Washington, D.C. 20549
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.A. Consolidated
Financial Statements for the years ended December 31, 2019, 2018 and 2017.
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: February 19, 2020
Tenaris, S.A.
By: /s/ Cecilia Bilesio
Cecilia Bilesio
Corporate Secretary
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
TENARIS S.A.
CONSOLIDATED
FINANCIAL STATEMENTS
For the years ended December 31, 2019, 2018 and
2017
26, Boulevard Royal – 4th Floor.
L – 2449 Luxembourg
R.C.S. Luxembourg: B 85 203
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
CONSOLIDATED INCOME STATEMENT
(all amounts in thousands of US dollars, unless otherwise stated)
|
|
|
|
Year ended December 31,
|
|
|
|
Notes
|
|
2019
|
|
|
2018
|
|
|
2017
|
|
Continuing operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales
|
|
1
|
|
|
7,294,055
|
|
|
|
7,658,588
|
|
|
|
5,288,504
|
|
Cost of sales
|
|
2
|
|
|
(5,107,495
|
)
|
|
|
(5,279,300
|
)
|
|
|
(3,685,057
|
)
|
Gross profit
|
|
|
|
|
2,186,560
|
|
|
|
2,379,288
|
|
|
|
1,603,447
|
|
Selling, general and administrative expenses
|
|
3
|
|
|
(1,365,974
|
)
|
|
|
(1,509,976
|
)
|
|
|
(1,270,016
|
)
|
Other operating income
|
|
5
|
|
|
23,004
|
|
|
|
15,059
|
|
|
|
10,516
|
|
Other operating expenses
|
|
5
|
|
|
(11,199
|
)
|
|
|
(12,558
|
)
|
|
|
(9,359
|
)
|
Operating income
|
|
|
|
|
832,391
|
|
|
|
871,813
|
|
|
|
334,588
|
|
Finance income
|
|
6
|
|
|
47,997
|
|
|
|
39,856
|
|
|
|
47,605
|
|
Finance cost
|
|
6
|
|
|
(43,381
|
)
|
|
|
(36,942
|
)
|
|
|
(27,072
|
)
|
Other financial results
|
|
6
|
|
|
14,667
|
|
|
|
34,386
|
|
|
|
(43,550
|
)
|
Income before equity in earnings of non-consolidated companies and income tax
|
|
|
|
|
851,674
|
|
|
|
909,113
|
|
|
|
311,571
|
|
Equity in earnings of non-consolidated companies
|
|
12
|
|
|
82,036
|
|
|
|
193,994
|
|
|
|
116,140
|
|
Income before income tax
|
|
|
|
|
933,710
|
|
|
|
1,103,107
|
|
|
|
427,711
|
|
Income tax
|
|
7
|
|
|
(202,452
|
)
|
|
|
(229,207
|
)
|
|
|
17,136
|
|
Income for continuing operations
|
|
|
|
|
731,258
|
|
|
|
873,900
|
|
|
|
444,847
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discontinued operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Result for discontinued operations
|
|
29
|
|
|
-
|
|
|
|
-
|
|
|
|
91,542
|
|
Income for the year
|
|
|
|
|
731,258
|
|
|
|
873,900
|
|
|
|
536,389
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Attributable to:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Owners of the parent
|
|
|
|
|
742,686
|
|
|
|
876,063
|
|
|
|
544,737
|
|
Non-controlling interests
|
|
|
|
|
(11,428
|
)
|
|
|
(2,163
|
)
|
|
|
(8,348
|
)
|
|
|
|
|
|
731,258
|
|
|
|
873,900
|
|
|
|
536,389
|
|
Earnings per share attributable to the owners of the parent during the year:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of ordinary shares (thousands)
|
|
|
|
|
1,180,537
|
|
|
|
1,180,537
|
|
|
|
1,180,537
|
|
Continuing operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted earnings per share (U.S. dollars per share)
|
|
|
|
|
0.63
|
|
|
|
0.74
|
|
|
|
0.38
|
|
Basic and diluted earnings per ADS (U.S. dollars per ADS) (*)
|
|
|
|
|
1.26
|
|
|
|
1.48
|
|
|
|
0.77
|
|
Continuing and discontinued operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted earnings per share (U.S. dollars per share)
|
|
|
|
|
0.63
|
|
|
|
0.74
|
|
|
|
0.46
|
|
Basic and diluted earnings per ADS (U.S. dollars per ADS) (*)
|
|
|
|
|
1.26
|
|
|
|
1.48
|
|
|
|
0.92
|
|
(*) Each ADS equals two shares.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
(all amounts in thousands of U.S. dollars)
|
|
Year ended December 31,
|
|
|
|
2019
|
|
|
2018
|
|
|
2017
|
|
Income for the year
|
|
|
731,258
|
|
|
|
873,900
|
|
|
|
536,389
|
|
Items that may be subsequently reclassified to profit or loss:
|
|
|
|
|
|
|
|
|
|
|
|
|
Currency translation adjustment
|
|
|
(27,294
|
)
|
|
|
(96,916
|
)
|
|
|
151,762
|
|
Change in value of cash flow hedges and instruments at fair value
|
|
|
3,039
|
|
|
|
(6,701
|
)
|
|
|
4,502
|
|
Income tax relating to components of other comprehensive income
|
|
|
(707
|
)
|
|
|
34
|
|
|
|
23
|
|
From participation in non consolidated companies:
|
|
|
|
|
|
|
|
|
|
|
|
|
- Currency translation adjustment (*)
|
|
|
(10,781
|
)
|
|
|
1,848
|
|
|
|
(9,548
|
)
|
- Changes in the fair value of derivatives held as cash flow hedges and others
|
|
|
812
|
|
|
|
(132
|
)
|
|
|
512
|
|
|
|
|
(34,931
|
)
|
|
|
(101,867
|
)
|
|
|
147,251
|
|
Items that will not be reclassified to profit or loss:
|
|
|
|
|
|
|
|
|
|
|
|
|
Remeasurements of post employment benefit obligations
|
|
|
(9,272
|
)
|
|
|
7,963
|
|
|
|
(8,635
|
)
|
Income tax on items that will not be reclassified
|
|
|
1,545
|
|
|
|
(1,932
|
)
|
|
|
1,338
|
|
Remeasurements of post employment benefit obligations of non-consolidated companies
|
|
|
(9,878
|
)
|
|
|
(3,855
|
)
|
|
|
(376
|
)
|
|
|
|
(17,605
|
)
|
|
|
2,176
|
|
|
|
(7,673
|
)
|
Other comprehensive (loss) income for the year, net of tax
|
|
|
(52,536
|
)
|
|
|
(99,691
|
)
|
|
|
139,578
|
|
Total comprehensive income for the year
|
|
|
678,722
|
|
|
|
774,209
|
|
|
|
675,967
|
|
Attributable to:
|
|
|
|
|
|
|
|
|
|
|
|
|
Owners of the parent
|
|
|
690,095
|
|
|
|
776,713
|
|
|
|
683,531
|
|
Non-controlling interests
|
|
|
(11,373
|
)
|
|
|
(2,504
|
)
|
|
|
(7,564
|
)
|
|
|
|
678,722
|
|
|
|
774,209
|
|
|
|
675,967
|
|
Total comprehensive income for the year
|
|
|
|
|
|
|
|
|
|
|
|
|
attributable to Owners of the parent arises from
|
|
|
|
|
|
|
|
|
|
|
|
|
Continuing operations
|
|
|
690,095
|
|
|
|
776,713
|
|
|
|
591,989
|
|
Discontinued operations
|
|
|
-
|
|
|
|
-
|
|
|
|
91,542
|
|
|
|
|
690,095
|
|
|
|
776,713
|
|
|
|
683,531
|
|
(*) Since 2018 Tenaris recognizes its share over the effects on the adoption of IAS 29,
“Financial Reporting in Hyperinflationary Economies” by Ternium in other comprehensive income as a currency translation
adjustment.
The accompanying notes are an integral part of these Consolidated Financial Statements.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
Consolidated STATEMENT OF FINANCIAL POSITION
(all amounts in thousands of U.S. dollars)
|
|
|
|
At December 31, 2019
|
|
At December 31, 2018
|
|
|
Notes
|
|
|
|
|
|
|
ASSETS
|
|
|
|
|
|
|
|
|
|
|
Non-current assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property, plant and equipment, net
|
|
9
|
|
|
6,090,017
|
|
|
|
|
|
|
|
6,063,908
|
|
|
|
|
|
Intangible assets, net
|
|
10
|
|
|
1,561,559
|
|
|
|
|
|
|
|
1,465,965
|
|
|
|
|
|
Right-of-use assets, net
|
|
11
|
|
|
233,126
|
|
|
|
|
|
|
|
-
|
|
|
|
|
|
Investments in non-consolidated companies
|
|
12
|
|
|
879,965
|
|
|
|
|
|
|
|
805,568
|
|
|
|
|
|
Other investments
|
|
18
|
|
|
24,934
|
|
|
|
|
|
|
|
118,155
|
|
|
|
|
|
Deferred tax assets
|
|
20
|
|
|
225,680
|
|
|
|
|
|
|
|
181,606
|
|
|
|
|
|
Receivables, net
|
|
13
|
|
|
157,103
|
|
|
|
9,172,384
|
|
|
|
151,905
|
|
|
|
8,787,107
|
|
Current assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Inventories, net
|
|
14
|
|
|
2,265,880
|
|
|
|
|
|
|
|
2,524,341
|
|
|
|
|
|
Receivables and prepayments, net
|
|
15
|
|
|
104,575
|
|
|
|
|
|
|
|
155,885
|
|
|
|
|
|
Current tax assets
|
|
16
|
|
|
167,388
|
|
|
|
|
|
|
|
121,332
|
|
|
|
|
|
Trade receivables, net
|
|
17
|
|
|
1,348,160
|
|
|
|
|
|
|
|
1,737,366
|
|
|
|
|
|
Derivative financial instruments
|
|
24
|
|
|
19,929
|
|
|
|
|
|
|
|
9,173
|
|
|
|
|
|
Other investments
|
|
18
|
|
|
210,376
|
|
|
|
|
|
|
|
487,734
|
|
|
|
|
|
Cash and cash equivalents
|
|
18
|
|
|
1,554,299
|
|
|
|
5,670,607
|
|
|
|
428,361
|
|
|
|
5,464,192
|
|
Total assets
|
|
|
|
|
|
|
|
|
14,842,991
|
|
|
|
|
|
|
|
14,251,299
|
|
EQUITY
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital and reserves attributable to owners of the parent
|
|
|
|
|
|
|
|
|
11,988,958
|
|
|
|
|
|
|
|
11,782,882
|
|
Non-controlling interests
|
|
|
|
|
|
|
|
|
197,414
|
|
|
|
|
|
|
|
92,610
|
|
Total equity
|
|
|
|
|
|
|
|
|
12,186,372
|
|
|
|
|
|
|
|
11,875,492
|
|
LIABILITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-current liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Borrowings
|
|
19
|
|
|
40,880
|
|
|
|
|
|
|
|
29,187
|
|
|
|
|
|
Lease liabilities
|
|
11
|
|
|
192,318
|
|
|
|
|
|
|
|
-
|
|
|
|
|
|
Deferred tax liabilities
|
|
20
|
|
|
336,982
|
|
|
|
|
|
|
|
379,039
|
|
|
|
|
|
Other liabilities
|
|
21 (i)
|
|
|
251,383
|
|
|
|
|
|
|
|
213,129
|
|
|
|
|
|
Provisions
|
|
22 (ii)
|
|
|
54,599
|
|
|
|
876,162
|
|
|
|
36,089
|
|
|
|
657,444
|
|
Current liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Borrowings
|
|
19
|
|
|
781,272
|
|
|
|
|
|
|
|
509,820
|
|
|
|
|
|
Lease liabilities
|
|
11
|
|
|
37,849
|
|
|
|
|
|
|
|
-
|
|
|
|
|
|
Derivative financial instruments
|
|
24
|
|
|
1,814
|
|
|
|
|
|
|
|
11,978
|
|
|
|
|
|
Current tax liabilities
|
|
16
|
|
|
127,625
|
|
|
|
|
|
|
|
250,233
|
|
|
|
|
|
Other liabilities
|
|
21 (ii)
|
|
|
176,264
|
|
|
|
|
|
|
|
165,693
|
|
|
|
|
|
Provisions
|
|
23 (ii)
|
|
|
17,017
|
|
|
|
|
|
|
|
24,283
|
|
|
|
|
|
Customer advances
|
|
|
|
|
82,729
|
|
|
|
|
|
|
|
62,683
|
|
|
|
|
|
Trade payables
|
|
|
|
|
555,887
|
|
|
|
1,780,457
|
|
|
|
693,673
|
|
|
|
1,718,363
|
|
Total liabilities
|
|
|
|
|
|
|
|
|
2,656,619
|
|
|
|
|
|
|
|
2,375,807
|
|
Total equity and liabilities
|
|
|
|
|
|
|
|
|
14,842,991
|
|
|
|
|
|
|
|
14,251,299
|
|
Contingencies, commitments and restrictions on the distribution of profits are disclosed
in Note 25.
The accompanying notes are an integral part of these Consolidated Financial Statements.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
Consolidated statement of changes in equity
(all amounts in thousands of U.S. dollars)
|
|
Attributable to owners of the parent
|
|
|
|
|
|
|
|
|
|
Share Capital (1)
|
|
|
Legal Reserves
|
|
|
Share Premium
|
|
|
Currency Translation Adjustment
|
|
|
Other Reserves (2)
|
|
|
Retained Earnings (3)
|
|
|
Total
|
|
|
Non-controlling interests
|
|
|
Total
|
|
Balance at December 31, 2018
|
|
|
1,180,537
|
|
|
|
118,054
|
|
|
|
609,733
|
|
|
|
(919,248
|
)
|
|
|
(322,310
|
)
|
|
|
11,116,116
|
|
|
|
11,782,882
|
|
|
|
92,610
|
|
|
|
11,875,492
|
|
Income (loss) for the year
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
742,686
|
|
|
|
742,686
|
|
|
|
(11,428
|
)
|
|
|
731,258
|
|
Currency translation adjustment
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(27,217
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
(27,217
|
)
|
|
|
(77
|
)
|
|
|
(27,294
|
)
|
Remeasurements of post employment benefit obligations, net of taxes
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(7,132
|
)
|
|
|
-
|
|
|
|
(7,132
|
)
|
|
|
(595
|
)
|
|
|
(7,727
|
)
|
Change in value of instruments at fair value through other comprehensive income and cash flow hedges, net of taxes
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
1,605
|
|
|
|
-
|
|
|
|
1,605
|
|
|
|
727
|
|
|
|
2,332
|
|
From other comprehensive income of non-consolidated companies
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(10,781
|
)
|
|
|
(9,066
|
)
|
|
|
-
|
|
|
|
(19,847
|
)
|
|
|
-
|
|
|
|
(19,847
|
)
|
Other comprehensive (loss) income for the year
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(37,998
|
)
|
|
|
(14,593
|
)
|
|
|
-
|
|
|
|
(52,591
|
)
|
|
|
55
|
|
|
|
(52,536
|
)
|
Total comprehensive income (loss) for the year
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(37,998
|
)
|
|
|
(14,593
|
)
|
|
|
742,686
|
|
|
|
690,095
|
|
|
|
(11,373
|
)
|
|
|
678,722
|
|
Acquisition and other changes in non-controlling interests (4)
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
1
|
|
|
|
-
|
|
|
|
1
|
|
|
|
117,984
|
|
|
|
117,985
|
|
Dividends paid in cash
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(484,020
|
)
|
|
|
(484,020
|
)
|
|
|
(1,807
|
)
|
|
|
(485,827
|
)
|
Balance at December 31, 2019
|
|
|
1,180,537
|
|
|
|
118,054
|
|
|
|
609,733
|
|
|
|
(957,246
|
)
|
|
|
(336,902
|
)
|
|
|
11,374,782
|
|
|
|
11,988,958
|
|
|
|
197,414
|
|
|
|
12,186,372
|
|
(1) The Company has an authorized share capital of a single class of 2.5 billion shares
having a nominal value of $1.00 per share. As of December 31, 2019 there were 1,180,536,830 shares issued. All issued shares are
fully paid.
(2) Other reserves include mainly the result of transactions with non-controlling interests
that do not result in a loss of control, the remeasurement of post-employment benefit obligations, the changes in value of cash
flow hedges and the changes in financial instruments measured at fair value through other comprehensive income.
(3) The restrictions to the distribution of profits
and payment of dividends according to Luxembourg Law are disclosed in Note 25.
(4) Related to Saudi Steel Pipe Company (“SSP”)
acquisition. See note 27.
The accompanying notes are an integral part of these Consolidated Financial Statements.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
(Cont.)
(all amounts in thousands of U.S. dollars)
|
|
Attributable to owners of the parent
|
|
|
|
|
|
|
|
|
|
Share Capital (1)
|
|
|
Legal Reserves
|
|
|
Share Premium
|
|
|
Currency Translation Adjustment
|
|
|
Other Reserves (2)
|
|
|
Retained Earnings
|
|
|
Total
|
|
|
Non-controlling interests
|
|
|
Total
|
|
Balance at December 31, 2017
|
|
|
1,180,537
|
|
|
|
118,054
|
|
|
|
609,733
|
|
|
|
(824,423
|
)
|
|
|
(320,569
|
)
|
|
|
10,718,853
|
|
|
|
11,482,185
|
|
|
|
98,785
|
|
|
|
11,580,970
|
|
Changes in accounting policies (Section II AP)
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
2,786
|
|
|
|
5,220
|
|
|
|
8,006
|
|
|
|
12
|
|
|
|
8,018
|
|
Balance at December 31, 2017 restated
|
|
|
1,180,537
|
|
|
|
118,054
|
|
|
|
609,733
|
|
|
|
(824,423
|
)
|
|
|
(317,783
|
)
|
|
|
10,724,073
|
|
|
|
11,490,191
|
|
|
|
98,797
|
|
|
|
11,588,988
|
|
Income (loss) for the year
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
876,063
|
|
|
|
876,063
|
|
|
|
(2,163
|
)
|
|
|
873,900
|
|
Currency translation adjustment
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(96,673
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
(96,673
|
)
|
|
|
(243
|
)
|
|
|
(96,916
|
)
|
Remeasurements of post employment benefit obligations, net of taxes
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
6,135
|
|
|
|
-
|
|
|
|
6,135
|
|
|
|
(104
|
)
|
|
|
6,031
|
|
Change in value of instruments at fair value through other comprehensive income and cash flow hedges, net of taxes
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(6,673
|
)
|
|
|
-
|
|
|
|
(6,673
|
)
|
|
|
6
|
|
|
|
(6,667
|
)
|
From other comprehensive income of non-consolidated companies
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
1,848
|
|
|
|
(3,987
|
)
|
|
|
-
|
|
|
|
(2,139
|
)
|
|
|
-
|
|
|
|
(2,139
|
)
|
Other comprehensive (loss) for the year
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(94,825
|
)
|
|
|
(4,525
|
)
|
|
|
-
|
|
|
|
(99,350
|
)
|
|
|
(341
|
)
|
|
|
(99,691
|
)
|
Total comprehensive income (loss) for the year
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(94,825
|
)
|
|
|
(4,525
|
)
|
|
|
876,063
|
|
|
|
776,713
|
|
|
|
(2,504
|
)
|
|
|
774,209
|
|
Acquisition and other changes in non-controlling interests
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(2
|
)
|
|
|
-
|
|
|
|
(2
|
)
|
|
|
(22
|
)
|
|
|
(24
|
)
|
Dividends paid in cash
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(484,020
|
)
|
|
|
(484,020
|
)
|
|
|
(3,661
|
)
|
|
|
(487,681
|
)
|
Balance at December 31, 2018
|
|
|
1,180,537
|
|
|
|
118,054
|
|
|
|
609,733
|
|
|
|
(919,248
|
)
|
|
|
(322,310
|
)
|
|
|
11,116,116
|
|
|
|
11,782,882
|
|
|
|
92,610
|
|
|
|
11,875,492
|
|
(all amounts in thousands of U.S. dollars)
|
|
Attributable to owners of the parent
|
|
|
|
|
|
|
|
|
|
Share Capital (1)
|
|
|
Legal Reserves
|
|
|
Share Premium
|
|
|
Currency Translation Adjustment
|
|
|
Other Reserves (2)
|
|
|
Retained Earnings
|
|
|
Total
|
|
|
Non-controlling interests
|
|
|
Total
|
|
Balance at December 31, 2016
|
|
|
1,180,537
|
|
|
|
118,054
|
|
|
|
609,733
|
|
|
|
(965,955
|
)
|
|
|
(313,088
|
)
|
|
|
10,658,136
|
|
|
|
11,287,417
|
|
|
|
125,655
|
|
|
|
11,413,072
|
|
Income (loss) for the year
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
544,737
|
|
|
|
544,737
|
|
|
|
(8,348
|
)
|
|
|
536,389
|
|
Currency translation adjustment
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
151,080
|
|
|
|
-
|
|
|
|
-
|
|
|
|
151,080
|
|
|
|
682
|
|
|
|
151,762
|
|
Remeasurements of post employment benefit obligations, net of taxes
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(7,423
|
)
|
|
|
-
|
|
|
|
(7,423
|
)
|
|
|
126
|
|
|
|
(7,297
|
)
|
Change in value of available for sale financial instruments and cash flow hedges net of tax
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
4,549
|
|
|
|
-
|
|
|
|
4,549
|
|
|
|
(24
|
)
|
|
|
4,525
|
|
From other comprehensive income of non-consolidated companies
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(9,548
|
)
|
|
|
136
|
|
|
|
-
|
|
|
|
(9,412
|
)
|
|
|
-
|
|
|
|
(9,412
|
)
|
Other comprehensive income (loss) for the year
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
141,532
|
|
|
|
(2,738
|
)
|
|
|
-
|
|
|
|
138,794
|
|
|
|
784
|
|
|
|
139,578
|
|
Total comprehensive income (loss) for the year
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
141,532
|
|
|
|
(2,738
|
)
|
|
|
544,737
|
|
|
|
683,531
|
|
|
|
(7,564
|
)
|
|
|
675,967
|
|
Acquisition and other changes in non-controlling interests
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(4,743
|
)
|
|
|
-
|
|
|
|
(4,743
|
)
|
|
|
4,694
|
|
|
|
(49
|
)
|
Dividends paid in cash
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(484,020
|
)
|
|
|
(484,020
|
)
|
|
|
(24,000
|
)
|
|
|
(508,020
|
)
|
Balance at December 31, 2017
|
|
|
1,180,537
|
|
|
|
118,054
|
|
|
|
609,733
|
|
|
|
(824,423
|
)
|
|
|
(320,569
|
)
|
|
|
10,718,853
|
|
|
|
11,482,185
|
|
|
|
98,785
|
|
|
|
11,580,970
|
|
(1) The Company has an authorized share capital of a single class of 2.5 billion shares
having a nominal value of $1.00 per share. As of December 31, 2018 and 2017 there were 1,180,536,830 shares issued. All issued
shares are fully paid.
