 million, 17.3% in the third quarter of 2012. The sequential decine in SG&A expenses was mainly due to lower selling expenses associated with lower shipment volumes and a reduction in the allowance for doubtful accounts following the collection of overdue accounts receivable.
 
Other operating results, amounted to an expense of $4 million in the third quarter of 2013, compared to an expense of $7 million in the previous quarter and an income of $44 million in the third quarter of 2012. The income in the third quarter of 2012, was related to a $49 million payment from the Brazilian government, in interest and monetary adjustment over a tax benefit received in 1991.
 
 
 
 

 
 
 
Financial results amounted to a loss of $17 million in the third quarter of 2013, compared to a loss of $11 million in the previous quarter and a loss of $24 million in the third quarter of 2012.
 
Equity in earnings of associated companies generated a gain of $10 million in the third quarter of 2013, compared to a gain of $12 million in the previous quarter and a gain of $11 million in the third quarter of 2012. These results were mainly derived from our equity investment in Ternium (NYSE:TX).
 
Income tax charges totalled $142 million in the third quarter of 2013, equivalent to 31.9% of income before equity in earnings of associated companies and income tax, compared to 26.4% in the previous quarter and 24.4% in the third quarter of 2012. In September 2013, Argentina enacted a law that amends its Income tax law. The law includes a new 10% withholding tax on dividend distributions made by Argentine companies to foreign beneficiaries. Accordingly, as of September 30, 2013, we recorded an income tax provision of $45 million, for the deferred tax liability on reserves for future dividends at our Argentine subsidiaries.
 
Results attributable to non-controlling interests amounted to gains of $14 million in the third quarter of 2013, compared to gains of $12 million in the previous quarter and gains of $1 million in the third quarter of 2012. In the third quarter of 2013, these results were mainly attributable to minority interests at our Japanese subsidiary NKKTubes.
 
Cash Flow and Liquidity of 2013 Third Quarter
 
Net cash provided by operations during the third quarter of 2013 was $753 million, compared to $611 million in the previous quarter and $491 million in the third quarter of 2012. Working capital decreased by $239 million during the third quarter of 2013, compared to a decrease of $56 million in the previous quarter and an increase of $107 million in the third quarter of 2012. The decrease in working capital in the third quarter of 2013, was mainly due to a decrease in trade receivables following lower sales.
 
Capital expenditures amounted to $206 million in the third quarter of 2013, compared to $180 million in the previous quarter and $187 million in the third quarter of 2012.
 
Our net cash (cash and other current investments less total borrowings) increased to $785 million, at the end of the third quarter of 2013, from $214 million at the end of the previous quarter.
 
 
 
 

 
 
 
Analysis of 2013 First Nine Months Results
 
 
9M 2013
9M 2012
Increase/(Decrease)
Net sales ($ million)
7,923
8,076
(2%)
Operating income ($ million)
1,595
1,771
(10%)
Net income ($ million)
1,167
1,338
(13%)
Shareholders’ net income ($ million)
1,143
1,328
(14%)
Earnings per ADS ($)
1.94
2.25
(14%)
Earnings per share ($)
0.97
1.12
(14%)
EBITDA* ($ million)
2,050
2,142
(4%)
EBITDA margin (% of net sales)
25.9%
26.5%
 
*EBITDA is defined as operating income plus depreciation, amortization and impairment charges/(reversals) and in 9M 2012 excludes a non-recurring gain of $49 million, recorded in Other operating income corresponding to a tax related lawsuit collected in Brazil.
 