(2) Other reserves include mainly the result of transactions with non-controlling interests
that do not result in a loss of control, the remeasurement of post-employment benefit obligations and the changes in value of cash
flow hedges and in available for sale financial instruments.
The accompanying notes are an integral part of these Consolidated Financial Statements.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
CONSOLIDATED STATEMENT OF CASH FLOWS
(all amounts in thousands of U.S. dollars)
|
|
|
|
Year ended December 31,
|
|
|
|
Notes
|
|
2019
|
|
|
2018
|
|
|
2017
|
|
Cash flows from operating activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income for the year
|
|
|
|
|
731,258
|
|
|
|
873,900
|
|
|
|
536,389
|
|
Adjustments for:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
9, 10 & 11
|
|
|
539,521
|
|
|
|
664,357
|
|
|
|
608,640
|
|
Income tax accruals less payments
|
|
28(ii)
|
|
|
(193,417
|
)
|
|
|
58,494
|
|
|
|
(193,989
|
)
|
Equity in earnings of non-consolidated companies
|
|
12
|
|
|
(82,036
|
)
|
|
|
(193,994
|
)
|
|
|
(116,140
|
)
|
Interest accruals less payments, net
|
|
28(iii)
|
|
|
(4,381
|
)
|
|
|
6,151
|
|
|
|
11,550
|
|
Changes in provisions
|
|
|
|
|
2,739
|
|
|
|
(8,396
|
)
|
|
|
(17,245
|
)
|
Income from the sale of Conduit business
|
|
29
|
|
|
-
|
|
|
|
-
|
|
|
|
(89,694
|
)
|
Changes in working capital
|
|
28(i)
|
|
|
523,109
|
|
|
|
(737,952
|
)
|
|
|
(853,184
|
)
|
Currency translation adjustment and others
|
|
|
|
|
11,146
|
|
|
|
(51,758
|
)
|
|
|
91,648
|
|
Net cash provided by (used in) operating activities
|
|
|
|
|
1,527,939
|
|
|
|
610,802
|
|
|
|
(22,025
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital expenditures
|
|
9 & 10
|
|
|
(350,174
|
)
|
|
|
(349,473
|
)
|
|
|
(558,236
|
)
|
Changes in advance to suppliers of property, plant and equipment
|
|
|
|
|
3,820
|
|
|
|
4,851
|
|
|
|
7,077
|
|
Proceeds from disposal of Conduit business
|
|
29
|
|
|
-
|
|
|
|
-
|
|
|
|
327,631
|
|
Acquisition of subsidiaries, net of cash acquired
|
|
27
|
|
|
(132,845
|
)
|
|
|
-
|
|
|
|
(10,418
|
)
|
Investment in companies under cost method
|
|
|
|
|
(2,933
|
)
|
|
|
-
|
|
|
|
(3,681
|
)
|
Investment in non-consolidated companies
|
|
26
|
|
|
(19,610
|
)
|
|
|
-
|
|
|
|
-
|
|
Loan to non-consolidated companies
|
|
12 c
|
|
|
-
|
|
|
|
(14,740
|
)
|
|
|
(10,956
|
)
|
Repayment of loan by non-consolidated companies
|
|
12 c
|
|
|
40,470
|
|
|
|
9,370
|
|
|
|
3,900
|
|
Proceeds from disposal of property, plant and equipment and intangible assets
|
|
|
|
|
2,091
|
|
|
|
6,010
|
|
|
|
5,443
|
|
Dividends received from non-consolidated companies
|
|
12
|
|
|
28,974
|
|
|
|
25,722
|
|
|
|
22,971
|
|
Changes in investments in securities
|
|
|
|
|
389,815
|
|
|
|
717,368
|
|
|
|
565,387
|
|
Net cash (used in) provided by investing activities
|
|
|
|
|
(40,392
|
)
|
|
|
399,108
|
|
|
|
349,118
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends paid
|
|
8
|
|
|
(484,020
|
)
|
|
|
(484,020
|
)
|
|
|
(484,020
|
)
|
Dividends paid to non-controlling interest in subsidiaries
|
|
|
|
|
(1,872
|
)
|
|
|
(3,498
|
)
|
|
|
(24,000
|
)
|
Changes in non-controlling interests
|
|
|
|
|
1
|
|
|
|
(24
|
)
|
|
|
(49
|
)
|
Payments of lease liabilities
|
|
11
|
|
|
(41,530
|
)
|
|
|
-
|
|
|
|
-
|
|
Proceeds from borrowings
|
|
|
|
|
1,332,716
|
|
|
|
1,019,302
|
|
|
|
1,196,781
|
|
Repayments of borrowings
|
|
|
|
|
(1,159,053
|
)
|
|
|
(1,432,202
|
)
|
|
|
(1,090,129
|
)
|
Net cash used in financing activities
|
|
|
|
|
(353,758
|
)
|
|
|
(900,442
|
)
|
|
|
(401,417
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase (decrease) in cash and cash equivalents
|
|
|
|
|
1,133,789
|
|
|
|
109,468
|
|
|
|
(74,324
|
)
|
Movement in cash and cash equivalents
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At the beginning of the year
|
|
|
|
|
426,717
|
|
|
|
330,090
|
|
|
|
398,580
|
|
Effect of exchange rate changes
|
|
|
|
|
(6,231
|
)
|
|
|
(12,841
|
)
|
|
|
5,834
|
|
Increase (decrease) in cash and cash equivalents
|
|
|
|
|
1,133,789
|
|
|
|
109,468
|
|
|
|
(74,324
|
)
|
At December 31,
|
|
28(iv)
|
|
|
1,554,275
|
|
|
|
426,717
|
|
|
|
330,090
|
|
|
|
|
|
At December 31,
|
|
Cash and cash equivalents
|
|
|
|
2019
|
|
|
2018
|
|
|
2017
|
|
Cash and bank deposits
|
|
|
|
|
1,554,299
|
|
|
|
428,361
|
|
|
|
330,221
|
|
Bank overdrafts
|
|
18
|
|
|
(24
|
)
|
|
|
(1,644
|
)
|
|
|
(131
|
)
|
|
|
|
|
|
1,554,275
|
|
|
|
426,717
|
|
|
|
330,090
|
|
The accompanying notes are an integral part of these Consolidated Financial
Statements.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
Index
TO the notes to the consolidated financial statements
I
|
GENERAL INFORMATION
|
IV
|
OTHER NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
|
|
|
1
|
Segment information
|
II
|
ACCOUNTING POLICIES (“AP”)
|
2
|
Cost of sales
|
A
|
Basis of presentation
|
3
|
Selling, general and administrative expenses
|
B
|
Group accounting
|
4
|
Labor costs (included in Cost of sales and in Selling, general and administrative expenses)
|
C
|
Segment information
|
5
|
Other operating income and expenses
|
D
|
Foreign currency translation
|
6
|
Financial results
|
E
|
Property, plant and equipment
|
7
|
Income tax
|
F
|
Intangible assets
|
8
|
Dividends distribution
|
G
|
Impairment of non-financial assets
|
9
|
Property, plant and equipment, net
|
H
|
Other investments
|
10
|
Intangible assets, net
|
I
|
Inventories
|
11
|
Right-of-use assets, net and lease liabilities
|
J
|
Trade and other receivables
|
12
|
Investments in non-consolidated companies
|
K
|
Cash and cash equivalents
|
13
|
Receivables - non current
|
L
|
Equity
|
14
|
Inventories, net
|
M
|
Borrowings
|
15
|
Receivables and prepayments, net
|
N
|
Current and deferred income tax
|
16
|
Current tax assets and liabilities
|
O
|
Employee benefits
|
17
|
Trade receivables, net
|
P
|
Provisions
|
18
|
Cash and cash equivalents and other investments
|
Q
|
Trade and other payables
|
19
|
Borrowings
|
R
|
Revenue recognition
|
20
|
Deferred income tax
|
S
|
Cost of sales and other selling expenses
|
21
|
Other liabilities
|
T
|
Earnings per share
|
22
|
Non-current allowances and provisions
|
U
|
Financial instruments
|
23
|
Current allowances and provisions
|
V
|
Non-current assets held for sale and discontinued operations
|
24
|
Derivative financial instruments
|
|
|
25
|
Contingencies, commitments and restrictions on the distribution of profits
|
III
|
FINANCIAL RISK MANAGEMENT
|
26
|
Agreement to build a welded pipe plant in West Siberia
|
|
|
27
|
Business combinations
|
A
|
Financial risk factors
|
28
|
Cash flow disclosures
|
B
|
Category of financial instruments and classification within the fair value hierarchy
|
29
|
Discontinued Operations
|
C
|
Fair value estimation
|
30
|
Related party transactions
|
D
|
Accounting for derivative financial instruments and hedging activities
|
31
|
Fees paid to the Company's principal accountant
|
|
|
32
|
Principal subsidiaries
|
|
|
33
|
Nationalization of Venezuelan subsidiaries
|
|
|
34
|
Delisting of Tenaris’s shares from the Buenos Aires stock exchange
|
|
|
35
|
Subsequent events
|
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
I. GENERAL INFORMATION
Tenaris S.A. (the “Company”) was established as a public
limited liability company (societé anonyme) under the laws of the Grand-Duchy of Luxembourg on December 17, 2001.
The Company holds, either directly or indirectly, controlling interests in various subsidiaries in the steel pipe manufacturing
and distribution businesses. References in these Consolidated Financial Statements to “Tenaris” refer to the Company
and its consolidated subsidiaries. A list of the principal Company’s subsidiaries is included in Note 32 to these Consolidated
Financial Statements.
The Company’s shares trade on the Italian Stock Exchange and
the Mexican Stock Exchange; the Company’s American Depositary Securities (“ADS”) trade on the New York Stock
Exchange.
These Consolidated Financial Statements were approved for issuance
by the Company’s Board of Directors on February 19, 2020.
II. Accounting policies
The principal accounting policies applied in the preparation of
these Consolidated Financial Statements are set out below. These policies have been consistently applied to all the years presented,
unless otherwise stated.
A Basis of presentation
The Consolidated Financial Statements of Tenaris have been prepared
in accordance with International Financial Reporting Standards (“IFRS”), as issued by the International Accounting
Standards Board (“IASB”) and in accordance with IFRS as adopted by the European Union, under the historical cost convention,
as modified by the revaluation of certain financial assets and liabilities (including derivative instruments) and plan assets at
fair value. The Consolidated Financial Statements are, unless otherwise noted, presented in thousands of U.S. dollars (“$”).
Whenever necessary, certain comparative amounts have been reclassified
to conform to changes in presentation in the current year.
Following the sale of the steel electric conduit business in North
America, known as Republic Conduit, in January 2017, the results of the mentioned business are presented as discontinued operations
in accordance with IFRS 5, "Non-current Assets Held for Sale and Discontinued Operations". Consequently, all comparative
amounts related to discontinued operations within each line item of the Consolidated Income Statement are reclassified into discontinued
operations. The Consolidated Statement of Cash Flows includes the cash flows for continuing and discontinued operations. Cash flows
from discontinued operations and earnings per share are disclosed separately in Note 29, as well as additional information detailing
net assets of disposal group classified as held for sale and discontinued operations.
The preparation of Consolidated Financial Statements in conformity
with IFRS requires management to make certain accounting estimates and assumptions that might affect among others, the reported
amounts of assets, liabilities, contingent assets and liabilities, revenues and expenses. Actual results may differ from these
estimates. The main areas involving significant estimates or judgements are: Impairment of goodwill and long-lived assets (note
II.G); Income Taxes (note II.N); Loss contingencies (note II.P); Defined benefit obligations (note II.O), Business Combinations
(notes II.B, III.27); Useful lives of property, plant and equipment and other long-lived assets (notes II.E, II.F, II.G).
(1)
|
|
Accounting pronouncements applicable as from January 1, 2019 and relevant for Tenaris
|
IFRS 16, “Leases”
Tenaris has adopted IFRS 16 “Leases” from January 1,
2019. In accordance with the transition provisions in IFRS 16, Tenaris has adopted the new rules using the modified retrospective
approach, meaning that reclassifications of the adoption was recognized in the opening balance sheet as of January 1, 2019 and
that comparatives were not restated.
Upon adoption of IFRS 16, Tenaris recognized lease liabilities in
relation to leases which had previously been classified as “operating leases” under the principles of IAS 17 “Leases”.
These liabilities were measured at the present value of the remaining lease payments, discounted using the lessee’s incremental
borrowing rate as of January 1, 2019. The associated right-of-use assets were measured at the amount equal to the lease liability,
adjusted by the amount of any prepaid or accrued lease payments relating to that lease recognized in the balance sheet as of December
31, 2018. The difference between the amount of the lease liability recognized in the statement of financial position at the date
of initial application and the operating lease commitments under IAS 17 is related to leases with a duration lower than 12 months,
low value leases and/or leases with clauses related to variable payments.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
A Basis of presentation (Cont.)
(1)
|
|
Accounting pronouncements applicable as from January 1, 2019 and relevant for Tenaris
(Cont.)
|
IFRS 16, “Leases” (Cont.)
Leases are recognized as a right-of-use asset and a corresponding
liability at the date at which the leased asset is available for use by the group. Each lease payment is allocated between the
liability and finance cost. The finance cost is charged to profit or loss over the lease period so as to produce a constant periodic
rate of interest on the remaining balance of the liability for each period. The right-of-use asset is depreciated over the lease
term on a straight-line basis.
Lease liabilities include the net present value of i) fixed payments,
less any lease incentives receivable, ii) variable lease payments that are based on an index or a rate, iii) amounts expected to
be payable by the lessee under residual value guarantees, iv) the exercise price of a purchase option if the lessee is reasonably
certain to exercise that option, and v) payments of penalties for terminating the lease, if the lease term reflects the lessee
exercising that option.
The lease payments are discounted using the interest rate implicit
in the lease. If that rate cannot be determined, the lessee’s incremental borrowing rate is used, being the rate that the
lessee would have to pay to borrow the funds necessary to obtain an asset of similar value in a similar economic environment with
similar terms and conditions.
Right-of-use assets are measured at cost comprising the amount of
the initial measurement of lease liability, any lease payments made at or before the commencement date less any lease incentives
received and any initial direct costs incurred by the lessee.
Payments associated with short-term leases and leases of low-value
assets are recognized on a straight-line basis as an expenses in profit or loss. Short-term leases are leases with a lease term
of 12 months or less. Low-value comprise mainly IT equipment and small items of office furniture.
In determining the lease term, management considers all facts and
circumstances that create an economic incentive to exercise an extension option, or not exercise a termination option. Extension
options (or periods after termination options) are only included in the lease term if the lease is reasonably certain to be extended
(or not terminated).
IFRIC 23, "Uncertainty over Income Tax Treatments"
Tenaris has adopted IFRIC 23 “Uncertainty over Income Tax
Treatments” from January 1, 2019. This interpretation clarifies how the recognition and measurement requirements of IAS 12
“Income taxes” are applied where there is uncertainty over income tax treatments.
Other accounting pronouncements that became effective during 2019
have no material effect on the Company’s financial condition or results of operations.
B Group accounting
(1)
|
|
Subsidiaries and transactions with non-controlling interests
|
Subsidiaries are all entities over which Tenaris has control. Tenaris
controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability
to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is
exercised by the Company and are no longer consolidated from the date control ceases.
The acquisition method of accounting is used to account for the
acquisition of subsidiaries by Tenaris. The cost of an acquisition is measured as the fair value of the assets transferred, equity
instruments issued and liabilities incurred or assumed at the date of exchange. Acquisition-related costs are expensed as incurred.
Identifiable assets acquired, liabilities and contingent liabilities assumed in a business combination are measured initially at
their fair values at the acquisition date. Any non-controlling interest in the acquiree is measured either at fair value or at
the non-controlling interest’s proportionate share of the acquiree’s net assets. The excess of the aggregate of the
consideration transferred and the amount of any non-controlling interest in the acquiree over the fair value of the identifiable
net assets acquired is recorded as goodwill. If this is less than the fair value of the net assets of the subsidiary acquired,
the difference is recognized directly in the Consolidated Income Statement.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
B Group accounting (Cont.)
(1)
|
|
Subsidiaries and transactions with non-controlling interests (Cont.)
|
Contingent consideration is classified either as equity or as a
financial liability. Amounts classified as a financial liability are subsequently remeasured to fair value with changes in fair
value recognized in profit or loss.
If the business combination is achieved in stages, the acquisition
date carrying value of the acquirer’s previously held equity interest in the acquiree is remeasured to fair value at the
acquisition date. Any gains or losses arising from such remeasurement are recognized in profit or loss.
Transactions with non-controlling interests that do not result in
a loss of control are accounted as transactions with equity owners of the Company. For purchases from non-controlling interests,
the difference between any consideration paid and the relevant share acquired of the carrying value of net assets of the subsidiary
is recorded in equity. Gains or losses on disposals to non-controlling interests are also recorded in equity.
When the Company ceases to have control or significant influence,
any retained interest in the entity is remeasured to its fair value, with the change in carrying amount recognized in profit or
loss. The fair value is the initial carrying amount for the purposes of subsequently accounting for the retained interest as an
associate, joint venture or financial asset. In addition, any amounts previously recognized in other comprehensive income in respect
of that entity are accounted for as if the group had directly disposed of the related assets or liabilities. This may mean that
amounts previously recognized in other comprehensive income are reclassified to profit or loss.
Material intercompany transactions, balances and unrealized gains
(losses) on transactions between Tenaris subsidiaries have been eliminated in consolidation. However, since the functional currency
of some subsidiaries is its respective local currency, some financial gains (losses) arising from intercompany transactions are
generated. These are included in the Consolidated Income Statement under Other financial results.
(2)
|
|
Non-consolidated companies
|
Non-consolidated companies are all entities in which Tenaris has
significant influence but not control, generally accompanying a shareholding of between 20% and 50% of the voting rights. Investments
in non-consolidated companies (associated and joint ventures) are accounted for by the equity method of accounting and are initially
recognized at cost. The Company’s investment in non-consolidated companies includes goodwill identified in acquisition, net
of any accumulated impairment loss.
Under the equity method of accounting, the investments are initially
recognized at cost and adjusted thereafter to recognize Tenaris’s share of the post-acquisition profits or losses of the
investee in profit or loss, and Tenaris’s share of movements in other comprehensive income of the investee in other comprehensive
income. Dividends received or receivable from associates and joint ventures are recognized as a reduction in the carrying amount
of the investment.
If material, unrealized results on transactions between Tenaris
and its non-consolidated companies are eliminated to the extent of Tenaris’s interest in the non-consolidated companies.
Unrealized losses are also eliminated unless the transaction provides evidence of an impairment indicator of the asset transferred.
Financial statements of non-consolidated companies have been adjusted where necessary to ensure consistency with IFRS.
The Company’s
pro-rata share of earnings in non-consolidated companies is recorded in the Consolidated Income Statement under Equity in
earnings (losses) of non-consolidated companies. The Company’s pro-rata share of changes
in other comprehensive income is recognized in the Consolidated Statement of Comprehensive Income.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
B Group accounting (Cont.)
(2)
|
|
Non-consolidated companies (Cont.)
|
Ternium
At December
31, 2019, Tenaris holds 11.46% of Ternium S.A (“Ternium”)’s common stock. The following factors and circumstances
evidence that Tenaris has significant influence (as defined by IAS 28, “Investments in associates companies and Joint Ventures”)
over Ternium, and as a result the Company’s investment in Ternium has been accounted for under the equity method:
|
§
|
Both the Company and Ternium are under the indirect common control of San Faustin S.A.;
|
|
§
|
Four out of eight members of Ternium’s Board of Directors (including Ternium’s Chairman)
are also members of the Company’s Board of Directors;
|
|
§
|
Under the shareholders’ agreement by and between the Company and Techint Holdings S.à
r.l, a wholly owned subsidiary of San Faustin S.A. and Ternium’s main shareholder, dated January 9, 2006, Techint Holdings
S.à.r.l, is required to take actions within its power to cause (a) one of the members of Ternium’s Board of Directors
to be nominated by the Company and (b) any director nominated by the Company to be only removed from Ternium’s Board of Directors
pursuant to previous written instructions of the Company.
|
Usiminas
At December 31, 2019, Tenaris holds through its Brazilian subsidiary
Confab Industrial S.A. (“Confab”), 5.2% of the shares with voting rights and 3.07% of Usinas Siderúrgicas de
Minas Gerais S.A. (“Usiminas”) total share capital.
The acquisition of Usiminas shares was part of a larger transaction
performed on January 16, 2012, pursuant to which Ternium, certain of its subsidiaries and Confab
joined Usiminas’ existing control group through the acquisition of ordinary shares representing 27.7% of Usiminas’
total voting capital and 13.8% of Usiminas’ total share capital. A shareholders’ agreement
governed the rights and obligations of the several control group members.
In April and May 2016 Tenaris’s subsidiary Confab subscribed,
in the aggregate, to 1.3 million preferred shares (BRL1.28 per share) for a total amount of BRL1.6 million (approximately $0.5
million) and 11.5 million ordinary shares (BRL5.00 per share) for a total amount of BRL57.5 million (approximately $16.6 million).
The preferred and ordinary shares were issued on June 3, 2016 and July 19, 2016, respectively. Consequently as of December 31,
2019 Tenaris owns 36.5 million ordinary shares and 1.3 million preferred shares of Usiminas.
In 2014, a conflict arose between the T/T Group (comprising Confab
and Ternium’s subsidiaries Ternium Investments, Ternium Argentina and Prosid Investments) and Nippon Steel & Sumitomo
Metal Corporation (“NSSMC”) with respect to the governance of Usiminas.
On February 8, 2018, Ternium Investments resolved the dispute with
NSSMC, and on April 10, 2018, the T/T Group entities (including Confab), NSSMC and Previdência Usiminas entered into a new
shareholders’ agreement for Usiminas, amending and restating the previously existing shareholders agreement (the “New
SHA”). Usiminas’ control group now holds, in the aggregate, 483.6 million ordinary shares bound to the New SHA, representing
approximately 68.6% of Usiminas’ voting capital, with the T/T Group holding approximately 47.1% of the total shares held
by the control group (39.5% corresponding to the Ternium entities and the other 7.6% corresponding to Confab); NSSMC holding approximately
45.9% of the total shares held by the control group; and Previdência Usiminas holding the remaining 7% of the total shares
held by the control group.
The New SHA reflects the agreed-upon corporate governance rules
for Usiminas, including, among others, an alternation mechanism for the nomination of each of the chief executive officer and the
Chairman of the board of directors, as well as a mechanism for the nomination of other members of Usiminas’ executive board.
The New SHA also incorporates an exit mechanism consisting of a buy-and-sell procedure, exercisable at any time during the term
of the New SHA after the fourth-and-a-half-year anniversary from the May 2018 election of Usiminas’ executive board. Such
exit mechanism shall apply with respect to shares held by NSSMC and the T/T Group, and would allow either Ternium or NSSMC to purchase
all or a majority of the Usiminas shares held by the other shareholder.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
B Group accounting (Cont.)
(2)
|
|
Non-consolidated companies (Cont.)
|
Usiminas (Cont.)
In connection with the execution of the New SHA, Confab and the
Ternium entities amended and restated their separate shareholders’ agreement governing their respective rights and obligations
as members of the T/T Group to include provisions relating to the exit mechanism and generally to conform such separate shareholders’
agreement to the other provisions of the New SHA. The rights of Confab and Ternium and its subsidiaries within the Ternium - Tenaris
Group are governed under such amended and restated separate shareholders agreement. Those circumstances evidence that Tenaris has
significant influence over Usiminas, and consequently, accounted it for under the equity method (as defined by IAS 28).
Techgen
Techgen S.A. de C.V. (“Techgen”) is a Mexican joint
venture company owned 48% by Ternium, 30% by Tecpetrol International S.A. and 22% by Tenaris. Techgen operates a natural gas-fired
combined electric power plant in the Pesquería area of the State of Nuevo Leon, México. Tenaris, Ternium and Tecpetrol
International S.A. are parties to a shareholders’ agreement relating to the governance of Techgen. In addition, the Company,
Ternium and Tecpetrol International S.A. are under the indirect common control of San Faustin S.A., consequently Tenaris accounted
it’s interest under the equity method (as defined by IAS 28).
Tenaris carries its investment in Ternium, Usiminas and Techgen
under the equity method, with no additional goodwill or intangible assets recognized. Tenaris reviews investments in non-consolidated
companies for impairment whenever events or changes in circumstances indicate that the asset’s carrying amount may not be
recoverable. At December 31, 2019, 2018 and 2017, no impairment provisions were recorded in any of the aforementioned investments.
See Note 12.
C Segment information
The Company is organized in one major business segment, Tubes, which
is also the reportable operating segment.
The Tubes segment includes the production and sale of both seamless
and welded steel tubular products and related services mainly for the oil and gas industry, particularly oil country tubular goods
(OCTG) used in drilling operations, and for other industrial applications with production processes that consist in the transformation
of steel into tubular products. Business activities included in this segment are mainly dependent on the oil and gas industry worldwide,
as this industry is a major consumer of steel pipe products, particularly OCTG used in drilling activities. Demand for steel pipe
products from the oil and gas industry has historically been volatile and depends primarily upon the number of oil and natural
gas wells being drilled, completed and reworked, and the depth and drilling conditions of these wells. Sales are generally made
to end users, with exports being done through a centrally managed global distribution network and domestic sales are made through
local subsidiaries. Corporate general and administrative expenses have been allocated to the Tubes segment.
Others includes all other business activities and operating segments
that are not required to be separately reported, including the production and selling of sucker rods, industrial equipment, coiled
tubing, utility conduits for buildings, heat exchangers, energy and raw materials that exceed internal requirements.
Tenaris’s Chief Operating Decision Maker (CEO) holds monthly
meetings with senior management, in which operating and financial performance information is reviewed, including financial information
that differs from IFRS principally as follows:
|
§
|
The use of direct cost methodology to calculate the inventories, while under IFRS it is at full
cost, including absorption of production overheads and depreciations;
|
|
§
|
The use of costs based on previously internally defined cost estimates, while, under IFRS, costs
are calculated at historical cost;
|
|
§
|
Other timing differences, if any.
|
Tenaris presents its geographical information in five areas: North
America, South America, Europe, Middle East and Africa and Asia Pacific. For purposes of reporting geographical information, net
sales are allocated to geographical areas based on the customer’s location; allocation of assets, capital expenditures and
associated depreciations and amortizations are based on the geographical location of the assets.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
D Foreign
currency translation
(1)
|
|
Functional and presentation currency
|
IAS 21 (revised), “The effects of changes in foreign exchange
rates” defines the functional currency as the currency of the primary economic environment in which an entity operates.
The functional and presentation currency of the Company is the U.S.
dollar. The U.S. dollar is the currency that best reflects the economic substance of the underlying events and circumstances relevant
to Tenaris’s global operations.
Except for the Brazilian and Italian subsidiaries whose functional
currencies are their local currencies, Tenaris determined that the functional currency of its other subsidiaries is the U.S. dollar,
based on the following principal considerations:
|
§
|
Sales are mainly negotiated, denominated and settled in U.S. dollars. If priced in a currency other
than the U.S. dollar, the sales price may consider exposure to fluctuation in the exchange rate versus the U.S. dollar;
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§
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Prices of their critical raw materials and inputs are priced and settled in U.S. dollars;
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§
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Transaction and operational environment and the cash flow of these operations have the U.S. dollar
as reference currency;
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§
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Significant level of integration of the local operations within Tenaris’s international global
distribution network;
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§
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Net financial assets and liabilities are mainly received and maintained in U.S. dollars;
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§
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The exchange rate of certain legal currencies has long-been affected by recurring and severe economic
crises.
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(2)
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Transactions in currencies other than the functional currency
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Transactions in currencies other
than the functional currency are translated into the functional currency using the exchange rates prevailing at the date of the
transactions or valuation where items are re-measured.
At the end of each reporting period:
(i) monetary items denominated in currencies other than the functional currency are translated using the closing rates; (ii) non-monetary
items that are measured in terms of historical cost in a currency other than the functional currency are translated using the exchange
rates prevailing at the date of the transactions; and (iii) non-monetary items that are measured at fair value in a currency other
than the functional currency are translated using the exchange rates prevailing at the date when the fair value was determined.
Foreign exchange gains and losses
resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities
denominated in currencies other than the functional currency are recorded as gains and losses from foreign exchange and included
in Other financial results in the Consolidated Income Statement, except when deferred in equity as qualifying cash flow
hedges and qualifying net investment hedges.
(3)
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Translation of financial information in currencies other than the functional currency
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Results of operations for subsidiaries whose functional currencies
are not the U.S. dollar are translated into U.S. dollars at the average exchange rates for each quarter of the year. Financial
statement positions are translated at the year-end exchange rates. Translation differences are recognized in a separate component
of equity as currency translation adjustments. In the case of a sale or other disposal of any of such subsidiaries, any accumulated
translation difference would be recognized in income as a gain or loss from the sale.
Goodwill and fair value adjustments arising from the acquisition
of a foreign operation are treated as assets and liabilities of the foreign operation and translated at the closing rate.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
E Property, plant and equipment
Property, plant and equipment are recognized at historical acquisition
or construction cost less accumulated depreciation and impairment losses. Historical cost includes expenditure that is directly
attributable to the acquisition of the items. Property, plant and equipment acquired through acquisitions accounted for as business
combinations have been valued initially at the fair market value of the assets acquired.
Major overhaul and rebuilding expenditures are capitalized as property,
plant and equipment only when it is probable that future economic benefits associated with the item will flow to the Company and
the investment enhances the condition of assets beyond its original condition. The carrying amount of the replaced part is derecognized.
Maintenance expenses on manufacturing properties are recorded as cost of products sold in the year in which they are incurred.
Cost may also include transfers from equity of any gains or losses
on qualifying cash flow hedges of foreign currency purchases of property, plant and equipment.
Borrowing costs that are attributable to the acquisition or construction
of certain capital assets are capitalized as part of the cost of the asset, in accordance with IAS 23(R), “Borrowing Costs”.
Assets for which borrowing costs are capitalized are those that require a substantial period of time to prepare for their intended
use.
The depreciation method is reviewed at each year end. Depreciation
is calculated using the straight-line method to depreciate the cost of each asset to its residual value over its estimated useful
life, as follows:
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Land
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No Depreciation
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Buildings and improvements
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30-50 years
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Plant and production equipment
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10-40 years
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Vehicles, furniture and fixtures, and other equipment
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4-10 years
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The assets’ residual values and useful lives of significant
plant and production equipment are reviewed and adjusted, if appropriate, at each year-end date. An asset’s carrying amount
is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable
amount.
Management’s re-estimation of assets useful lives, performed
in accordance with IAS 16, “Property, Plant and Equipment”, did not materially affect depreciation expenses for 2019,
2018 and 2017.
Tenaris depreciates each significant part of an item of property,
plant and equipment for its different production facilities that (i) can be properly identified as an independent component with
a cost that is significant in relation to the total cost of the item, and (ii) has a useful operating life that is different from
another significant part of that same item of property, plant and equipment.
Gains and losses on disposals are determined by comparing the proceeds
with the carrying amount of assets and are recognized under Other operating income or Other operating expenses in
the Consolidated Income Statement.
F Intangible assets
Goodwill represents
the excess of the acquisition cost over the fair value of Tenaris’s share of net identifiable assets acquired as part of
business combinations determined mainly by independent valuations. Goodwill is tested at least annually for impairment and carried
at cost less accumulated impairment losses. Impairment losses on goodwill are not reversed. Goodwill is included in the Consolidated
Statement of Financial Position under Intangible assets, net.
For the purpose of impairment
testing, goodwill is allocated to a CGU or group of CGUs that are expected to benefit from the business combination which generated
the goodwill being tested.
(2) Information
systems projects
Costs associated with maintaining computer software programs are
generally recognized as an expense as incurred. However, costs directly related to the development, acquisition and implementation
of information systems are recognized as intangible assets if it is probable that they have economic benefits exceeding one year
and comply with the recognition criteria of IAS 38, “Intangible Assets”.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
F Intangible assets (Cont.)
(2)
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Information systems projects (Cont.)
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Information systems projects recognized as assets are amortized
using the straight-line method over their useful lives, generally not exceeding a period of 3 years. Amortization charges are mainly
classified as Selling, general and administrative expenses in the Consolidated Income Statement.
Management’s re-estimation of assets useful lives, performed
in accordance with IAS 38, did not materially affect amortization expenses for 2019, 2018 and 2017.
(3)
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Licenses, patents, trademarks and proprietary technology
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Licenses, patents, trademarks, and proprietary technology acquired
in a business combination are initially recognized at fair value at the acquisition date. Licenses, patents, proprietary technology
and those trademarks that have a finite useful life are carried at cost less accumulated amortization. Amortization is calculated
using the straight-line method to allocate the cost over their estimated useful lives, and does not exceed a period of 10 years.
Amortization charges are mainly classified as Selling, general and administrative expenses in the Consolidated Income Statement.
The balance of acquired trademarks that have indefinite useful lives
according to external appraisal amounts to $86.7 million at December 31, 2019, 2018 and 2017, and are included in Hydril CGU. Main
factors considered in the determination of the indefinite useful lives include the years that they have been in service and their
recognition among customers in the industry.
Management’s re-estimation of assets useful lives, performed
in accordance with IAS 38, did not materially affect amortization expenses for 2019, 2018 and 2017.
(4)
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Research and development
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Research expenditures as well as development costs that do not fulfill
the criteria for capitalization are recorded as Cost of sales in the Consolidated Income Statement as incurred. Research
and development expenditures included in Cost of sales for the years 2019, 2018 and 2017 totaled $61.1 million, $63.4 million
and $63.7 million, respectively.
Capitalized costs were not material for the years 2019, 2018 and
2017.
(5)
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Customer relationships
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In accordance with IFRS 3, "Business Combinations"
and IAS 38, Tenaris has recognized the value of customer relationships separately from goodwill attributable to the acquisition
of Maverick and Hydril groups, as well as the more recent acquisition of SSP.
Customer relationships acquired in a business combination
are recognized at fair value at the acquisition date, have a finite useful life and are carried at cost less accumulated amortization.
Amortization is calculated using the straight line method over the initial expected useful life of approximately 14 years for Maverick,
10 years for Hydril and 9 years for SSP.
In 2018 the Company reviewed the useful life of
Maverick’s Tubes customer relationships and decided to reduce the remaining useful life from 2 years to zero, consequently
a higher amortization charge of approximately $109 million was recorded in the Consolidated Income Statement under Selling,
general and administrative expenses for the year ended December 31, 2018.
As of December 31, 2019 the net book value of SSP’s customer
relationship amounts to $72.9 million, with a residual useful life of 8 years. Maverick’s coiled tubing customer relationships
amounts to $9.9 million with a residual useful life of 1 year, while Hydril’s customer relationships is fully amortized.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
G Impairment
of non-financial assets
Long-lived assets including identifiable intangible assets are reviewed
for impairment at the lowest level for which there are separately identifiable cash flows (cash generating units, or CGU). Most
of the Company’s principal subsidiaries that constitute a CGU have a single main production facility and, accordingly, each
of such subsidiary represents the lowest level of asset aggregation that generates largely independent cash inflows.
Assets that are subject to amortization are reviewed for impairment
whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Intangible assets with indefinite
useful lives, including goodwill, are subject to at least an annual impairment test.
In assessing whether there is any indication that a CGU may be impaired,
external and internal sources of information are analyzed. Material facts and circumstances specifically considered in the analysis
usually include the discount rate used in Tenaris’s cash flow projections and the business condition in terms of competitive
and economic factors, such as the cost of raw materials, oil and gas prices, capital expenditure programs for Tenaris’s customers
and the evolution of the rig count.
An impairment loss is recognized for the amount by which the asset’s
carrying amount exceeds its recoverable amount. The recoverable amount is the higher between the asset’s value in use and
fair value less costs of disposal. Any impairment loss is allocated to reduce the carrying amount of the assets of the CGU in the
following order:
(a)
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first, to reduce the carrying amount of any goodwill allocated to the CGU; and
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(b)
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then, to the other assets of the unit (group of units) pro-rata on the basis of the
carrying amount of each asset in the unit (group of units), considering not to reduce the carrying amount of the asset below the
highest of its fair value less cost of disposal, its value in use or zero.
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For purposes of calculating the
fair value less costs of disposal, Tenaris uses the estimated value of future cash flows that a market participant could generate
from the corresponding CGU.
Management judgment is required to estimate discounted future cash
flows. Actual cash flows and values could vary significantly from the forecasted future cash flows and related values derived using
discounting techniques.
Non-financial assets other than goodwill that suffered an impairment
are reviewed for possible reversal at each reporting date.
Tenaris regularly conducts assessments of the carrying values of
its assets. The value-in-use was used to determine the recoverable value. Value-in-use is calculated by discounting the estimated
cash flows over a five-year period based on forecasts approved by management. For the subsequent years beyond the five-year period,
a terminal value is calculated based on perpetuity.
Tenaris’s main source of revenue is the sale of products and
services to the oil and gas industry and the level of such sales is sensitive to international oil and gas prices and their impact
on drilling activities.
For purposes of assessing key assumptions, Tenaris uses external
sources of information and management judgment based on past experience.
The main key assumptions used in estimating the value in use are
discount rate, growth rate and competitive and economic factors applied to determine Tenaris’s cash flow projections, such
as oil and gas prices, average number of active oil and gas drilling rigs (rig count) and raw material costs.
Management has determined the value of each of the key assumptions
as follows:
- Discount rate: based on the applicable weighted average cost of
capital (WACC), which is considered to be a good indicator of capital cost, taking into account the industry, country and size
of the business. For each CGU where assets are allocated, a specific WACC was determined taking into account the industry, country
and size of the business. In 2019, the main discount rates used were in a range between 8.2% and 15.9%.
- Growth rate: considers the long-term average growth rate for the
oil and gas industry, the inflation impact on prices and costs, the higher demand to offset depletion of existing fields and the
Company’s expected market penetration. In 2019, a nominal growth rate of 2% was considered.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
G Impairment
of non-financial assets (Cont.)
- Oil and gas prices: based on industry analysts’ reports
and management’s expectations of market development respectively.
- Rig count: based on information published by Baker Hughes and
management’s expectations.
- Raw material costs: based on industry analysts’ reports
and management’s expectations.
The main factors that could result in additional impairment charges
in future periods would be an increase in the discount rate or a decrease in growth rate used in the Company’s cash flow
projections, a deterioration of the business, competitive and economic factors, such as a decrease in oil and gas prices, and the
evolution of the rig count.
For the CGU with significant amount of goodwill assigned in comparison
to the total amount of goodwill, Tenaris has determined that the CGU for which a reasonable possible change in the key assumption
would cause the CGUs’ carrying amount to exceed its recoverable amount was OCTG USA.
In OCTG USA, the recoverable amount calculated based on value in
use exceeded carrying value by $108 million as of December 31, 2019. The following changes in key assumptions, at CGU OCTG –
USA, assuming unchanged values for the other assumptions, would cause the recoverable amount to be equal to the respective carrying
value as of the impairment tests:
Increase in the discount rate
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95 Bps
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Decrease of the growth rate
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-1.6 %
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Decrease of the cash flow projections
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-15.3 %
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No impairment charge was recorded in 2019, 2018 and 2017.
H Other investments
Other investments consist primarily of investments in financial
instruments and time deposits with a maturity of more than three months at the date of purchase.
Certain non-derivative financial assets that the Company held not
for trading have been categorized as financial assets “at fair value through other comprehensive income” (“FVOCI”).
They are carried at fair value and interest income from these financial assets is included in finance income using the effective
interest rate method. Unrealized gains or losses are recorded as a fair value adjustment in the Consolidated Statement of Comprehensive
Income and transferred to the Consolidated Income Statement when the financial asset is sold. Exchange gains and losses and impairments
related to the financial assets are immediately recognized in the Consolidated Income Statement. FVOCI instruments with maturities
greater than 12 months after the balance sheet date are included in non-current assets.
Other investments in financial instruments and time deposits are
categorized as financial assets “at fair value through profit or loss” because such investments are held for trading
and their performance is evaluated on a fair value basis. The results of these investments are recognized in Financial Results
in the Consolidated Income Statement.
Purchases and sales of financial investments are recognized as of
their settlement date.
The fair values of quoted investments are generally based on current
bid prices. If the market for a financial investment is not active or the securities are not listed, Tenaris estimates the fair
value by using standard valuation techniques. See Section III Financial Risk Management.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
I Inventories
Inventories are stated at the lower between cost and net realizable
value. The cost of finished goods and goods in process is comprised of raw materials, direct labor, utilities, freights and other
direct costs and related production overhead costs, and it excludes borrowing costs. The allocation of fixed production costs,
including depreciation and amortization charges, is based on the normal level of production capacity. Inventories cost is mainly
based on the FIFO method. Tenaris estimates net realizable value of inventories by grouping, where applicable, similar or related
items. Net realizable value is the estimated selling price in the ordinary course of business, less any estimated costs of completion
and selling expenses. Goods in transit as of year-end are valued based on the supplier’s invoice cost.
Tenaris establishes an allowance for obsolete or slow-moving inventories
related to finished goods, goods in process, supplies and spare parts. For slow moving or obsolete finished products, an allowance
is established based on management’s analysis of product aging. An allowance for obsolete and slow-moving inventory of supplies
and spare parts is established based on management's analysis of such items to be used as intended and the consideration of potential
obsolescence due to technological changes, aging and consumption patterns.
J Trade
and other receivables
Trade and other receivables are recognized initially at fair value
that corresponds to the amount of consideration that is unconditional unless they contain significant financing components. The
Company holds trade receivables with the objective to collect the contractual cash flows and therefore measures them subsequently
at amortized cost using the effective interest method. Due to the short-term nature, their carrying amount is considered to be
the same as their fair value.