 
Tubes Sales volume
(thousand metric tons)
9M 2013
9M 2012
Increase/(Decrease)
Seamless
1,948
2,007
(3%)
Welded
799
882
(9%)
Total
2,747
2,889
(5%)
 
 
Tubes
9M 2013
9M 2012
Increase/(Decrease)
(Net sales - $ million)
     
North America
3,057
3,799
(20%)
South America
1,721
1,612
7%
Europe
686
800
(14%)
Middle East & Africa
1,494
869
72%
Far East & Oceania
375
365
3%
Total net sales ($ million)
7,333
7,445
(2%)
Operating income ($ million)
1,512
1,680
(10%)
Operating margin (% of sales)
20.6%
22.6%
 
 
Net sales of tubular products and services decreased 2% to $7,333 million in the first nine months of 2013, compared to $7,445 million in the first nine months of 2012, reflecting a 5% decrease in volumes and a 4% increase in average selling prices.
 
Operating income from tubular products and services decreased 10% to $1,512 million in the first nine months of 2013, from $1,680 million in the first nine months of 2012, reflecting a 2% decrease in sales and a reduction of 200 basis points in the operating margin.
 
 
 
 

 
 
Others
9M 2013
9M 2012
Increase/(Decrease)
Net sales ($ million)
590
631
(6%)
Operating income ($ million)
83
91
(9%)
Operating margin (% of sales)
14.1%
14.4%
 
 
Net sales of other products and services decreased 6% to $590 million in the first nine months of 2013, compared to $631 million in the first nine months of 2012, mainly due to lower sales of industrial equipment in Brazil, coiled tubing and tubes for electric conduit, partially offset by higher sales of sucker rods.
 
Operating income from other products and services decreased 9% to $83 million in the first nine months of 2013, compared to $91 million during the first nine months of 2012, reflecting lower sales and stable margins.
 
SG&A amounted to $1,444 million, or 18.2% of net sales during the first nine months of 2013, compared to $1,390 million, or 17.2% in the same period of 2012. The increase in SG&A expenses was mainly due to higher selling expenses associated with higher shipments to the Middle East and Africa and an increase in provisions for contingencies and doubtful accounts.
 
Financial results were a loss of $37 million in the first nine months of 2013 compared to loss of $35 million in the same period of 2012.
 
Equity in earnings of associated companies generated a gain of $34 million in the first nine months of 2013, compared to a gain of $31 million in the first nine months of 2012. These gains were derived mainly from our equity investment in Ternium.
 
Income tax charges totalled $426 million in the first nine months of 2013, equivalent to 27.3% of income before equity in earnings of associated companies and income tax, compared to $429 million in the first nine months of 2012, equivalent to 24.7% of income before equity in earnings of associated companies and income tax. In September 2013, Argentina enacted a law that amends its Income tax law. The law includes a new 10% withholding tax on dividend distributions made by Argentine companies to foreign beneficiaries. Accordingly, as of September 30, 2013, we recorded an income tax provision of $45 million, for the deferred tax liability on reserves for future dividends at our Argentine subsidiaries.
 
Income attributable to non-controlling interests amounted to $24 million in the first nine months of 2013, compared to $10 million in the first nine months of 2012, mainly due to improved results at our Japanese subsidiary NKKTubes.
 
 
 
 

 
 
 
Cash Flow and Liquidity of 2013 First Nine Months
 
During the first nine months of 2013, net cash provided by operations was $1,928 million, compared to $1,514 million in the same period of 2012. Working capital decreased by $312 million in the first nine months of 2013, compared with an increase of $56 million in the first nine months of 2012.
 
Capital expenditures amounted to $570 million in the first nine months of 2013, compared with $588 million in the same period of 2012.
 
Our financial position changed from net debt of $271 million at the beginning of the year to net cash of $785 million at September 30, 2013.
 
Conference call
 
Tenaris will hold a conference call to discuss the above reported results, on November 7, 2013, at 09:00 a.m. (Eastern Time). Following a brief summary, the conference call will be opened to questions. To access the conference call dial in +1 866 515.2908 within North America or +1 617 399.5122 Internationally. The access number is “98924335”. Please dial in 10 minutes before the scheduled start time. The conference call will be also available by webcast at www.tenaris.com/investors.
 