Tenaris applies the IFRS 9 “Financial Instruments” simplified
approach to measure expected credit losses, which uses a lifetime expected loss allowance for all trade receivables. To measure
the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics and the days past due.
The expected loss rates are based on the payment profiles of sales over a period of three years and the corresponding historical
credit losses experienced within this period. The historical loss rates are adjusted to reflect current and forward-looking information
on macroeconomic factors affecting the ability of the customers to settle the receivables.
K Cash
and cash equivalents
Cash and cash equivalents are comprised of cash at banks, liquidity
funds and short-term investments with a maturity of less than three months at the date of purchase which are readily convertible
to known amounts of cash. Assets recorded in cash and cash equivalents are carried at fair market value or at historical cost which
approximates fair market value.
In the Consolidated Statement of Financial Position, bank overdrafts
are included in Borrowings in current liabilities.
For the purposes of the Consolidated Statement of Cash Flows, Cash
and cash equivalents includes overdrafts.
L Equity
The Consolidated Statement of Changes in Equity includes:
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§
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The value of share capital, legal reserve, share premium and other distributable reserves calculated
in accordance with Luxembourg law;
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§
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The currency translation adjustment, other reserves, retained earnings
and non-controlling interest calculated in accordance with IFRS.
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The Company has an authorized share capital of a single class of
2.5 billion shares having a nominal value of $1.00 per share. Total ordinary shares issued and outstanding as of December 31, 2019,
2018 and 2017 are 1,180,536,830 with a par value of $1.00 per share with one vote each. All issued shares are fully paid.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
L Equity
(Cont.)
(3)
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Dividends distribution by the Company to shareholders
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Dividends distributions are recorded in the Company’s financial
statements when Company’s shareholders have the right to receive the payment, or when interim dividends are approved by the
Board of Directors in accordance with the by-laws of the Company.
Dividends may be paid by the Company to the extent that it has distributable
retained earnings, calculated in accordance with Luxembourg law. See Note 25 (iii).
M Borrowings
Borrowings are recognized initially at fair value net of transaction
costs incurred and subsequently measured at amortized cost. Any difference between the proceeds (net of transaction costs) and
the redemption amount is recognized in profit or loss over the period of the borrowings using the effective interest method.
N Current
and Deferred income tax
The income tax expense or credit for the period is the tax payable
on the current period’s taxable income based on the applicable income tax rate for each jurisdiction adjusted by changes
in deferred tax assets and liabilities attributable to temporary differences and to unused tax losses. Tax is recognized in the
Consolidated Income Statement, except for tax items recognized in other comprehensive income or directly in equity.
The current income tax charge is calculated on the basis of the
tax laws enacted or substantively enacted at the reporting date in the countries where the Company’s subsidiaries operate
and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in which
applicable tax regulations are subject to interpretation and establishes provisions when appropriate.
Deferred income tax is recognized applying the liability method
on temporary differences arising between the tax basis of assets and liabilities and their carrying amounts in the financial statements.
The principal temporary differences arise from the effect of currency translation on depreciable fixed assets and inventories,
depreciation on property, plant and equipment, valuation of inventories, provisions for pension plans and fair value adjustments
of assets acquired in business combinations. Deferred tax assets are also recognized for net operating loss carry-forwards. Deferred
tax assets and liabilities are measured at the tax rates that are expected to apply in the time period when the asset is realized
or the liability is settled, based on tax laws that have been enacted or substantively enacted at the reporting date.
Deferred tax assets are recognized to the extent that it is probable
that future taxable income will be available against which the temporary differences can be utilized. At the end of each reporting
period, Tenaris reassesses unrecognized deferred tax assets. Tenaris recognizes a previously unrecognized deferred tax asset to
the extent that it has become probable that future taxable income will allow the deferred tax asset to be recovered.
Deferred tax liabilities and assets are not recognized for temporary
differences between the carrying amount and tax basis of investments in foreign operations where the company is able to control
the timing of the reversal of the temporary differences and it is probable that the differences will not reverse in the foreseeable
future.
Deferred tax assets and liabilities are offset when there is a legally
enforceable right to offset current tax assets and liabilities and when the deferred tax balances relate to the same taxation authority.
Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either
to settle on a net basis, or to realize the asset and settle the liability simultaneously.
Deferred tax assets and liabilities are re-measured if tax rates
change. These amounts are charged or credited to the Consolidated Income Statement or to the item Other comprehensive income
for the year in the Consolidated Statement of Comprehensive Income, depending on the account to which the original amount was
charged or credited.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
O Employee
benefits
(1)
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Short-term obligations
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Liabilities for wages and salaries are recognized in respect of
employees’ services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities
are settled. The liabilities are presented as current employee benefit obligations in the balance sheet.
(2)
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Post employment benefits
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The Company has defined benefit and defined contribution plans.
A defined benefit plan is a pension plan that defines an amount of pension benefit that an employee will receive on retirement,
usually dependent on one or more factors such as age, years of service and compensation.
The liability recognized in the statement of financial position
in respect of defined benefit pension plans is the present value of the defined benefit obligation at the end of the reporting
period less the fair value of plan assets, if any. The defined benefit obligation is calculated annually (at year end) by independent
actuaries using the projected unit credit method. The present value of the defined benefit obligation is determined by discounting
the estimated future cash outflows using interest rates of high-quality corporate bonds that are denominated in the currency in
which the benefits will be paid, and that have terms to maturity approximating to the terms of the related pension obligation.
Remeasurement gains and losses arising from experience adjustments
and changes in actuarial assumptions are charged or credited to equity in Other comprehensive income in the period in which
they arise. Past-service costs are recognized immediately in the Income Statement.
For defined benefit plans, net interest income/expense is calculated
based on the surplus or deficit derived by the difference between the defined benefit obligations less fair value of plan assets.
For defined contribution plans, the Company pays contributions to publicly or privately administered pension insurance plans on
a mandatory, contractual or voluntary basis. The Company has no further payment obligations once the contributions have been paid.
The contributions are recognized as employee benefit expenses when they are due. Prepaid contributions are recognized as an asset
to the extent that a cash refund or a reduction in the future payments is available.
Tenaris sponsors funded and unfunded defined benefit pension plans
in certain subsidiaries. The most significant are:
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§
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An unfunded defined benefit employee retirement plan for certain senior officers. The plan is designed
to provide certain benefits to those officers (additional to those contemplated under applicable labor laws) in case of termination
of the employment relationship due to certain specified events, including retirement. This unfunded plan provides defined benefits
based on years of service and final average salary. As of December 31, 2019 the outstanding liability for this plan amounts to
$45.3 million.
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§
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Employees’ service rescission indemnity: the cost of this obligation is charged to the Consolidated
Income Statement over the expected service lives of employees. This provision is primarily related to the liability accrued for
employees at Tenaris’s Italian subsidiary. As from January 1, 2007 as a consequence of a change in an Italian law, employees
were entitled to make contributions to external funds, thus, Tenaris’s Italian subsidiary pays every year the required contribution
to the funds with no further obligation. As a result, the plan changed from a defined benefit plan to a defined contribution plan
effective from that date, but only limited to the contributions of 2007 onwards. As of December 31, 2019 the outstanding liability
for this plan amounts to $17.3 million.
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§
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Funded retirement benefit plans held in Canada for salary and hourly employees hired prior to a
certain date based on years of service and, in the case of salaried employees, final average salary. Plan assets consist primarily
of investments in equities and money market funds. Both plans were replaced for defined contribution plans. Effective June 2016
the salary plan was frozen for the purposes of credited service as well as determination of final average pay. As of December 31,
2019 the outstanding liability for this plan amounts to $9.8 million.
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§
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Funded retirement benefit plan held in the US for the benefit of some employees hired prior a certain
date, frozen for the purposes of credited service as well as determination of final average pay for the retirement benefit calculation.
Plan assets consist primarily of investments in equities and money market funds. Additionally, an unfunded postretirement health
and life plan is present that offers limited medical and life insurance benefits to the retirees, hired before a certain date.
As of December 31, 2019 the outstanding liability for these plans amounts to $13.4 million.
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Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
O Employee
benefits (Cont.)
(3)
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Other long term benefits
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During 2007, Tenaris launched an employee retention and long term
incentive program (the “Program”) applicable to certain senior officers and employees of the Company, who will be granted
a number of Units throughout the duration of the Program. The value of each of these Units is based on Tenaris’s shareholders’
equity (excluding non-controlling interest). Also, the beneficiaries of the Program are entitled to receive cash amounts based
on (i) the amount of dividend payments made by Tenaris to its shareholders, and (ii) the number of Units held by each beneficiary
to the Program. Until 2017 units were vested ratably over a period of four years and were mandatorily redeemed by the Company ten
years after grant date, with the option of an early redemption at seven years after the grant date. Since 2018 units are vested
ratably over the same period and are mandatorily redeemed by the Company seven years after grant date. The payment of the benefit
is tied to the book value of the shares, and not to their market value. Tenaris valued this long-term incentive program as a long
term benefit plan as classified in IAS 19, “Employee Benefits”.
As of December 31, 2019 and 2018, the outstanding liability corresponding
to the Program amounts to $99.0 million and $91.2 million, respectively. The total value of the units granted (vested and unvested)
to date under the program, considering the number of units and the book value per share as of December 31, 2019 and 2018, is $119.9
million and $106 million, respectively.
Termination benefits are payable when employment is terminated by
Tenaris before the normal retirement date, or when an employee accepts voluntary redundancy in exchange for these benefits. Tenaris
recognizes termination benefits at the earlier of the following dates: (a) when it can no longer withdraw the offer of those benefits;
and (b) when the costs for a restructuring that is within the scope of IAS 37 and involves the payment of terminations benefits.
In the case of an offer made to encourage voluntary redundancy, the termination benefits are measured based on the number of employees
expected to accept the offer.
(5)
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Other compensation obligations
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Employee entitlements to annual leave, long-service leave, sick
leave and other bonuses and compensations obligations are accrued as earned.
Compensation to employees in the event of dismissal is charged to
income in the year in which it becomes payable.
P Provisions
Tenaris is subject to various claims, lawsuits and other legal proceedings,
including customer claims, in which a third party is seeking payment for alleged damages, reimbursement for losses or indemnity.
Tenaris’s potential liability with respect to such claims, lawsuits and other legal proceedings cannot be estimated with
certainty. Management periodically reviews the status of each significant matter and assesses potential financial exposure. If,
as a result of past events, a potential loss from a claim or proceeding is considered probable and the amount can be reliably estimated,
a provision is recorded. Accruals for loss contingencies reflect a reasonable estimate of the losses to be incurred based on information
available to management as of the date of preparation of the financial statements, and take into consideration Tenaris’s
litigation and settlement strategies. These estimates are primarily constructed with the assistance of legal counsel. As the scope
of liabilities become better defined, there may be changes in the estimates of future costs which could have a material adverse
effect on its results of operations, financial condition and cash flows.
If Tenaris expects to be reimbursed for an accrued expense, as would
be the case for an expense or loss covered under an insurance contract, and reimbursement is considered virtually certain, the
expected reimbursement is recognized as a receivable.
This note should be read in conjunction with Note 25.
Q Trade
and other payables
Trade and other payables are recognized initially at fair value,
generally the nominal invoice amount and subsequently measured at amortized cost. They are presented as current liabilities unless
payment is not due within twelve months after the reporting period. Due to the short-term nature their carrying amounts are considered
to be the same as their fair value.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
R Revenue
recognition
Revenue comprises the fair value of the consideration received or
receivable for the sale of goods and rendering of services in the ordinary course of Tenaris’s activities. The revenue recognized
by the Company is measured at the transaction price of the consideration received or receivable to which the Company is entitled
to, reduced by estimated returns and other customer credits, such as discounts and volume rebates, based on the expected value
to be realized and after eliminating sales within the group.
Revenue is recognized at a point in time or over time from sales
when control has been transferred and there is no unfulfilled performance obligation that could affect the acceptance of the product
by the customer. The control is transferred upon delivery. Delivery occurs when the products have been shipped to the specific
location, the risks of obsolescence and loss have been transferred and either the customer has accepted the product in accordance
with the sales contract, the acceptance provisions have lapsed or the Company has objective evidence that all criteria for acceptance
have been satisfied, including all performance obligations. These conditions are determined and analyzed on a contract by contract
basis to ensure that all performance obligations are fulfilled; in particular, Tenaris verifies customer acceptance of the goods,
the satisfaction of delivery terms and any other applicable condition.
For bill and hold
transactions revenue is recognized only to the extent that (a) the reason for the bill
and hold arrangement must be substantive (for example, the customer has requested the arrangement); (b) the products have been
specifically identified and are ready for delivery; (c) the Company does not have the ability to use the product or to direct it
to another customer; (d) the usual payment terms apply.
The Company’s contracts with customers do not provide any
material variable consideration, other than discounts, rebates and right of return. Discounts and rebates are recognized based
on the most likely value and rights of return are based on expected value considering past experience and contract conditions.
Where the contracts include multiple
performance obligations, the transaction price is allocated to each performance obligation based on the stand-alone selling prices.
Where these are not directly observable, they are estimated based on the expected cost plus margin.
There are no judgements applied by management that significantly
affect the determination of timing of satisfaction of performance obligations, nor the transaction price and amounts allocated
to different performance obligations.
Tenaris provides services related to goods sold, which represent
a non-material portion of sales revenue and include:
Pipe Management Services. This comprises mainly preparation
of the pipes ready to be run, delivery to the customer, storage services and rig return.
Field Services. Comprises field technical support and
running assistance.
These services are rendered in connection to the sales of goods
and are attached to contracts with customers for the sale of goods. A significant portion of service revenue is recognized in the
same period as the goods sold. There are no distinct uncertainties in the revenues and cash flows of the goods sold and services
rendered as they are included in the same contract, have the same counterparty and are subject to the same conditions.
Revenue from providing services is recognized over time in the accounting
period in which the services are rendered. The following inputs and outputs methods are applied to recognize revenue considering
the nature of service:
Storage services, the Company provides storage services in
owned or third-party warehouses, subject to a variable fee to be invoiced. This fee is determined based on the time that the customer
maintains the material in the warehouse and the amount of the material stored. In the majority of cases, to quantify the amount
to be invoiced in any given month, the monthly average fee of storage per ton is multiplied by the monthly average stock stored
(in tons).
Freights, the Company recognized the revenue on a pro rata
bases considering the units delivered and time elapsed.
Field services, the revenue is recognized considering outputs
method, in particular surveys of service completion provided by the customer.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
R Revenue
recognition (Cont.)
The Company does not expect to have any contracts where the period
between the transfer of the promised goods or services to the customer and payment by the customer exceeds one year. As a consequence,
considering that the contracts do not include any significant financing component, the Company does not adjust any of the transaction
prices for the time value of money. For this reason, the Company is also applying the practical expedient not to disclose details
on transaction prices allocated to the remaining performance obligations as of the end of the reporting period.
Tenaris only provides standard quality warranties assuring that
the goods sold will function as expected or are fit for their intended purpose, with no incremental service to the customer. Accordingly,
warranties do not constitute a separate performance obligation.
Other revenues earned by Tenaris are recognized on the following basis:
|
§
|
Interest income: on the effective yield basis.
|
|
§
|
Dividend income from investments in other companies: when Tenaris’s right to receive payment
is established.
|
|
§
|
Construction contracts revenues is recognized in accordance with the stage of the project completion.
|
S Cost
of sales and other selling expenses
Cost of sales and other selling expenses are recognized in the Consolidated
Income Statement on the accrual basis of accounting.
Commissions, freights and other selling expenses, including shipping
and handling costs, are recorded in Selling, general and administrative expenses in the Consolidated Income Statement.
T Earnings
per share
Earnings per share are calculated by dividing the income attributable
to owners of the parent by the daily weighted average number of common shares outstanding during the year.
There are no dilutive potential ordinary shares.
U Financial
instruments
Non derivative financial instruments comprise investments in financial
debt instruments and equity, time deposits, trade and other receivables, cash and cash equivalents, borrowings and trade and other
payables.
The Company classifies its financial instruments according to the
following measurement categories:
|
·
|
those to be measured subsequently at fair value (either through OCI or through profit or loss),
and
|
|
·
|
those to be measured at amortised cost
|
The classification depends on the Company’s business model
for managing the financial assets and contractual terms of the cash flows.
Financial assets are recognized on their settlement date. Financial
assets are derecognized when the rights to receive cash flows from the financial assets have expired or have been transferred and
the Company has transferred substantially all the risks and rewards of ownership.
At initial recognition, the Company measures a financial asset at
its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs that are directly
attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at fair value through profit
or loss are expenses in profit or loss.
Subsequent measurement of debt instruments depends on the Company’s
business model for managing the asset and the cash flow characteristics of the asset. There are three measurement categories into
which the Company classifies its debt instruments:
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
U Financial
instruments (Cont.)
Amortized Cost: Assets that are held for collection of contractual
cash flows where those cash flows represent solely payments of principal and interest. Interest income from these financial assets
is included in finance income using the effective interest rate method.
Exchange gains and losses and impairments related to the financial
assets are immediately recognized in the Consolidated Income Statement.
Fair value through other comprehensive income: Assets that are held
for collection of contractual cash flows and for selling the financial assets, where the assets’ cash flows represent solely
payments of principal and interest. Interest income from these financial assets is included in finance income using the effective
interest rate method. Unrealized gains or losses are recorded as a fair value adjustment in the Consolidated Statement of Comprehensive
Income and transferred to the Consolidated Income Statement when the financial asset is sold.
Fair value through profit and loss (“FVPL”): Assets
that do not meet the criteria for amortized cost or FVOCI. Changes in fair value of financial instruments at FVPL are immediately
recognized in the Consolidated Income Statement.
For equity instruments, these are subsequently measured at fair
value.
Accounting for derivative financial instruments and hedging activities
is included within the Section III, Financial Risk Management.
V Non-current
assets held for sale and discontinued operations
Non-current assets (or disposal groups) are classified as held for
sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use and a
sale is considered highly probable. They are measured at the lower of their carrying amount and fair value less costs to sell,
except for assets such as deferred tax assets, assets arising from employee benefits and financial assets that are carried at fair
value.
An impairment loss is recognized for any initial or subsequent write-down
of the asset (or disposal group) to fair value less costs to sell. A gain is recognized for any subsequent increase in fair value
less costs to sell of an asset (or disposal group), but not in excess of any cumulative impairment loss previously recognized.
Non-current assets (including those that are part of a disposal
group) are not depreciated or amortized while they are classified as held for sale. Interest and other expenses attributable to
the liabilities of a disposal group classified as held for sale continue to be recognized.
Non-current assets classified as held for sale and the assets of
a disposal group classified as held for sale are presented separately from the other assets in the balance sheet. The liabilities
of a disposal group classified as held for sale are presented separately from other liabilities in the balance sheet.
A discontinued operation is a component of the entity that has been
disposed of or is classified as held for sale and that represents a separate line of business or geographical area of operations,
is part of a single coordinated plan to dispose of such a line of business or area of operations, or is a subsidiary acquired exclusively
with a view to resale. The results of discontinued operations are presented separately in the Consolidated Income Statement. See
Note 29.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
iii.
Financial risk management
The multinational nature of Tenaris’s operations and customer
base exposes the Company to a variety of risks, mainly related to market risks (including the effects of changes in foreign currency
exchange rates and interest rates), credit risk and capital market risk. In order to manage the volatility related to these exposures,
management evaluates exposures on a consolidated basis, taking advantage of exposure netting. The Company or its subsidiaries may
then enter into various derivative transactions in order to prevent potential adverse impacts on Tenaris’s financial performance.
Such derivative transactions are executed in accordance with internal policies and hedging practices.
A. Financial Risk Factors
(i)
|
|
Capital Risk Management
|
Tenaris seeks to maintain a low debt to total equity ratio considering
the industry and the markets where it operates. The year-end ratio of debt to total equity (where “debt” comprises
financial borrowings and “total equity” is the sum of financial borrowings and equity) is 0.06 as of December 31, 2019
and 0.04 as of December 31, 2018. The Company does not have to comply with regulatory capital adequacy requirements.
(ii)
|
|
Foreign exchange risk
|
Tenaris manufactures and sells its products in a number of countries
throughout the world and consequently is exposed to foreign exchange rate risk. Since the Company’s functional currency is
the U.S. dollar the purpose of Tenaris’s foreign currency hedging program is mainly to reduce the risk caused by changes
in the exchange rates of other currencies against the U.S. dollar.
Tenaris’s exposure to currency fluctuations is reviewed on
a periodic consolidated basis. A number of derivative transactions are performed in order to achieve an efficient coverage in the
absence of operative or natural hedges. Almost all of these transactions are forward exchange rates contracts. See Note 24.
Tenaris does not enter into derivative financial instruments
for trading or other speculative purposes, other than non-material investments in structured products.
In the case of subsidiaries with functional currencies other than
the U.S. dollar, the results of hedging activities, reported in accordance with IFRS, may not reflect entirely the management’s
assessment of its foreign exchange risk hedging program. Intercompany balances between Tenaris’s subsidiaries may generate
financial gains (losses) to the extent that functional currencies differ.
The value of Tenaris’s financial assets and liabilities is
subject to changes arising from the variation of foreign currency exchange rates. The following table provides a breakdown of Tenaris’s
main financial assets and liabilities (including foreign exchange derivative contracts) which impact the Company’s profit
and loss as of December 31, 2019 and 2018:
All amounts Long / (Short) in thousands of U.S. dollars
|
|
As of December 31,
|
|
Currency Exposure / Functional currency
|
|
2019
|
|
|
2018
|
|
Argentine Peso / U.S. Dollar
|
|
|
(95,811
|
)
|
|
|
(186,867
|
)
|
Euro / U.S. Dollar
|
|
|
(103,518
|
)
|
|
|
(175,419
|
)
|
Saudi Arabian Riyal / U. S. Dollar
|
|
|
(107,582
|
)
|
|
|
-
|
|
The main relevant exposures correspond to:
|
§
|
Argentine Peso / U.S. dollar
|
As of December 31, 2019 and 2018 consisting primarily
of Argentine Peso-denominated financial, trade, social and fiscal payables at certain Argentine subsidiaries whose functional currency
is the U.S. dollar. A change of 1% in the ARS/USD exchange rate would have generated a pre-tax gain / loss of $1.0 million and
$1.9 million as of December 31, 2019 and 2018 respectively.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
A. Financial Risk Factors (Cont.)
(ii)
|
|
Foreign exchange risk (Cont.)
|
As of December 31, 2019 and 2018, consisting primarily
of Euro-denominated intercompany liabilities at certain subsidiaries whose functional currency is the U.S. dollar. A change of
1% in the EUR/USD exchange rate would have generated a pre-tax gain / loss of $1.0 million and $1.3 million as of December 31,
2019 and 2018, respectively, which would have been to a large extent offset by changes in currency translation adjustment included
in Tenaris’s net equity position.
|
§
|
Saudi Arabian Riyal / U. S. Dollar
|
As of December 31, 2019 consisting primarily of Saudi
Arabian Riyal-denominated financial and trade payables. The Saudi Arabian Riyal is tied to the dollar.
Considering the balances held as of December 31, 2019 on financial
assets and liabilities exposed to foreign exchange rate fluctuations, Tenaris estimates that the impact of a simultaneous 1% appreciation
/ depreciation movement in the levels of foreign currencies exchange rates relative to the U.S. dollar, would be a pre-tax gain
/ loss of $4.6 million (including a loss / gain of $4.9 million due to foreign exchange derivative contracts), which would be partially
offset by changes to Tenaris’s net equity position of $0.6 million. For balances held as of December 31, 2018, a simultaneous
1% favorable / unfavorable movement in the foreign currencies exchange rates relative to the U.S. dollar, would have generated
a pre-tax gain / loss of $3.6 million (including a loss / gain of $2.3 million due to foreign exchange derivative contracts), which
would have been partially offset by changes to Tenaris’s net equity position of $1.9 million.
The Company entered into foreign exchange derivative contracts to
mitigate the exposure to fluctuations in exchange rates.
Tenaris is subject to interest rate risk on its investment portfolio
and its debt. The Company uses a mix of variable and fixed rate debt in combination with its investment portfolio strategy. The
Company may choose to enter into foreign exchange derivative contracts and / or interest rate swaps to mitigate the exposure to
changes in the interest rates.
The following table summarizes the proportions of variable-rate
and fixed-rate debt as of each year end.
|
|
As of December 31,
|
|
|
2019
|
|
2018
|
|
|
Amount in thousands of U.S. dollars
|
|
%
|
|
Amount in thousands of U.S. dollars
|
|
%
|
Fixed rate (*)
|
|
|
768,002
|
|
|
|
93
|
%
|
|
|
520,471
|
|
|
|
97
|
%
|
Variable rate
|
|
|
54,150
|
|
|
|
7
|
%
|
|
|
18,536
|
|
|
|
3
|
%
|
Total
|
|
|
822,152
|
|
|
|
|
|
|
|
539,007
|
|
|
|
|
|
(*) Out of the $768 million fixed rate borrowings, $728 million
are short-term.
The Company estimates that, if market interest rates applicable
to Tenaris’s borrowings had been 100 basis points higher, then the additional pre-tax loss would have been $7.7 million in
2019 and $8.2 million in 2018.
Credit risk arises from cash and cash equivalents, deposits with
banks and financial institutions, as well as credit exposures to customers, including outstanding receivables and committed transactions.
The Company also actively monitors the creditworthiness of its treasury, derivative and insurance counterparties in order to minimize
its credit risk.
There is no significant concentration of credit risk from customers.
No single customer comprised more than 10% of Tenaris’s net sales in 2019, 2018 and 2017.
Tenaris’s credit policies related to sales of products and
services are designed to identify customers with acceptable credit history and to allow Tenaris to require the use of credit insurance,
letters of credit and other instruments designed to minimize credit risks whenever deemed necessary.
Tenaris maintains allowances for impairment for potential credit losses. See Section II J.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
A. Financial Risk Factors (Cont.)
As of December 31, 2019 and 2018 trade receivables amount to $1,348.2
million and $1,737.4 million respectively. Trade receivables have guarantees under credit insurance of $178.7 million and $181.7
million, letter of credit and other bank guarantees of $55.2 million and $62.3 million, and other guarantees of $0.6 million and
$42.2 million as of December 31, 2019 and 2018 respectively.
As of December 31, 2019 and 2018, overdue trade receivables amounted
to $242.7 million and $368.4 million, respectively. As of December 31, 2019 and 2018, overdue guaranteed trade receivables amounted
to $28.7 million and $31.5 million; and the allowance for doubtful accounts amounted to $48.8 million and $66.5 million respectively.
Both the allowance for doubtful accounts and the existing guarantees are sufficient to cover doubtful trade receivables.
Tenaris has investment guidelines with specific parameters to limit
issuer risk on marketable securities. Counterparties for derivatives and cash transactions are limited to high credit quality financial
institutions, normally investment grade.
Approximately
96% of Tenaris’s liquid financial assets correspond to Investment Grade-rated instruments as of December 31, 2019, in comparison
with approximately 83% as of December 31, 2018.
Tenaris financing strategy aims to maintain adequate financial resources
and access to additional liquidity. During 2019, Tenaris has counted on cash flows from operations as well as additional bank financing
to fund its transactions.
Management maintains sufficient cash and marketable securities to
finance normal operations and believes that Tenaris also has appropriate access to market for short-term working capital needs.
Liquid financial assets as a whole (comprising cash and cash equivalents
and other investments) were 12% of total assets at the end of 2019 compared to 7% at the end of 2018.
Tenaris has a conservative approach to the management of its liquidity,
which consists of i) cash and cash equivalents (cash in banks, liquidity funds and investments with a maturity of
less than three months at the date of purchase), and ii) Other Investments (fixed income securities, time deposits, and fund
investments).
Tenaris holds primarily investments in money market funds and variable
or fixed-rate securities from investment grade issuers. As of December 31, 2019 and 2018, Tenaris does not have direct exposure
to financial instruments issued by European sovereign counterparties.
Tenaris holds its investments primarily in U.S. dollars. As of December
31, 2019 and 2018, U.S. dollar denominated liquid assets represented approximately 95% of total liquid financial assets.
(vii)
|
|
Commodity price risk
|
In the ordinary
course of its operations, Tenaris purchases commodities and raw materials that are subject to price volatility caused by supply
conditions, political and economic variables and other factors. As a consequence, Tenaris is exposed to risk resulting from fluctuations
in the prices of these commodities and raw materials. Tenaris fixes the prices of such raw materials and commodities for short-term
periods, typically not in excess of one year, in general Tenaris does not hedge this risk.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
B. Category of financial instruments and classification within the fair value hierarchy
As mentioned in note II.A, the Company classifies its financial
instruments in the following measurement categories: amortized cost, fair value through other comprehensive income and fair value
through profit and loss.For financial instruments that are measured in the statement of financial position at fair value, IFRS
13, “Fair value measurement” requires a disclosure of fair value measurements by level according to the following fair
value measurement hierarchy:
Level 1 - Quoted prices (unadjusted) in active markets for identical
assets or liabilities.
Level 2 - Inputs other than quoted prices included within Level
1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices).
Level 3 - Inputs for the asset or liability that are not based on
observable market data (that is, unobservable inputs).
The following tables present the financial instruments by category and levels as of December
31, 2019 and 2018.
|
|
|
|
|
Measurement Categories
|
|
|
At Fair Value
|
|
December 31, 2019
|
|
Carrying
amount
|
|
|
Amortized Cost
|
|
|
FVOCI
|
|
|
FVPL
|
|
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
1,554,299
|
|
|
|
387,602
|
|
|
|
-
|
|
|
|
1,166,697
|
|
|
|
1,166,697
|
|
|
|
-
|
|
|
|
-
|
|
Other investments
|
|
|
210,376
|
|
|
|
65,874
|
|
|
|
144,502
|
|
|
|
-
|
|
|
|
134,990
|
|
|
|
9,512
|
|
|
|
-
|
|
Fixed income (time-deposit, zero coupon bonds, commercial papers)
|
|
|
65,874
|
|
|
|
65,874
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Certificates of deposits
|
|
|
20,637
|
|
|
|
20,637
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Commercial papers
|
|
|
4,993
|
|
|
|
4,993
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Other notes
|
|
|
40,244
|
|
|
|
40,244
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Bonds and other fixed income
|
|
|
144,502
|
|
|
|
-
|
|
|
|
144,502
|
|
|
|
-
|
|
|
|
134,990
|
|
|
|
9,512
|
|
|
|
-
|
|
U.S. government securities
|
|
|
10,211
|
|
|
|
-
|
|
|
|
10,211
|
|
|
|
-
|
|
|
|
10,211
|
|
|
|
-
|
|
|
|
-
|
|
Non - U.S. government securities
|
|
|
28,637
|
|
|
|
-
|
|
|
|
28,637
|
|
|
|
-
|
|
|
|
19,125
|
|
|
|
9,512
|
|
|
|
-
|
|
Corporates securities
|
|
|
105,654
|
|
|
|
-
|
|
|
|
105,654
|
|
|
|
-
|
|
|
|
105,654
|
|
|
|
-
|
|
|
|
-
|
|
Derivative financial instruments
|
|
|
19,929
|
|
|
|
-
|
|
|
|
-
|
|
|
|
19,929
|
|
|
|
-
|
|
|
|
19,929
|
|
|
|
-
|
|
Other Investments Non-current
|
|
|
24,934
|
|
|
|
-
|
|
|
|
18,012
|
|
|
|
6,922
|
|
|
|
18,012
|
|
|
|
-
|
|
|
|
6,922
|
|
Bonds and other fixed income
|
|
|
18,012
|
|
|
|
-
|
|
|
|
18,012
|
|
|
|
-
|
|
|
|
18,012
|
|
|
|
-
|
|
|
|
-
|
|
Other investments
|
|
|
6,922
|
|
|
|
-
|
|
|
|
-
|
|
|
|
6,922
|
|
|
|
-
|
|
|
|
-
|
|
|
|
6,922
|
|
Trade receivables
|
|
|
1,348,160
|
|
|
|
1,348,160
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Receivables C and NC (*)
|
|
|
261,678
|
|
|
|
93,239
|
|
|
|
48,659
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
48,659
|
|
Other receivables
|
|
|
141,898
|
|
|
|
93,239
|
|
|
|
48,659
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
48,659
|
|
Other receivables (non-financial)
|
|
|
119,780
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Total
|
|
|
|
|
|
|
1,894,875
|
|
|
|
211,173
|
|
|
|
1,193,548
|
|
|
|
1,319,699
|
|
|
|
29,441
|
|
|
|
55,581
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Borrowings C and NC
|
|
|
822,152
|
|
|
|
822,152
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Trade payables
|
|
|
555,887
|
|
|
|
555,887
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Finance Lease Liabilities C and NC
|
|
|
230,167
|
|
|
|
230,167
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Derivative financial instruments
|
|
|
1,814
|
|
|
|
-
|
|
|
|
-
|
|
|
|
1,814
|
|
|
|
-
|
|
|
|
1,814
|
|
|
|
-
|
|
Total
|
|
|
|
|
|
|
1,608,206
|
|
|
|
-
|
|
|
|
1,814
|
|
|
|
-
|
|
|
|
1,814
|
|
|
|
-
|
|
(*) Includes balances related to interest in our Venezuelan companies. See Note 33.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
B. Category of financial instruments and classification within the fair value hierarchy
(Cont.)
|
|
|
|
|
Measurement Categories
|
|
|
At Fair Value
|
|
December 31, 2018
|
|
Carrying amount
|
|
|
Amortized Cost
|
|
|
FVOCI
|
|
|
FVPL
|
|
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
428,361
|
|
|
|
268,163
|
|
|
|
-
|
|
|
|
160,198
|
|
|
|
160,198
|
|
|
|
-
|
|
|
|
-
|
|
Other investments
|
|
|
487,734
|
|
|
|
300,410
|
|
|
|
166,094
|
|
|
|
21,230
|
|
|
|
168,165
|
|
|
|
19,159
|
|
|
|
-
|
|
Fixed income (time-deposit, zero coupon bonds, commercial papers)
|
|
|
300,410
|
|
|
|
300,410
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Certificates of deposits
|
|
|
198,912
|
|
|
|
198,912
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Commercial papers
|
|
|
9,932
|
|
|
|
9,932
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Other notes
|
|
|
91,566
|
|
|
|
91,566
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Bonds and other fixed income
|
|
|
187,324
|
|
|
|
-
|
|
|
|
166,094
|
|
|
|
21,230
|
|
|
|
168,165
|
|
|
|
19,159
|
|
|
|
-
|
|
U.S. government securities
|
|
|
1,077
|
|
|
|
-
|
|
|
|
1,077
|
|
|
|
-
|
|
|
|
1,077
|
|
|
|
-
|
|
|
|
-
|
|
Non - U.S. government securities
|
|
|
24,912
|
|
|
|
-
|
|
|
|
24,912
|
|
|
|
-
|
|
|
|
24,912
|
|
|
|
-
|
|
|
|
-
|
|
Corporates securities
|
|
|
142,176
|
|
|
|
-
|
|
|
|
140,105
|
|
|
|
2,071
|
|
|
|
142,176
|
|
|
|
-
|
|
|
|
-
|
|
Structured notes
|
|
|
19,159
|
|
|
|
-
|
|
|
|
-
|
|
|
|
19,159
|
|
|
|
-
|
|
|
|
19,159
|
|
|
|
-
|
|
Derivative financial instruments
|
|
|
9,173
|
|
|
|
-
|
|
|
|
-
|
|
|
|
9,173
|
|
|
|
-
|
|
|
|
9,173
|
|
|
|
-
|
|
Other Investments Non-current
|
|
|
118,155
|
|
|
|
-
|
|
|
|
113,830
|
|
|
|
4,326
|
|
|
|
113,830
|
|
|
|
-
|
|
|
|
4,326
|
|
Bonds and other fixed income
|
|
|
113,830
|
|
|
|
-
|
|
|
|
113,830
|
|
|
|
-
|
|
|
|
113,830
|
|
|
|
-
|
|
|
|
-
|
|
Other investments
|
|
|
4,326
|
|
|
|
-
|
|
|
|
-
|
|
|
|
4,326
|
|
|
|
-
|
|
|
|
-
|
|
|
|
4,326
|
|
Trade receivables
|
|
|
1,737,366
|
|
|
|
1,737,366
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Receivables C and NC (*)
|
|
|
307,790
|
|
|
|
139,474
|
|
|
|
48,711
|
|
|
|
-
|
|
|
|
-
|
|
|
|
52
|
|
|
|
48,659
|
|
Other receivables
|
|
|
188,185
|
|
|
|
139,474
|
|
|
|
48,711
|
|
|
|
-
|
|
|
|
-
|
|
|
|
52
|
|
|
|
48,659
|
|
Other receivables (non-financial)
|
|
|
119,605
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Total
|
|
|
|
|
|
|
2,445,413
|
|
|
|
328,635
|
|
|
|
194,927
|
|
|
|
442,193
|
|
|
|
28,384
|
|
|
|
52,985
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Borrowings C and NC
|
|
|
539,007
|
|
|
|
539,007
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Trade payables
|
|
|
693,673
|
|
|
|
693,673
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Derivative financial instruments
|
|
|
11,978
|
|
|
|
-
|
|
|
|
-
|
|
|
|
11,978
|
|
|
|
-
|
|
|
|
11,978
|
|
|
|
-
|
|
Total
|
|
|
|
|
|
|
1,232,680
|
|
|
|
-
|
|
|
|
11,978
|
|
|
|
-
|
|
|
|
11,978
|
|
|
|
-
|
|
(*) Includes balances related to interest in our Venezuelan companies. See Note 33.
There were no transfers between levels during the year.
The fair value of financial instruments traded in active markets
is based on quoted market prices at the reporting date. A market is regarded as active if quoted prices are readily and regularly
available from an exchange, dealer, broker, industry group, pricing service, or regulatory agency, and those prices represent actual
and regularly occurring market transactions on an arm’s length basis. The quoted market price used for financial assets held
by Tenaris is the current bid price. These instruments are included in Level 1 and comprise primarily corporate and sovereign debt
securities.
The fair value of financial instruments that are not traded in an
active market (such as certain debt securities, certificates of deposits with original maturity of more than three months, forward
and interest rate derivative instruments) is determined by using valuation techniques which maximize the use of observable market
data when available and rely as little as possible on entity specific estimates. If all significant inputs required to value an
instrument are observable, the instrument is included in Level 2. Tenaris values its assets and liabilities included in this level
using bid prices, interest rate curves, broker quotations, current exchange rates, forward rates and implied volatilities obtained
from market contributors as of the valuation date.
If one or more of the significant inputs are not based on observable
market data, the instruments are included in Level 3. Tenaris values its assets and liabilities in this level using observable
market inputs and management assumptions which reflect the Company’s best estimate on how market participants would price
the asset or liability at measurement date. Main balances included in this level correspond to the Company interest in Venezuelan
companies. See Note 33.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
B. Category of financial instruments and classification within the fair value hierarchy
(Cont.)
The following table presents the changes in Level 3 assets and liabilities:
|
|
Year ended December 31,
|
|
|
|
2019
|
|
|
2018
|
|
|
|
Assets / Liabilities
|
|
At the beginning of the year
|
|
|
52,985
|
|
|
|
26,409
|
|
Addition / (Decrease)
|
|
|
2,933
|
|
|
|
26,768
|
|
Currency translation adjustment and others
|
|
|
(337
|
)
|
|
|
(192
|
)
|
At the end of the year
|
|
|
55,581
|
|
|
|
52,985
|
|
C. Fair value estimation
Financial assets or liabilities classified at fair value through
profit or loss are measured under the framework established by the IASB accounting guidance for fair value measurements and disclosures.
The fair values of quoted investments are generally based on current
bid prices. If the market for a financial asset is not active or no market is available, fair values are established using standard
valuation techniques.
The fair value of all outstanding derivatives is determined using
specific pricing models that include inputs that are observable in the market or can be derived from or corroborated by observable
data. The fair value of forward foreign exchange contracts is calculated as the net present value of the estimated future cash
flows in each currency, based on observable yield curves, converted into U.S. dollars at the spot rate of the valuation date.
Borrowings are comprised primarily of fixed rate debt and variable
rate debt with a short term portion where interest has already been fixed. They are classified under other financial liabilities
and measured at their amortized cost. Tenaris estimates that the fair value of its main financial liabilities is approximately
100.0% of its carrying amount including interests accrued in 2019 as compared with 99.3% in 2018. Fair values were calculated using
standard valuation techniques for floating rate instruments and comparable market rates for discounting flows.
The carrying amount of investments valuated at amortized cost approximates
its fair value.
D. Accounting for derivative financial instruments and hedging
activities
Derivative financial instruments are initially recognized in the
statement of financial position at fair value through profit and loss on each date a derivative contract is entered into and are
subsequently remeasured at fair value. Specific tools are used for calculation of each instrument’s fair value and these
tools are tested for consistency on a monthly basis. Market rates are used for all pricing operations. These include exchange rates,
deposit rates and other discount rates matching the nature of each underlying risk.
As a general rule, Tenaris recognizes the full amount related to
the change in fair value of derivative financial instruments in Financial Results in the Consolidated Income Statement.
Tenaris designates certain derivatives and non derivative financial
liabilities (leasing liabilities denominated in Japanese Yen) as hedges of particular risks associated with recognized assets or
liabilities or highly probable forecast transactions. These transactions are classified as cash flow hedges. The effective portion
of the fair value of derivatives that are designated and qualify as cash flow hedges is recognized in equity. Similarly the effective
portion of the foreign exchange result on the designated leasing liability is recognized in equity Amounts accumulated in equity
are then recognized in the income statement in the same period as the offsetting losses and gains on the hedged item. The gain
or loss relating to the ineffective portion is recognized immediately in the income statement. The fair value of Tenaris’s
derivative financial instruments (assets or liabilities) continues to be reflected in the statement of financial position. The
lease liability will be recognized on the balance sheet at each period end at the exchange rate as of the end of each month. The
full fair value of a hedging derivative and the leasing liability is classified as a current or non-current asset or liability
according to its expiry date.
For transactions designated and qualifying for hedge accounting,
Tenaris documents at the inception of the transaction the relationship between hedging instruments and hedged items, as well as
its risk management objectives and strategy for undertaking various hedge transactions. Tenaris also documents its assessment on
an ongoing basis, of whether the hedging instrument are highly effective in offsetting changes in the fair value or cash flow of
hedged items. At December 31, 2019 and 2018, the effective portion of designated cash flow hedges which is included in Other
Reserves in equity amounts to $2.6 million credit and $0.9 million debit respectively.
See Note 24.