A replay of the conference call will be available on our webpage http://ir.tenaris.com/ or by phone from 01:00 pm on November 7 through 12:00 am on November 14. To access the replay by phone, please dial +1 888 286.8010 or +1 617 801.6888 and enter passcode “48749346” when prompted.
 
 
Some of the statements contained in this press release are “forward-looking statements”. Forward-looking statements are based on management’s current views and assumptions and involve known and unknown risks that could cause actual results, performance or events to differ materially from those expressed or implied by those statements. These risks include but are not limited to risks arising from uncertainties as to future oil and gas prices and their impact on investment programs by oil and gas companies.
 
Press releases and financial statements can be downloaded from Tenaris’s website at www.tenaris.com/investors.
 
 
 
 

 
 
 
Consolidated Condensed Interim Income Statement
 
(all amounts in thousands of U.S. dollars)
 
Three-month period ended September 30,
   
Nine-month period ended September 30,
 
   
2013
   
2012
   
2013
   
2012
 
Continuing operations
 
Unaudited
   
Unaudited
 
Net sales
    2,415,061       2,657,069       7,922,636       8,075,910  
Cost of sales
    (1,507,706 )     (1,658,967 )     (4,867,581 )     (4,964,776 )
Gross profit
    907,355       998,102       3,055,055       3,111,134  
Selling, general and administrative expenses
    (439,191 )     (458,716 )     (1,444,085 )     (1,389,514 )
Other operating income (expense) net
    (4,484 )     44,174       (15,509 )     49,027  
Operating income
    463,680       583,560       1,595,461       1,770,647  
Interest income
    9,188       9,413       22,139       24,702  
Interest expense
    (18,845 )     (18,247 )     (49,374 )     (40,860 )
Other financial results
    (7,215 )     (15,154 )     (9,551 )     (18,549 )
Income before equity in earnings of associated companies and income tax
    446,808       559,572       1,558,675       1,735,940  
Equity in earnings of associated companies
    9,884       11,012       33,950       31,143  
Income before income tax
    456,692       570,584       1,592,625       1,767,083  
Income tax
    (142,404 )     (136,491 )     (426,055 )     (429,490 )
Income for the period
    314,288       434,093       1,166,570       1,337,593  
                                 
                                 
Attributable to:
                               
Owners of the parent
    300,159       433,037       1,142,764       1,327,879  
Non-controlling interests
    14,129       1,056       23,806       9,714  
      314,288       434,093       1,166,570       1,337,593  
 
 
 
 

 
 
 
Consolidated Condensed Interim Statement of Financial Position
 
(all amounts in thousands of U.S. dollars)
 
At September 30, 2013
   
At December 31, 2012
 
   
Unaudited
       
ASSETS
                       
Non-current assets
                       
  Property, plant and equipment, net
    4,631,933             4,434,970        
  Intangible assets, net
    3,095,411             3,199,916        
  Investments in associated companies
    931,012             977,011        
  Other investments
    2,477             2,603        
  Deferred tax assets
    212,787             215,867        
  Receivables
    120,639       8,994,259       142,060       8,972,427  
                                 
Current assets
                               
  Inventories
    2,674,532               2,985,805          
  Receivables and prepayments
    230,239               260,532          
  Current tax assets
    149,798               175,562          
  Trade receivables
    1,926,419               2,070,778          
  Available for sale assets
    21,572               21,572          
  Other investments
    1,439,417               644,409          
  Cash and cash equivalents
    603,141       7,045,118       828,458       6,987,116  
Total assets
            16,039,377               15,959,543  
                                 
EQUITY
                               
Capital and reserves attributable to owners of the parent
            12,048,287               11,328,031  
Non-controlling interests
            179,666               171,561  
Total equity
            12,227,953               11,499,592  
                                 