The fair values of various derivative instruments used for hedging
purposes and the movements of the hedging reserve included within Other Reserves in equity are disclosed in Note 24.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
IV. OTHER NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(In the notes all amounts are shown in thousands of
U.S. dollars, unless otherwise stated)
As mentioned in section II. AP – C, the Segment Information
is disclosed as follows:
Reportable operating segments
(All amounts in millions of U.S. dollars)
Year ended December 31, 2019
|
|
Tubes
|
|
|
Other
|
|
|
Continuing operations
|
|
|
Discontinued operations
|
|
IFRS - Net Sales
|
|
|
6,870
|
|
|
|
424
|
|
|
|
7,294
|
|
|
|
-
|
|
Management view - operating income
|
|
|
857
|
|
|
|
73
|
|
|
|
929
|
|
|
|
-
|
|
Difference in cost of sales
|
|
|
(105
|
)
|
|
|
3
|
|
|
|
(102
|
)
|
|
|
-
|
|
Differences in depreciation and amortization
|
|
|
(1
|
)
|
|
|
(0
|
)
|
|
|
(1
|
)
|
|
|
-
|
|
Differences in selling, general and administrative expenses
|
|
|
(1
|
)
|
|
|
1
|
|
|
|
(0
|
)
|
|
|
-
|
|
Differences in other operating income (expenses), net
|
|
|
6
|
|
|
|
-
|
|
|
|
6
|
|
|
|
-
|
|
IFRS - operating income
|
|
|
755
|
|
|
|
77
|
|
|
|
832
|
|
|
|
-
|
|
Financial income (expense), net
|
|
|
|
|
|
|
|
|
|
|
19
|
|
|
|
-
|
|
Income before equity in earnings of non-consolidated companies and income tax
|
|
|
|
|
|
|
|
|
|
|
852
|
|
|
|
-
|
|
Equity in earnings of non-consolidated companies
|
|
|
|
|
|
|
|
|
|
|
82
|
|
|
|
-
|
|
Income before income tax
|
|
|
|
|
|
|
|
|
|
|
934
|
|
|
|
-
|
|
Capital expenditures
|
|
|
338
|
|
|
|
12
|
|
|
|
350
|
|
|
|
-
|
|
Depreciation and amortization
|
|
|
523
|
|
|
|
17
|
|
|
|
540
|
|
|
|
-
|
|
Year ended December 31, 2018
|
|
Tubes
|
|
|
Other
|
|
|
Continuing operations
|
|
|
Discontinued operations
|
|
IFRS - Net Sales
|
|
|
7,233
|
|
|
|
426
|
|
|
|
7,659
|
|
|
|
-
|
|
Management view - operating income
|
|
|
702
|
|
|
|
81
|
|
|
|
783
|
|
|
|
-
|
|
Difference in cost of sales
|
|
|
112
|
|
|
|
7
|
|
|
|
119
|
|
|
|
-
|
|
Differences in depreciation and amortization
|
|
|
(34
|
)
|
|
|
-
|
|
|
|
(34
|
)
|
|
|
-
|
|
Differences in selling, general and administrative expenses
|
|
|
(2
|
)
|
|
|
6
|
|
|
|
4
|
|
|
|
-
|
|
IFRS - operating income
|
|
|
777
|
|
|
|
95
|
|
|
|
872
|
|
|
|
-
|
|
Financial income (expense), net
|
|
|
|
|
|
|
|
|
|
|
37
|
|
|
|
-
|
|
Income before equity in earnings of non-consolidated companies and income tax
|
|
|
|
|
|
|
|
|
|
|
909
|
|
|
|
-
|
|
Equity in earnings of non-consolidated companies
|
|
|
|
|
|
|
|
|
|
|
194
|
|
|
|
-
|
|
Income before income tax
|
|
|
|
|
|
|
|
|
|
|
1,103
|
|
|
|
-
|
|
Capital expenditures
|
|
|
346
|
|
|
|
3
|
|
|
|
349
|
|
|
|
-
|
|
Depreciation and amortization
|
|
|
645
|
|
|
|
19
|
|
|
|
664
|
|
|
|
-
|
|
Year ended December 31, 2017
|
|
Tubes
|
|
|
Other
|
|
|
Continuing operations
|
|
|
Discontinued operations
|
|
IFRS - Net Sales
|
|
|
4,966
|
|
|
|
323
|
|
|
|
5,289
|
|
|
|
12
|
|
Management view - operating income
|
|
|
115
|
|
|
|
48
|
|
|
|
163
|
|
|
|
3
|
|
Difference in cost of sales
|
|
|
164
|
|
|
|
1
|
|
|
|
165
|
|
|
|
(1
|
)
|
Differences in depreciation and amortization
|
|
|
(3
|
)
|
|
|
-
|
|
|
|
(3
|
)
|
|
|
-
|
|
Differences in selling, general and administrative expenses
|
|
|
14
|
|
|
|
(6
|
)
|
|
|
8
|
|
|
|
-
|
|
Differences in other operating income (expenses), net
|
|
|
2
|
|
|
|
-
|
|
|
|
2
|
|
|
|
-
|
|
IFRS - operating income
|
|
|
292
|
|
|
|
43
|
|
|
|
335
|
|
|
|
2
|
|
Financial income (expense), net
|
|
|
|
|
|
|
|
|
|
|
(23
|
)
|
|
|
-
|
|
Income before equity in earnings of non-consolidated companies and income tax
|
|
|
|
|
|
|
|
|
|
|
312
|
|
|
|
2
|
|
Equity in earnings of non-consolidated companies
|
|
|
|
|
|
|
|
|
|
|
116
|
|
|
|
-
|
|
Income before income tax
|
|
|
|
|
|
|
|
|
|
|
428
|
|
|
|
2
|
|
Capital expenditures
|
|
|
550
|
|
|
|
8
|
|
|
|
558
|
|
|
|
-
|
|
Depreciation and amortization
|
|
|
594
|
|
|
|
15
|
|
|
|
609
|
|
|
|
-
|
|
Transactions between segments, which were eliminated in consolidation,
are mainly related to sales of scrap, energy, surplus raw materials and others from the Other segment to the Tubes segment for
$36, $52 and $53 million in 2019, 2018 and 2017, respectively.
There are no material differences between total reportable segments’
revenues and the entity’s revenue under IFRS.
The main differences between operating income under IFRS view and
the management view are mainly related to the cost of goods sold and other timing differences. See Section II. A. C. Segment Information.
In addition to the amounts reconciled above, the main differences
in net income arise from the impact of functional currencies on financial result, deferred income taxes as well as the result of
investment in non-consolidated companies and changes on the valuation of inventories according to cost estimation internally defined.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
1
|
Segment information (Cont.)
|
Geographical information
(all amounts in thousands of U.S. dollars)
|
|
North America
|
|
|
South America
|
|
|
Europe
|
|
|
Middle East & Africa
|
|
|
Asia Pacific
|
|
|
Unallocated (*)
|
|
|
Total continuing operations
|
|
|
Total discontinued operations
|
|
Year ended December 31, 2019
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales
|
|
|
3,429,911
|
|
|
|
1,391,288
|
|
|
|
738,880
|
|
|
|
1,382,172
|
|
|
|
351,804
|
|
|
|
-
|
|
|
|
7,294,055
|
|
|
|
-
|
|
Total assets
|
|
|
7,885,120
|
|
|
|
2,227,044
|
|
|
|
2,282,775
|
|
|
|
958,424
|
|
|
|
609,663
|
|
|
|
879,965
|
|
|
|
14,842,991
|
|
|
|
-
|
|
Trade receivables
|
|
|
612,809
|
|
|
|
176,173
|
|
|
|
149,321
|
|
|
|
319,406
|
|
|
|
90,451
|
|
|
|
-
|
|
|
|
1,348,160
|
|
|
|
-
|
|
Property, plant and equipment, net
|
|
|
3,771,570
|
|
|
|
1,129,260
|
|
|
|
816,721
|
|
|
|
254,858
|
|
|
|
117,608
|
|
|
|
-
|
|
|
|
6,090,017
|
|
|
|
-
|
|
Capital expenditures
|
|
|
169,390
|
|
|
|
113,999
|
|
|
|
55,169
|
|
|
|
4,578
|
|
|
|
7,038
|
|
|
|
-
|
|
|
|
350,174
|
|
|
|
-
|
|
Depreciation and amortization
|
|
|
276,046
|
|
|
|
105,308
|
|
|
|
82,400
|
|
|
|
42,520
|
|
|
|
33,247
|
|
|
|
-
|
|
|
|
539,521
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year ended December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales
|
|
|
3,611,509
|
|
|
|
1,462,044
|
|
|
|
724,733
|
|
|
|
1,559,988
|
|
|
|
300,314
|
|
|
|
-
|
|
|
|
7,658,588
|
|
|
|
-
|
|
Total assets
|
|
|
7,971,311
|
|
|
|
2,489,522
|
|
|
|
1,913,589
|
|
|
|
588,746
|
|
|
|
482,563
|
|
|
|
805,568
|
|
|
|
14,251,299
|
|
|
|
-
|
|
Trade receivables
|
|
|
791,190
|
|
|
|
280,801
|
|
|
|
215,202
|
|
|
|
383,358
|
|
|
|
66,815
|
|
|
|
-
|
|
|
|
1,737,366
|
|
|
|
-
|
|
Property, plant and equipment, net
|
|
|
3,859,060
|
|
|
|
1,133,113
|
|
|
|
848,178
|
|
|
|
94,040
|
|
|
|
129,517
|
|
|
|
-
|
|
|
|
6,063,908
|
|
|
|
-
|
|
Capital expenditures
|
|
|
196,220
|
|
|
|
68,603
|
|
|
|
77,467
|
|
|
|
2,047
|
|
|
|
5,136
|
|
|
|
-
|
|
|
|
349,473
|
|
|
|
-
|
|
Depreciation and amortization
|
|
|
441,705
|
|
|
|
108,558
|
|
|
|
82,769
|
|
|
|
10,389
|
|
|
|
20,936
|
|
|
|
-
|
|
|
|
664,357
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year ended December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales
|
|
|
2,451,357
|
|
|
|
1,142,142
|
|
|
|
545,777
|
|
|
|
937,439
|
|
|
|
211,789
|
|
|
|
-
|
|
|
|
5,288,504
|
|
|
|
11,899
|
|
Total assets
|
|
|
7,925,520
|
|
|
|
2,975,599
|
|
|
|
2,002,658
|
|
|
|
391,029
|
|
|
|
441,546
|
|
|
|
661,866
|
|
|
|
14,398,218
|
|
|
|
-
|
|
Trade receivables
|
|
|
582,204
|
|
|
|
234,877
|
|
|
|
214,944
|
|
|
|
135,524
|
|
|
|
46,511
|
|
|
|
-
|
|
|
|
1,214,060
|
|
|
|
-
|
|
Property, plant and equipment, net
|
|
|
3,914,229
|
|
|
|
1,190,145
|
|
|
|
878,788
|
|
|
|
102,481
|
|
|
|
143,500
|
|
|
|
-
|
|
|
|
6,229,143
|
|
|
|
-
|
|
Capital expenditures
|
|
|
430,142
|
|
|
|
58,949
|
|
|
|
57,285
|
|
|
|
7,562
|
|
|
|
4,153
|
|
|
|
-
|
|
|
|
558,091
|
|
|
|
145
|
|
Depreciation and amortization
|
|
|
354,091
|
|
|
|
126,273
|
|
|
|
93,900
|
|
|
|
12,094
|
|
|
|
22,282
|
|
|
|
-
|
|
|
|
608,640
|
|
|
|
-
|
|
(*) For 2019 and 2018 includes Investments in non-consolidated companies,
for 2017 includes Investments in non-consolidated companies and Other equity investments for $21.6 million. See Note 12 and 33.
There are no revenues from external customers attributable to the
Company’s country of incorporation (Luxembourg). For geographical information purposes, “North America” comprises
Canada, Mexico and the USA (31%); “South America” comprises principally Argentina (12%), Brazil and Colombia; “Europe”
comprises principally Italy, Romania and United Kingdom; “Middle East and Africa” comprises principally Egypt, Kazakhstan,
Nigeria, India and Saudi Arabia and; “Asia Pacific” comprises principally China, Japan, Indonesia and Thailand.
Revenue is mainly recognized at a point in time to direct customers,
when control has been transferred and there is no unfulfilled performance obligation that could affect the acceptance of the product
by the customer. Tenaris’s revenues related to governmental institutions represents approximately 21%, 15% and 17% in 2019,
2018 and 2017 respectively.
Tubes segment revenues by market:
Revenues Tubes (in million US dollar)
|
|
2019
|
|
|
2018
|
|
|
2017
|
|
Oil and Gas
|
|
|
5,757
|
|
|
|
6,042
|
|
|
|
4,034
|
|
Hydrocarbon Processing and Power Generation
|
|
|
534
|
|
|
|
602
|
|
|
|
484
|
|
Industrial and Other
|
|
|
579
|
|
|
|
589
|
|
|
|
448
|
|
Total
|
|
|
6,870
|
|
|
|
7,233
|
|
|
|
4,966
|
|
At December 2019, 2018 and 2017, the Company recognized contract
liabilities related to customer advances in the amount of $82.7, $62.7 and $56.7 million, respectively. These amounts related to
years 2018 and 2017 were reclassified to revenues during the subsequent year. In these periods, no significant adjustment in revenues
were performed related to performance obligations previously satisfied.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
|
Year ended December 31,
|
|
(all amounts in thousands of U.S. dollars)
|
|
2019
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
Inventories at the beginning of the year
|
|
|
2,524,341
|
|
|
|
2,368,304
|
|
|
|
1,563,889
|
|
Increase in inventory due to business combinations
|
|
|
52,966
|
|
|
|
-
|
|
|
|
-
|
|
Plus: Charges of the year
|
|
|
|
|
|
|
|
|
|
|
|
|
Raw materials, energy, consumables and other
|
|
|
2,709,629
|
|
|
|
3,400,396
|
|
|
|
2,794,503
|
|
Services and fees
|
|
|
222,415
|
|
|
|
275,130
|
|
|
|
244,035
|
|
Labor cost
|
|
|
870,261
|
|
|
|
855,040
|
|
|
|
778,408
|
|
Depreciation of property, plant and equipment
|
|
|
428,791
|
|
|
|
432,497
|
|
|
|
383,490
|
|
Amortization of intangible assets
|
|
|
5,948
|
|
|
|
8,220
|
|
|
|
18,621
|
|
Depreciation of right-of-use assets
|
|
|
28,727
|
|
|
|
-
|
|
|
|
-
|
|
Maintenance expenses
|
|
|
284,758
|
|
|
|
185,782
|
|
|
|
183,370
|
|
Allowance for obsolescence
|
|
|
29,138
|
|
|
|
25,457
|
|
|
|
(12,917
|
)
|
Taxes
|
|
|
100,738
|
|
|
|
133,308
|
|
|
|
18,542
|
|
Other
|
|
|
115,663
|
|
|
|
119,507
|
|
|
|
88,823
|
|
|
|
|
4,849,034
|
|
|
|
5,435,337
|
|
|
|
4,496,875
|
|
Less: Inventories at the end of the year
|
|
|
(2,265,880
|
)
|
|
|
(2,524,341
|
)
|
|
|
(2,368,304
|
)
|
From discontinued operations
|
|
|
-
|
|
|
|
-
|
|
|
|
(7,403
|
)
|
|
|
|
5,107,495
|
|
|
|
5,279,300
|
|
|
|
3,685,057
|
|
|
3
|
Selling, general and administrative expenses
|
|
|
Year ended December 31,
|
|
(all amounts in thousands of U.S. dollars)
|
|
2019
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
Services and fees
|
|
|
153,773
|
|
|
|
128,090
|
|
|
|
132,301
|
|
Labor cost
|
|
|
481,854
|
|
|
|
470,928
|
|
|
|
443,338
|
|
Depreciation of property, plant and equipment
|
|
|
18,524
|
|
|
|
16,968
|
|
|
|
17,979
|
|
Amortization of intangible assets
|
|
|
41,967
|
|
|
|
206,672
|
|
|
|
188,550
|
|
Depreciation of right-of-use assets
|
|
|
15,564
|
|
|
|
-
|
|
|
|
-
|
|
Commissions, freight and other selling expenses
|
|
|
441,442
|
|
|
|
491,555
|
|
|
|
339,759
|
|
Provisions for contingencies
|
|
|
28,565
|
|
|
|
23,498
|
|
|
|
17,664
|
|
Allowances for doubtful accounts
|
|
|
(16,256
|
)
|
|
|
1,751
|
|
|
|
(5,421
|
)
|
Taxes
|
|
|
110,876
|
|
|
|
71,110
|
|
|
|
56,826
|
|
Other
|
|
|
89,665
|
|
|
|
99,404
|
|
|
|
81,061
|
|
|
|
|
1,365,974
|
|
|
|
1,509,976
|
|
|
|
1,272,057
|
|
From discontinued operations
|
|
|
-
|
|
|
|
-
|
|
|
|
(2,041
|
)
|
|
|
|
1,365,974
|
|
|
|
1,509,976
|
|
|
|
1,270,016
|
|
|
4
|
Labor costs (included in Cost of sales and in Selling, general and administrative expenses)
|
|
|
Year ended December 31,
|
|
(all amounts in thousands of U.S. dollars)
|
|
2019
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
Wages, salaries and social security costs
|
|
|
1,274,474
|
|
|
|
1,250,783
|
|
|
|
1,144,341
|
|
Severance indemnities
|
|
|
24,637
|
|
|
|
25,225
|
|
|
|
34,497
|
|
Defined contribution plans
|
|
|
12,663
|
|
|
|
13,217
|
|
|
|
12,401
|
|
Pension benefits - defined benefit plans
|
|
|
18,207
|
|
|
|
15,390
|
|
|
|
15,066
|
|
Employee retention and long term incentive program
|
|
|
22,134
|
|
|
|
21,353
|
|
|
|
15,441
|
|
|
|
|
1,352,115
|
|
|
|
1,325,968
|
|
|
|
1,221,746
|
|
From discontinued operations
|
|
|
-
|
|
|
|
-
|
|
|
|
(853
|
)
|
|
|
|
1,352,115
|
|
|
|
1,325,968
|
|
|
|
1,220,893
|
|
The following table shows the geographical distribution of the employees:
Country
|
|
2019
|
|
|
2018
|
|
|
2017
|
|
Argentina
|
|
|
5,405
|
|
|
|
5,427
|
|
|
|
5,221
|
|
Mexico
|
|
|
5,370
|
|
|
|
5,595
|
|
|
|
5,139
|
|
USA
|
|
|
2,255
|
|
|
|
2,382
|
|
|
|
1,953
|
|
Italy
|
|
|
2,144
|
|
|
|
2,155
|
|
|
|
2,088
|
|
Romania
|
|
|
1,815
|
|
|
|
1,852
|
|
|
|
1,870
|
|
Brazil
|
|
|
1,360
|
|
|
|
1,287
|
|
|
|
1,382
|
|
Colombia
|
|
|
1,040
|
|
|
|
1,082
|
|
|
|
1,003
|
|
Canada
|
|
|
772
|
|
|
|
1,030
|
|
|
|
919
|
|
Indonesia
|
|
|
616
|
|
|
|
554
|
|
|
|
506
|
|
Japan
|
|
|
400
|
|
|
|
399
|
|
|
|
410
|
|
Other
|
|
|
2,023
|
|
|
|
1,204
|
|
|
|
1,114
|
|
|
|
|
23,200
|
|
|
|
22,967
|
|
|
|
21,605
|
|
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
5
|
Other operating income and expenses
|
|
|
Year ended December 31,
|
|
(all amounts in thousands of U.S. dollars)
|
|
2019
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
Other operating income
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income from other sales
|
|
|
8,651
|
|
|
|
3,604
|
|
|
|
4,395
|
|
Net rents
|
|
|
5,089
|
|
|
|
4,909
|
|
|
|
4,325
|
|
Other
|
|
|
8,025
|
|
|
|
6,546
|
|
|
|
1,796
|
|
Recovery on allowance for doubtful receivables
|
|
|
1,239
|
|
|
|
-
|
|
|
|
-
|
|
|
|
|
23,004
|
|
|
|
15,059
|
|
|
|
10,516
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
Contributions to welfare projects and non-profits organizations
|
|
|
11,199
|
|
|
|
11,379
|
|
|
|
9,158
|
|
Loss on fixed assets and material supplies disposed / scrapped
|
|
|
-
|
|
|
|
-
|
|
|
|
118
|
|
Allowance for doubtful receivables
|
|
|
-
|
|
|
|
1,179
|
|
|
|
84
|
|
|
|
|
11,199
|
|
|
|
12,558
|
|
|
|
9,360
|
|
From discontinued operations
|
|
|
-
|
|
|
|
-
|
|
|
|
(1
|
)
|
|
|
|
11,199
|
|
|
|
12,558
|
|
|
|
9,359
|
|
(all amounts in thousands of U.S. dollars)
|
|
Year ended December 31,
|
|
|
|
2019
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
Interest Income
|
|
|
48,061
|
|
|
|
42,244
|
|
|
|
51,525
|
|
Net result on changes in FV of financial assets at FVPL
|
|
|
(64
|
)
|
|
|
(2,388
|
)
|
|
|
(3,920
|
)
|
Finance income (*)
|
|
|
47,997
|
|
|
|
39,856
|
|
|
|
47,605
|
|
Finance cost
|
|
|
(43,381
|
)
|
|
|
(36,942
|
)
|
|
|
(27,072
|
)
|
Net foreign exchange transactions results (**)
|
|
|
27,868
|
|
|
|
28,845
|
|
|
|
(48,955
|
)
|
Foreign exchange derivatives contracts results (***)
|
|
|
(11,616
|
)
|
|
|
6,576
|
|
|
|
(8,996
|
)
|
Other
|
|
|
(1,585
|
)
|
|
|
(1,035
|
)
|
|
|
14,392
|
|
Other financial results
|
|
|
14,667
|
|
|
|
34,386
|
|
|
|
(43,559
|
)
|
Net financial results
|
|
|
19,283
|
|
|
|
37,300
|
|
|
|
(23,026
|
)
|
From discontinued operations
|
|
|
-
|
|
|
|
-
|
|
|
|
9
|
|
|
|
|
19,283
|
|
|
|
37,300
|
|
|
|
(23,017
|
)
|
(*) Finance Income:
In 2019 and 2018 includes $7.6 and $3.6 million of interest related to instruments carried
at FVPL, respectively.
(**) Net foreign exchange transactions results:
In 2019 mainly includes the result from the Argentine peso depreciation against the U.S.
dollar on Peso denominated financial, trade, social and fiscal payables and receivables at Argentine subsidiaries with functional
currency U.S. dollar.
In 2018 mainly includes the result from
the Argentine peso depreciation against the U.S. dollar on Peso denominated financial, trade, social and fiscal payables and receivables
at Argentine subsidiaries with functional currency U.S. dollar, together with the positive impact from Euro depreciation against
the U.S. dollar on Euro denominated intercompany liabilities in subsidiaries with functional currency U.S. Dollar, largely offset
by an increase in currency translation adjustment reserve from our Italian subsidiary.
In 2017 mainly includes the negative impact
from Euro appreciation against the U.S. dollar on Euro denominated intercompany liabilities in subsidiaries with functional currency
U.S. Dollar, largely offset by an increase in currency translation adjustment reserve from our Italian subsidiary.
(***) Foreign exchange derivatives contracts results:
In 2019 includes mainly losses on derivatives covering net payables
in Argentine peso and in Euros and net receivables in Canadian dollar.
In 2018 includes mainly gain on derivatives covering net receivables
in Canadian dollar.
In 2017 includes mainly losses on derivatives covering net receivables
in Brazilian real and Canadian dollar and net payables in Argentine peso, partially offset by gains on derivatives covering net
payables in Euro.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
|
Year ended December 31,
|
|
(all amounts in thousands of U.S. dollars)
|
|
2019
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
Current tax
|
|
|
299,692
|
|
|
|
343,104
|
|
|
|
184,016
|
|
Deferred tax
|
|
|
(97,240
|
)
|
|
|
(113,897
|
)
|
|
|
(100,432
|
)
|
|
|
|
202,452
|
|
|
|
229,207
|
|
|
|
83,584
|
|
From discontinued operations
|
|
|
-
|
|
|
|
-
|
|
|
|
(100,720
|
)
|
|
|
|
202,452
|
|
|
|
229,207
|
|
|
|
(17,136
|
)
|
The tax on Tenaris’s income before tax differs from the theoretical amount that
would arise using the tax rate in each country as follows:
|
|
Year ended December 31,
|
|
(all amounts in thousands of U.S. dollars)
|
|
2019
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
Income before income tax
|
|
|
933,710
|
|
|
|
1,103,107
|
|
|
|
427,711
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tax calculated at the tax rate in each country
|
|
|
186,752
|
|
|
|
207,422
|
|
|
|
6,456
|
|
Effect of currency translation on tax base
|
|
|
53,296
|
|
|
|
77,552
|
|
|
|
(922
|
)
|
Changes in the tax rates
|
|
|
(13
|
)
|
|
|
1,824
|
|
|
|
(62,968
|
)
|
Utilization of previously unrecognized tax losses
|
|
|
(547
|
)
|
|
|
-
|
|
|
|
-
|
|
Tax revaluation, withholding tax and others
|
|
|
(37,036
|
)
|
|
|
(57,591
|
)
|
|
|
40,298
|
|
Tax charge
|
|
|
202,452
|
|
|
|
229,207
|
|
|
|
(17,136
|
)
|
Effect of currency translation on tax base, Tenaris applies
the liability method to recognize deferred income tax on temporary differences between the tax bases of assets/liabilities and
their carrying amounts in the financial statements. By application of this method, Tenaris recognizes gains and losses on deferred
income tax due to the effect of the change in the value on the tax basis in subsidiaries (mainly Argentina and Mexico), which have
a functional currency different than their local currency. These gains and losses are required by IFRS even though the revalued
/ devalued tax bases of the relevant assets will not result in any deduction / obligation for tax purposes in future periods.
Tax revaluation, withholding tax and others, mainly includes
a net tax income of $66 and $65 million for 2019 and 2018 respectively related to the tax revaluation regime in Argentina and Mexico;
it also includes a charge of $34 and $26 million for 2019 and 2018 respectively related to withholding taxes for intra group international
operations.
Changes in the tax rates, in 2017 it includes mainly the
effect of the changes in tax rate in Argentine and US subsidiaries for approximately $46 million and $15 million respectively.
On October 30,
2019, the Company’s Board of Directors approved the payment of an interim dividend of $0.13 per share ($0.26 per ADS), or
approximately $153 million, paid on November 20, 2019, with an ex-dividend date of November 18, 2019.
On May 6, 2019, the Company’s Shareholders approved an
annual dividend in the amount of $0.41 per share ($0.82 per ADS). The amount approved included the interim dividend previously
paid on November 21, 2018 in the amount of $0.13 per share ($0.26 per ADS). The balance, amounting to $0.28 per share ($0.56 per
ADS), was paid on May 22, 2019. In the aggregate, the interim dividend paid in November 2018 and the balance paid in May 2019 amounted
to approximately $484 million.
On May 2, 2018, the Company’s Shareholders approved an annual
dividend in the amount of $0.41 per share ($0.82 per ADS). The amount approved included the interim dividend previously paid on
November 22, 2017 in the amount of $0.13 per share ($0.26 per ADS). The balance, amounting to $0.28 per share ($0.56 per ADS),
was paid on May 23, 2018. In the aggregate, the interim dividend paid in November 2017 and the balance paid in May 2018 amounted
to approximately $484 million.
On May 3, 2017, the Company’s Shareholders approved an annual
dividend in the amount of $0.41 per share ($0.82 per ADS). The amount approved included the interim dividend previously paid on
November 23, 2016 in the amount of $0.13 per share ($0.26 per ADS). The balance, amounting to $0.28 per share ($0.56 per ADS),
was paid on May 24, 2017. In the aggregate, the interim dividend paid in November 2016 and the balance paid in May 2017 amounted
to approximately $484 million.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
9
|
Property, plant and equipment, net
|
Year ended December 31, 2019
|
|
Land and
civil
buildings
|
|
Industrial
buildings,
plant and
production
equipment
|
|
Vehicles,
furniture
and
fixtures
|
|
Work in
progress
|
|
Spare
parts and
equipment
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Values at the beginning of the year
|
|
|
732,578
|
|
|
|
12,121,569
|
|
|
|
377,260
|
|
|
|
127,378
|
|
|
|
63,197
|
|
|
|
13,421,982
|
|
Translation differences
|
|
|
(1,611
|
)
|
|
|
(38,961
|
)
|
|
|
(1,615
|
)
|
|
|
(864
|
)
|
|
|
(256
|
)
|
|
|
(43,307
|
)
|
Increase due to business combinations (*)
|
|
|
59,468
|
|
|
|
115,908
|
|
|
|
1,733
|
|
|
|
1,630
|
|
|
|
-
|
|
|
|
178,739
|
|
Additions
|
|
|
16
|
|
|
|
1,178
|
|
|
|
1,107
|
|
|
|
299,412
|
|
|
|
12,202
|
|
|
|
313,915
|
|
Disposals / Consumptions
|
|
|
(35
|
)
|
|
|
(27,153
|
)
|
|
|
(7,110
|
)
|
|
|
(2,120
|
)
|
|
|
(2,557
|
)
|
|
|
(38,975
|
)
|
Transfers / Reclassifications
|
|
|
8,723
|
|
|
|
296,272
|
|
|
|
28,349
|
|
|
|
(317,128
|
)
|
|
|
(11,984
|
)
|
|
|
4,232
|
|
Values at the end of the year
|
|
|
799,139
|
|
|
|
12,468,813
|
|
|
|
399,724
|
|
|
|
108,308
|
|
|
|
60,602
|
|
|
|
13,836,586
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated at the beginning of the year
|
|
|
110,914
|
|
|
|
6,936,900
|
|
|
|
310,260
|
|
|
|
-
|
|
|
|
-
|
|
|
|
7,358,074
|
|
Translation differences
|
|
|
(420
|
)
|
|
|
(24,973
|
)
|
|
|
(1,485
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
(26,878
|
)
|
Depreciation charge
|
|
|
11,409
|
|
|
|
415,826
|
|
|
|
20,080
|
|
|
|
-
|
|
|
|
-
|
|
|
|
447,315
|
|
Transfers / Reclassifications
|
|
|
(362
|
)
|
|
|
(38
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(400
|
)
|
Disposals / Consumptions
|
|
|
(73
|
)
|
|
|
(25,580
|
)
|
|
|
(5,889
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
(31,542
|
)
|
Accumulated at the end of the year
|
|
|
121,468
|
|
|
|
7,302,135
|
|
|
|
322,966
|
|
|
|
-
|
|
|
|
-
|
|
|
|
7,746,569
|
|
At December 31, 2019
|
|
|
677,671
|
|
|
|
5,166,678
|
|
|
|
76,758
|
|
|
|
108,308
|
|
|
|
60,602
|
|
|
|
6,090,017
|
|
(*) Related to SSP acquisition. See Note 27.
Year ended December 31, 2018
|
|
Land and
civil
buildings
|
|
Industrial
buildings,
plant and
production
equipment
|
|
Vehicles,
furniture
and
fixtures
|
|
Work in
progress
|
|
Spare
parts and
equipment
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Values at the beginning of the year
|
|
|
712,061
|
|
|
|
11,954,585
|
|
|
|
370,542
|
|
|
|
167,079
|
|
|
|
42,413
|
|
|
|
13,246,680
|
|
Translation differences
|
|
|
(5,628
|
)
|
|
|
(117,977
|
)
|
|
|
(5,458
|
)
|
|
|
(2,269
|
)
|
|
|
(424
|
)
|
|
|
(131,756
|
)
|
Additions
|
|
|
723
|
|
|
|
681
|
|
|
|
1,245
|
|
|
|
294,163
|
|
|
|
20,756
|
|
|
|
317,568
|
|
Disposals / Consumptions
|
|
|
(221
|
)
|
|
|
(21,836
|
)
|
|
|
(10,269
|
)
|
|
|
(42
|
)
|
|
|
(3,541
|
)
|
|
|
(35,909
|
)
|
Transfers / Reclassifications
|
|
|
25,643
|
|
|
|
306,116
|
|
|
|
21,200
|
|
|
|
(331,553
|
)
|
|
|
3,993
|
|
|
|
25,399
|
|
Values at the end of the year
|
|
|
732,578
|
|
|
|
12,121,569
|
|
|
|
377,260
|
|
|
|
127,378
|
|
|
|
63,197
|
|
|
|
13,421,982
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated at the beginning of the year
|
|
|
101,197
|
|
|
|
6,612,871
|
|
|
|
303,469
|
|
|
|
-
|
|
|
|
-
|
|
|
|
7,017,537
|
|
Translation differences
|
|
|
(1,383
|
)
|
|
|
(72,141
|
)
|
|
|
(4,939
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
(78,463
|
)
|
Depreciation charge
|
|
|
11,153
|
|
|
|
417,229
|
|
|
|
21,083
|
|
|
|
-
|
|
|
|
-
|
|
|
|
449,465
|
|
Transfers / Reclassifications
|
|
|
-
|
|
|
|
173
|
|
|
|
(671
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
(498
|
)
|
Disposals / Consumptions
|
|
|
(53
|
)
|
|
|
(21,232
|
)
|
|
|
(8,682
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
(29,967
|
)
|
Accumulated at the end of the year
|
|
|
110,914
|
|
|
|
6,936,900
|
|
|
|
310,260
|
|
|
|
-
|
|
|
|
-
|
|
|
|
7,358,074
|
|
At December 31, 2018
|
|
|
621,664
|
|
|
|
5,184,669
|
|
|
|
67,000
|
|
|
|
127,378
|
|
|
|
63,197
|
|
|
|
6,063,908
|
|
Property, plant and equipment include capitalized interests for
net amounts at December 31, 2019 and 2018 of $35.4 million and $37.4 million, respectively. There were no interest capitalized
during 2019 and 2018.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
10
|
Intangible assets, net
|
Year ended December 31, 2019
|
|
Information
system projects
|
|
Licenses,
patents and
trademarks (*)
|
|
Goodwill
|
|
Customer
relationships
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
Cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Values at the beginning of the year
|
|
|
580,622
|
|
|
|
464,571
|
|
|
|
2,085,936
|
|
|
|
2,058,859
|
|
|
|
5,189,988
|
|
Translation differences
|
|
|
(1,917
|
)
|
|
|
(70
|
)
|
|
|
(968
|
)
|
|
|
-
|
|
|
|
(2,955
|
)
|
Increase due to business combinations (**)
|
|
|
405
|
|
|
|
-
|
|
|
|
32,869
|
|
|
|
81,192
|
|
|
|
114,466
|
|
Additions
|
|
|
35,487
|
|
|
|
772
|
|
|
|
-
|
|
|
|
-
|
|
|
|
36,259
|
|
Transfers / Reclassifications
|
|
|
(4,665
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(4,665
|
)
|
Disposals
|
|
|
(5,062
|
)
|
|
|
(1,531
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
(6,593
|
)
|
Values at the end of the year
|
|
|
604,870
|
|
|
|
463,742
|
|
|
|
2,117,837
|
|
|
|
2,140,051
|
|
|
|
5,326,500
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated at the beginning of the year
|
|
|
513,984
|
|
|
|
373,466
|
|
|
|
797,592
|
|
|
|
2,038,981
|
|
|
|
3,724,023
|
|
Translation differences
|
|
|
(1,734
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(1,734
|
)
|
Amortization charge
|
|
|
28,937
|
|
|
|
719
|
|
|
|
-
|
|
|
|
18,259
|
|
|
|
47,915
|
|
Disposals
|
|
|
(4,850
|
)
|
|
|
(413
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
(5,263
|
)
|
Accumulated at the end of the year
|
|
|
536,337
|
|
|
|
373,772
|
|
|
|
797,592
|
|
|
|
2,057,240
|
|
|
|
3,764,941
|
|
At December 31, 2019
|
|
|
68,533
|
|
|
|
89,970
|
|
|
|
1,320,245
|
|
|
|
82,811
|
|
|
|
1,561,559
|
|
Year ended December 31, 2018
|
|
Information
system projects
|
|
Licenses,
patents and
trademarks (*)
|
|
Goodwill
|
|
Customer
relationships
|
|
Total
|
Cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Values at the beginning of the year
|
|
|
560,692
|
|
|
|
465,963
|
|
|
|
2,090,073
|
|
|
|
2,058,859
|
|
|
|
5,175,587
|
|
Translation differences
|
|
|
(6,153
|
)
|
|
|
(183
|
)
|
|
|
(4,137
|
)
|
|
|
-
|
|
|
|
(10,473
|
)
|
Additions
|
|
|
31,632
|
|
|
|
273
|
|
|
|
-
|
|
|
|
-
|
|
|
|
31,905
|
|
Transfers / Reclassifications
|
|
|
(5,493
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(5,493
|
)
|
Disposals
|
|
|
(56
|
)
|
|
|
(1,482
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
(1,538
|
)
|
Values at the end of the year
|
|
|
580,622
|
|
|
|
464,571
|
|
|
|
2,085,936
|
|
|
|
2,058,859
|
|
|
|
5,189,988
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated at the beginning of the year
|
|
|
478,946
|
|
|
|
372,746
|
|
|
|
797,592
|
|
|
|
1,865,444
|
|
|
|
3,514,728
|
|
Translation differences
|
|
|
(5,551
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(5,551
|
)
|
Amortization charge
|
|
|
40,635
|
|
|
|
720
|
|
|
|
-
|
|
|
|
173,537
|
|
|
|
214,892
|
|
Disposals
|
|
|
(46
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(46
|
)
|
Accumulated at the end of the year
|
|
|
513,984
|
|
|
|
373,466
|
|
|
|
797,592
|
|
|
|
2,038,981
|
|
|
|
3,724,023
|
|
At December 31, 2018
|
|
|
66,638
|
|
|
|
91,105
|
|
|
|
1,288,344
|
|
|
|
19,878
|
|
|
|
1,465,965
|
|
(*) Includes Proprietary Technology.
(**) Related to SSP acquisition.
The geographical allocation of goodwill for the year ended December
31, 2019 was $1,168.4 million for North America, $116.2 million for South America, $1.9 million for Europe and $33.7 million for
Middle East & Africa.
The carrying amount of goodwill allocated by CGU, as of December
31, 2019, was as follows:
(All amounts in million US dollar)
|
|
|
|
|
|
|
|
|
As of December 31, 2019
|
|
Tubes Segment
|
|
Other Segment
|
|
|
CGU
|
|
Maverick
Acquisition
|
|
Hydril
Acquisition
|
|
Other
|
|
Maverick
Acquisition
|
|
Total
|
OCTG (USA)
|
|
|
225
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
225
|
|
Tamsa (Hydril and other)
|
|
|
-
|
|
|
|
346
|
|
|
|
19
|
|
|
|
-
|
|
|
|
365
|
|
Siderca (Hydril and other)
|
|
|
-
|
|
|
|
265
|
|
|
|
93
|
|
|
|
-
|
|
|
|
358
|
|
Hydril
|
|
|
-
|
|
|
|
309
|
|
|
|
-
|
|
|
|
-
|
|
|
|
309
|
|
Confab
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Coiled Tubing
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
4
|
|
|
|
4
|
|
Other
|
|
|
-
|
|
|
|
-
|
|
|
|
59
|
|
|
|
-
|
|
|
|
59
|
|
Total
|
|
|
225
|
|
|
|
920
|
|
|
|
171
|
|
|
|
4
|
|
|
|
1,320
|
|
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
11
|
Right-of-use assets, net and lease liabilities
|
Right of use assets evolution
Year ended December 31, 2019
|
|
Land and Civil
Buildings
|
|
Industrial
Buildings, Plant
and Production
Equipment
|
|
Vehicles, furniture
and fixtures
|
|
Total
|
Cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Opening net book amount
|
|
|
27,713
|
|
|
|
202,352
|
|
|
|
8,335
|
|
|
|
238,400
|
|
Increase due to business combinations
|
|
|
229
|
|
|
|
2,038
|
|
|
|
-
|
|
|
|
2,267
|
|
Currency translation adjustment
|
|
|
(88
|
)
|
|
|
6
|
|
|
|
8
|
|
|
|
(74
|
)
|
Additions
|
|
|
9,292
|
|
|
|
24,985
|
|
|
|
7,165
|
|
|
|
41,442
|
|
Disposals
|
|
|
(1,009
|
)
|
|
|
(4,488
|
)
|
|
|
(818
|
)
|
|
|
(6,315
|
)
|
Transfers
|
|
|
-
|
|
|
|
496
|
|
|
|
(496
|
)
|
|
|
-
|
|
At December 31, 2019
|
|
|
36,137
|
|
|
|
225,389
|
|
|
|
14,194
|
|
|
|
275,720
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated at the beginning of the year
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Translation differences
|
|
|
(3
|
)
|
|
|
3
|
|
|
|
8
|
|
|
|
8
|
|
Depreciation charge
|
|
|
8,514
|
|
|
|
31,869
|
|
|
|
3,908
|
|
|
|
44,291
|
|
Transfers / Reclassifications
|
|
|
-
|
|
|
|
(62
|
)
|
|
|
62
|
|
|
|
-
|
|
Disposals / Consumptions
|
|
|
(181
|
)
|
|
|
(1,229
|
)
|
|
|
(295
|
)
|
|
|
(1,705
|
)
|
Accumulated at the end of the year
|
|
|
8,330
|
|
|
|
30,581
|
|
|
|
3,683
|
|
|
|
42,594
|
|
At December 31, 2019
|
|
|
27,807
|
|
|
|
194,808
|
|
|
|
10,511
|
|
|
|
233,126
|
|
Depreciation of right-of-use assets was mainly included in Tubes
segment.
The initial cost of right-of-use assets consists of the initial
lease liability plus lease payments made in 2018 of approximately $4 million.
Lease liability evolution
(all amounts in thousands of U.S. dollars)
|
|
2019
|
Year ended December 31, 2019
|
|
|
|
|
Opening net book amount
|
|
|
234,149
|
|
Increase due to business combinations
|
|
|
2,267
|
|
Translation differences
|
|
|
2,690
|
|
Additions
|
|
|
36,957
|
|
Cancellations
|
|
|
(4,688
|
)
|
Repayments
|
|
|
(43,974
|
)
|
Interest accrued
|
|
|
2,766
|
|
At December 31, 2019
|
|
|
230,167
|
|
(*) The weighted average lessee’s incremental borrowing rate applied to
the lease liabilities on January 1, 2019 was 2.4%.
The amount of remaining payments with maturity less than 1 year,
between 2 and 5 years and more than 5 years is approximately 16%, 44% and 40% of the total remaining payments, respectively.
Expense relating to short-term leases and low value leases (included
in cost of sales and selling, general and administrative expenses) in the period amounted to $15.1 million and $1.3 million
respectively.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
12
|
Investments in non-consolidated companies
|
|
|
Year ended December 31,
|
|
|
2019
|
|
2018
|
At the beginning of the year
|
|
|
805,568
|
|
|
|
640,294
|
|
Translation differences
|
|
|
(10,781
|
)
|
|
|
1,848
|
|
Equity in earnings of non-consolidated companies
|
|
|
82,036
|
|
|
|
193,994
|
|
Increase due to business combinations
|
|
|
20,635
|
|
|
|
-
|
|
Dividends and distributions received (*)
|
|
|
(28,037
|
)
|
|
|
(26,581
|
)
|
Additions
|
|
|
19,610
|
|
|
|
-
|
|
Decrease / increase in equity reserves and others
|
|
|
(9,066
|
)
|
|
|
(3,987
|
)
|
At the end of the year
|
|
|
879,965
|
|
|
|
805,568
|
|
(*) Related to Ternium and Usiminas. During 2019, $29.0 million were collected.