LIABILITIES
                               
Non-current liabilities
                               
  Borrowings
    319,501               532,407          
  Deferred tax liabilities
    717,706               728,541          
  Other liabilities
    307,392               302,444          
  Provisions
    72,028       1,416,627       67,185       1,630,577  
                                 
Current liabilities
                               
  Borrowings
    937,575               1,211,785          
  Current tax liabilities
    240,168               254,603          
  Other liabilities
    366,067               318,828          
  Provisions
    19,878               26,958          
  Customer advances
    26,837               134,010          
  Trade payables
    804,272       2,394,797       883,190       2,829,374  
Total liabilities
            3,811,424               4,459,951  
Total equity and liabilities
            16,039,377               15,959,543  
 
 
 
 

 
 
 
Consolidated Condensed Interim Statement of Cash Flow
 
   
Three-month period ended September 30,
   
Nine-month period ended September 30,
 
(all amounts in thousands of U.S. dollars)
 
2013
   
2012
   
2013
   
2012
 
   
Unaudited
   
Unaudited
 
Cash flows from operating activities
                       
Income for the period
    314,288       434,093       1,166,570       1,337,593  
Adjustments for:
                               
Depreciation and amortization
    157,931       144,713       454,903       420,597  
Income tax accruals less payments
    39,591       (20,417 )     64,612       (126,196 )
Equity in earnings of associated companies
    (9,884 )     (11,012 )     (33,950 )     (31,143 )
Interest accruals less payments, net
    5,119       (6,126 )     (29,902 )     (24,382 )
Changes in provisions
    (1,487 )     (1,625 )     (2,404 )     (18,182 )
Changes in working capital
    239,248       (107,051 )     311,705       (55,708 )
Other, including currency translation adjustment
    8,363       58,804       (3,900 )     11,237  
Net cash provided by operating activities
    753,169       491,379       1,927,634       1,513,816  
                                 
Cash flows from investing activities
                               
Capital expenditures
    (206,282 )     (186,964 )     (569,841 )     (587,890 )
Acquisition of subsidiaries and associated companies
    -       (6,228 )     -       (510,825 )
Proceeds from disposal of property, plant and equipment and intangible assets
    12,637       883       19,383       3,798  
Dividends received from associated companies
    -       6       16,127       18,708  
Changes in investments in short terms securities
    (326,352 )     (469,351 )     (795,008 )     (457,984 )
Net cash used in investing activities
    (519,997 )     (661,654 )     (1,329,339 )     (1,534,193 )
                                 
Cash flows from financing activities
                               
Dividends paid
    -       -       (354,161 )     (295,134 )
Dividends paid to non-controlling interest in subsidiaries
    (113 )     -       (18,642 )     (905 )
Acquisitions of non-controlling interests
    -       (38 )     (7,768 )     (758,577 )
Proceeds from borrowings
    537,301       491,143       1,757,691       1,705,377  
Repayments of borrowings
    (787,227 )     (243,114 )     (2,141,999 )     (682,230 )
Net cash (used in) provided by financing activities
    (250,039 )     247,991       (764,879 )     (31,469 )
                                 
(Decrease) Increase in cash and cash equivalents
    (16,867 )     77,716       (166,584 )     (51,846 )
                                 
Movement in cash and cash equivalents
                               
At the beginning of the period
    606,026       693,712       772,656       815,032  
Effect of exchange rate changes
    (3,006 )     3,567       (19,919 )     11,809  
                                 
(Decrease) Increase in cash and cash equivalents
    (16,867 )     77,716       (166,584 )     (51,846 )
At September 30,
    586,153       774,995       586,153       774,995  
                                 
   
At September 30,
   
At September 30,
 
      2013       2012       2013       2012  
Cash and cash equivalents
                               
Cash and bank deposits
    603,141       787,540       603,141       787,540  
Bank overdrafts
    (16,988 )     (12,545 )     (16,988 )     (12,545 )
      586,153       774,995       586,153       774,995