The principal non-consolidated companies are:
|
|
|
|
% ownership at December 31,
|
|
Value at December 31,
|
Company
|
|
Country of incorporation
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
a) Ternium (*)
|
|
|
Luxembourg
|
|
|
|
11.46
|
%
|
|
|
11.46
|
%
|
|
|
751,105
|
|
|
|
725,548
|
|
b) Usiminas (**)
|
|
|
Brazil
|
|
|
|
3.07
|
%
|
|
|
3.07
|
%
|
|
|
74,593
|
|
|
|
72,988
|
|
Others
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
54,267
|
|
|
|
7,032
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
879,965
|
|
|
|
805,568
|
|
(*) Including treasury shares.
(**) At December 31, 2019 and 2018 the voting rights were 5.2%.
a) Ternium
Ternium, is a steel producer with production facilities in Mexico,
Argentina, Brazil, Colombia, United States and Guatemala and is one of Tenaris’s main suppliers of round steel bars and flat
steel products for its pipes business.
At December 31, 2019, the closing price of Ternium’s ADSs
as quoted on the New York Stock Exchange was $22 per ADS, giving Tenaris’s ownership stake a market value of approximately
$505.4 million. At December 31, 2019, the carrying value of Tenaris’s ownership stake in Ternium, based on Ternium’s
IFRS Financial Statements, was approximately $751.1 million.
As of December 31, 2019 the Company concluded that the
carrying amount does not exceed the recoverable value of the investment.
Summarized selected financial information of Ternium, including
the aggregated amounts of assets, liabilities, revenues and profit or loss is as follows:
|
|
Ternium
|
|
|
2019
|
|
2018
|
Non-current assets
|
|
|
8,757,320
|
|
|
|
8,121,824
|
|
Current assets
|
|
|
4,178,213
|
|
|
|
4,426,038
|
|
Total assets
|
|
|
12,935,533
|
|
|
|
12,547,862
|
|
Non-current liabilities
|
|
|
3,452,535
|
|
|
|
3,236,756
|
|
Current liabilities
|
|
|
1,768,125
|
|
|
|
1,826,530
|
|
Total liabilities
|
|
|
5,220,660
|
|
|
|
5,063,286
|
|
|
|
|
|
|
|
|
|
|
Non-controlling interests
|
|
|
1,103,208
|
|
|
|
1,091,321
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
10,192,818
|
|
|
|
11,454,807
|
|
Gross profit
|
|
|
1,740,378
|
|
|
|
2,971,479
|
|
Net income for the year attributable to owners of the parent
|
|
|
564,269
|
|
|
|
1,506,647
|
|
Total comprehensive income for the year, net of tax, attributable to owners of the parent
|
|
|
445,473
|
|
|
|
1,176,964
|
|
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
12
|
Investments in non-consolidated companies (Cont.)
|
b) Usiminas
Usiminas is a Brazilian producer of high quality flat steel products
used in the energy, automotive and other industries.
As of December 31, 2019, the closing price of the Usiminas’
ordinary and preferred shares, as quoted on the B3 - Brasil Bolsa Balcão S.A, was BRL9.83 ($2.44) and BRL9.51 ($2.36), respectively,
giving Tenaris’s ownership stake a market value of approximately $92 million. As of that date, the carrying value of Tenaris’s
ownership stake in Usiminas was approximately $74.6 million.
Summarized selected financial information of Usiminas, including the aggregated amounts
of assets, liabilities, revenues and profit or loss is as follows:
|
|
Usiminas
|
|
|
2019
|
|
2018
|
Non-current assets
|
|
|
4,335,662
|
|
|
|
4,696,896
|
|
Current assets
|
|
|
2,198,449
|
|
|
|
2,148,322
|
|
Total assets
|
|
|
6,534,111
|
|
|
|
6,845,218
|
|
Non-current liabilities
|
|
|
1,955,395
|
|
|
|
1,933,207
|
|
Current liabilities
|
|
|
716,930
|
|
|
|
860,862
|
|
Total liabilities
|
|
|
2,672,325
|
|
|
|
2,794,069
|
|
|
|
|
|
|
|
|
|
|
Non-controlling interests
|
|
|
377,667
|
|
|
|
369,333
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
3,790,206
|
|
|
|
3,766,241
|
|
Gross profit
|
|
|
478,141
|
|
|
|
612,156
|
|
Net income for the year attributable to owners of the parent
|
|
|
52,779
|
|
|
|
194,381
|
|
c) Techgen
Techgen is a Mexican company that operates a natural gas-fired combined
cycle electric power plant in the Pesquería area of the State of Nuevo León, Mexico. The company started producing
energy on December 1, 2016, with a power capacity of 900 megawatts. As of December 31, 2019, Tenaris held 22% of Techgen’s
share capital, and its affiliates, Ternium and Tecpetrol International S.A. (a wholly-owned subsidiary of San Faustin S.A., the
controlling shareholder of both Tenaris and Ternium), held 48% and 30% respectively.
Techgen is a party to transportation capacity agreements for a purchasing
capacity of 150,000 MMBtu/Gas per day starting on August 1, 2016 and ending on July 31, 2036, and a party to a contract for the
purchase of power generation equipment and other services related to the equipment. As of December 31, 2019, Tenaris’s exposure
under these agreements amounted to $51.9 million and $0.9 million respectively. Furthermore, during 2018, Techgen entered a contract
for the purchase of clean energy certificates. As of December 31, 2019 Tenaris’s exposure under this agreement amounted to
$18.2 million.
During 2019, Techgen repaid certain subordinated loans to Techgen’s
sponsors; the part corresponding to Tenaris amounted to $40.5 million. As of December 31, 2019, the aggregate outstanding principal
amount under these subordinated loans was $58.1 million.
On February 13, 2019, Techgen entered into a $640 million syndicated
loan agreement with several banks to refinance an existing loan, resulting in the release of certain corporate guarantee issued
by Techgen’s shareholders to secure the replaced facility.
Techgen’s obligations under the current facility, which is
“non-recourse” on the sponsors, are guaranteed by a Mexican security trust covering Techgen’s shares, assets
and accounts as well as Techgen’s affiliates rights under certain contracts. In addition, Techgen’s collection and
payment accounts not subject to the trust have been pledged in favor of the lenders under the new loan agreement, and certain direct
agreements –customary for these type of transactions– have been entered into with third parties and affiliates, including
in connection with the agreements for the sale of energy produced by the project and the agreements for the provision of gas and
long-term maintenance services to Techgen. The commercial terms and conditions governing the purchase, by the Company’s Mexican
subsidiary Tamsa, of 22% of the energy generated by the project remain unchanged.
Under the loan agreement, Techgen
is committed to maintain a debt service reserve account covering debt service becoming due during two consecutive quarters; such
account is funded by stand-by letters of credit issued for the account of Techgen’s sponsors in proportion to their respective
participations in Techgen. Accordingly, the Company and its Swiss subsidiary, Tenaris Investments Switzerland AG, applied for stand-by
letters of credit covering 22% of the debt service coverage ratio, which as of the date hereof amounts to $9.8 million.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
13
|
Receivables – non current
|
|
|
Year ended December 31,
|
|
|
2019
|
|
2018
|
Employee advances and loans
|
|
|
6,008
|
|
|
|
3,740
|
|
Tax credits
|
|
|
20,065
|
|
|
|
16,025
|
|
Receivables from related parties
|
|
|
59,999
|
|
|
|
58,128
|
|
Legal deposits
|
|
|
12,378
|
|
|
|
12,446
|
|
Advances to suppliers and other advances
|
|
|
3,772
|
|
|
|
7,592
|
|
Derivative financial instruments
|
|
|
-
|
|
|
|
52
|
|
Receivable Venezuelan subsidiaries
|
|
|
48,659
|
|
|
|
48,659
|
|
Others
|
|
|
6,222
|
|
|
|
5,263
|
|
|
|
|
157,103
|
|
|
|
151,905
|
|
|
|
Year ended December 31,
|
|
|
2019
|
|
2018
|
Finished goods
|
|
|
968,329
|
|
|
|
1,025,999
|
|
Goods in process
|
|
|
612,888
|
|
|
|
709,497
|
|
Raw materials
|
|
|
221,954
|
|
|
|
256,816
|
|
Supplies
|
|
|
486,411
|
|
|
|
504,286
|
|
Goods in transit
|
|
|
194,015
|
|
|
|
237,539
|
|
|
|
|
2,483,597
|
|
|
|
2,734,137
|
|
Allowance for obsolescence (see Note 23 (i))
|
|
|
(217,717
|
)
|
|
|
(209,796
|
)
|
|
|
|
2,265,880
|
|
|
|
2,524,341
|
|
|
15
|
Receivables and prepayments, net
|
|
|
Year ended December 31,
|
|
|
2019
|
|
2018
|
Prepaid expenses and other receivables
|
|
|
30,579
|
|
|
|
31,599
|
|
Government entities
|
|
|
1,867
|
|
|
|
2,182
|
|
Employee advances and loans
|
|
|
8,189
|
|
|
|
6,521
|
|
Advances to suppliers and other advances
|
|
|
17,180
|
|
|
|
23,467
|
|
Government tax refunds on exports
|
|
|
670
|
|
|
|
4,896
|
|
Receivables from related parties
|
|
|
19,837
|
|
|
|
63,322
|
|
Miscellaneous
|
|
|
31,145
|
|
|
|
30,682
|
|
|
|
|
109,467
|
|
|
|
162,669
|
|
Allowance for other doubtful accounts (see Note 23 (i))
|
|
|
(4,892
|
)
|
|
|
(6,784
|
)
|
|
|
|
104,575
|
|
|
|
155,885
|
|
|
16
|
Current tax assets and liabilities
|
|
|
Year ended December 31,
|
Current tax assets
|
|
2019
|
|
2018
|
V.A.T. credits
|
|
|
112,161
|
|
|
|
67,322
|
|
Prepaid taxes
|
|
|
55,227
|
|
|
|
54,010
|
|
|
|
|
167,388
|
|
|
|
121,332
|
|
|
|
Year ended December 31,
|
Current tax liabilities
|
|
2019
|
|
2018
|
Income tax liabilities
|
|
|
64,994
|
|
|
|
182,711
|
|
V.A.T. liabilities
|
|
|
9,953
|
|
|
|
18,091
|
|
Other taxes
|
|
|
52,678
|
|
|
|
49,431
|
|
|
|
|
127,625
|
|
|
|
250,233
|
|
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
17
|
Trade receivables, net
|
|
|
Year ended December 31,
|
|
|
2019
|
|
2018
|
Current accounts
|
|
|
1,387,494
|
|
|
|
1,778,796
|
|
Receivables from related parties
|
|
|
9,448
|
|
|
|
25,105
|
|
|
|
|
1,396,942
|
|
|
|
1,803,901
|
|
Allowance for doubtful accounts (see Note 23 (i))
|
|
|
(48,782
|
)
|
|
|
(66,535
|
)
|
|
|
|
1,348,160
|
|
|
|
1,737,366
|
|
The following table sets forth details of the aging of trade receivables:
|
|
|
|
|
|
|
|
|
|
|
Past due
|
|
|
|
|
Trade
Receivables
|
|
|
|
Not
Due
|
|
|
|
1
- 180 days
|
|
|
|
>180
days
|
|
At December 31, 2019
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Guaranteed
|
|
|
234,427
|
|
|
|
205,764
|
|
|
|
26,899
|
|
|
|
1,764
|
|
Not guaranteed
|
|
|
1,162,515
|
|
|
|
948,449
|
|
|
|
157,960
|
|
|
|
56,106
|
|
Guaranteed and not guaranteed
|
|
|
1,396,942
|
|
|
|
1,154,213
|
|
|
|
184,859
|
|
|
|
57,870
|
|
Expected loss rate
|
|
|
0.09
|
%
|
|
|
0.04
|
%
|
|
|
0.24
|
%
|
|
|
0.57
|
%
|
Allowances for doubtful accounts
|
|
|
(1,294
|
)
|
|
|
(529
|
)
|
|
|
(455
|
)
|
|
|
(310
|
)
|
Nominative allowances for doubtful accounts
|
|
|
(47,488
|
)
|
|
|
-
|
|
|
|
(1,922
|
)
|
|
|
(45,566
|
)
|
Net Value
|
|
|
1,348,160
|
|
|
|
1,153,684
|
|
|
|
182,482
|
|
|
|
11,994
|
|
|
|
|
|
|
|
|
|
|
|
|
Past due
|
|
|
|
|
Trade
Receivables
|
|
|
|
Not
Due
|
|
|
|
1
- 180 days
|
|
|
|
>180
days
|
|
At December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Guaranteed
|
|
|
286,250
|
|
|
|
254,743
|
|
|
|
30,884
|
|
|
|
623
|
|
Not guaranteed
|
|
|
1,517,651
|
|
|
|
1,180,788
|
|
|
|
260,675
|
|
|
|
76,188
|
|
Guaranteed and not guaranteed
|
|
|
1,803,901
|
|
|
|
1,435,531
|
|
|
|
291,559
|
|
|
|
76,811
|
|
Expected loss rate
|
|
|
0.07
|
%
|
|
|
0.04
|
%
|
|
|
0.17
|
%
|
|
|
0.43
|
%
|
Allowances for doubtful accounts
|
|
|
(1,396
|
)
|
|
|
(564
|
)
|
|
|
(510
|
)
|
|
|
(322
|
)
|
Nominative allowances for doubtful accounts
|
|
|
(65,139
|
)
|
|
|
-
|
|
|
|
(1,436
|
)
|
|
|
(63,703
|
)
|
Net Value
|
|
|
1,737,366
|
|
|
|
1,434,967
|
|
|
|
289,613
|
|
|
|
12,786
|
|
Trade receivables are mainly denominated in U.S. dollars.
|
18
|
Cash and cash equivalents and other investments
|
|
|
Year ended December 31,
|
|
|
2019
|
|
2018
|
Cash and cash equivalents
|
|
|
|
|
|
|
|
|
Cash at banks
|
|
|
118,314
|
|
|
|
81,211
|
|
Liquidity funds
|
|
|
1,166,697
|
|
|
|
160,198
|
|
Short – term investments
|
|
|
269,288
|
|
|
|
186,952
|
|
|
|
|
1,554,299
|
|
|
|
428,361
|
|
Other investments - current
|
|
|
|
|
|
|
|
|
Fixed Income (time-deposit, zero coupon bonds, commercial papers)
|
|
|
65,874
|
|
|
|
300,410
|
|
Bonds and other fixed Income
|
|
|
144,502
|
|
|
|
187,324
|
|
|
|
|
210,376
|
|
|
|
487,734
|
|
Other investments - Non-current
|
|
|
|
|
|
|
|
|
Bonds and other fixed Income
|
|
|
18,012
|
|
|
|
113,829
|
|
Others
|
|
|
6,922
|
|
|
|
4,326
|
|
|
|
|
24,934
|
|
|
|
118,155
|
|
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
|
Year ended December 31,
|
|
|
2019
|
|
2018
|
Non-current
|
|
|
|
|
Bank borrowings
|
|
|
40,896
|
|
|
|
29,214
|
|
Costs of issue of debt
|
|
|
(16
|
)
|
|
|
(27
|
)
|
|
|
|
40,880
|
|
|
|
29,187
|
|
Current
|
|
|
|
|
|
|
|
|
Bank borrowings
|
|
|
781,258
|
|
|
|
508,143
|
|
Bank overdrafts
|
|
|
24
|
|
|
|
1,644
|
|
Finance lease liabilities
|
|
|
-
|
|
|
|
44
|
|
Costs of issue of debt
|
|
|
(10
|
)
|
|
|
(11
|
)
|
|
|
|
781,272
|
|
|
|
509,820
|
|
Total Borrowings
|
|
|
822,152
|
|
|
|
539,007
|
|
The maturity of borrowings is as follows:
|
|
1 year or
less
|
|
1 - 2
years
|
|
2 – 3
years
|
|
3 - 4
years
|
|
4 - 5
years
|
|
Over 5
years
|
|
Total
|
At December 31, 2019
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other borrowings
|
|
|
781,272
|
|
|
|
17,307
|
|
|
|
23,573
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
822,152
|
|
Total borrowings
|
|
|
781,272
|
|
|
|
17,307
|
|
|
|
23,573
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
822,152
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest to be accrued (*)
|
|
|
11,370
|
|
|
|
1,045
|
|
|
|
117
|
|
|
|
|
|
|
|
-
|
|
|
|
-
|
|
|
|
12,532
|
|
Total
|
|
|
792,642
|
|
|
|
18,352
|
|
|
|
23,690
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
834,684
|
|
|
|
1 year or
less
|
|
1 - 2
years
|
|
2 – 3
years
|
|
3 - 4
years
|
|
4 - 5
years
|
|
Over 5
years
|
|
Total
|
At December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial lease
|
|
|
44
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
44
|
|
Other borrowings
|
|
|
509,776
|
|
|
|
4,271
|
|
|
|
4,771
|
|
|
|
20,145
|
|
|
|
-
|
|
|
|
-
|
|
|
|
538,963
|
|
Total borrowings
|
|
|
509,820
|
|
|
|
4,271
|
|
|
|
4,771
|
|
|
|
20,145
|
|
|
|
-
|
|
|
|
-
|
|
|
|
539,007
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest to be accrued (*)
|
|
|
8,182
|
|
|
|
1,175
|
|
|
|
1,166
|
|
|
|
169
|
|
|
|
-
|
|
|
|
-
|
|
|
|
10,692
|
|
Total
|
|
|
518,002
|
|
|
|
5,446
|
|
|
|
5,937
|
|
|
|
20,314
|
|
|
|
-
|
|
|
|
-
|
|
|
|
549,699
|
|
(*) Includes the effect of hedge accounting.
Significant borrowings include:
|
|
|
In million of USD
|
Disbursement date
|
Borrower
|
Type
|
Original & Outstanding
|
Final maturity
|
2019
|
Tamsa
|
Bank loans
|
621
|
2020
|
2019
|
Siderca
|
Bank loans
|
60
|
2020
|
|
|
|
|
|
As of December 31, 2019, Tenaris was in compliance with all of its covenants.
The weighted average interest rates before tax shown below were
calculated using the rates set for each instrument in its corresponding currency as of December 31, 2019 and 2018, considering
hedge accounting where applicable.
|
|
2019
|
|
2018
|
Total borrowings
|
|
|
3.18
|
%
|
|
|
3.98
|
%
|
Breakdown of long-term borrowings by currency and rate is as follows:
Non-current borrowings
|
|
|
|
Year ended December 31,
|
Currency
|
|
Interest rates
|
|
2019
|
|
2018
|
USD
|
|
Fixed
|
|
|
18,370
|
|
|
|
18,762
|
|
SAR
|
|
Fixed
|
|
|
16,106
|
|
|
|
-
|
|
EUR
|
|
Fixed
|
|
|
5,108
|
|
|
|
9,023
|
|
EUR
|
|
Variable
|
|
|
1,296
|
|
|
|
1,402
|
|
Total non-current borrowings
|
|
|
|
|
40,880
|
|
|
|
29,187
|
|
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
Breakdown of short-term borrowings by currency and rate is as follows:
Current borrowings
|
|
|
|
Year ended December 31,
|
Currency
|
|
Interest rates
|
|
2019
|
|
2018
|
USD
|
|
Variable
|
|
|
17,092
|
|
|
|
16,847
|
|
USD
|
|
Fixed
|
|
|
274,799
|
|
|
|
138,303
|
|
EUR
|
|
Variable
|
|
|
80
|
|
|
|
198
|
|
EUR
|
|
Fixed
|
|
|
3,772
|
|
|
|
4,178
|
|
MXN
|
|
Fixed
|
|
|
424,964
|
|
|
|
301,047
|
|
ARS
|
|
Fixed
|
|
|
86
|
|
|
|
49,125
|
|
SAR
|
|
Variable
|
|
|
35,666
|
|
|
|
-
|
|
SAR
|
|
Fixed
|
|
|
24,797
|
|
|
|
-
|
|
Others
|
|
Variable
|
|
|
16
|
|
|
|
89
|
|
Others
|
|
Fixed
|
|
|
-
|
|
|
|
33
|
|
Total current borrowings
|
|
|
|
|
781,272
|
|
|
|
509,820
|
|
Borrowings evolution
|
|
Year ended December 31, 2019
|
|
|
Non current
|
|
Current
|
At the beginning of the year
|
|
|
29,187
|
|
|
|
509,820
|
|
Translation differences
|
|
|
(229
|
)
|
|
|
669
|
|
Proceeds and repayments, net
|
|
|
(4,582
|
)
|
|
|
203,931
|
|
Interests accrued less payments
|
|
|
304
|
|
|
|
2,950
|
|
Reclassifications
|
|
|
(11,733
|
)
|
|
|
11,733
|
|
Increase due to Business Combinations
|
|
|
27,933
|
|
|
|
53,789
|
|
Overdrafts variation
|
|
|
-
|
|
|
|
(1,620
|
)
|
At the end of the year
|
|
|
40,880
|
|
|
|
781,272
|
|
The carrying amounts of assets pledged as security for current and non-current borrowings
are immaterial for the years 2019 and 2018.
Deferred income taxes are calculated in full on temporary differences under the liability
method using the tax rate of each country.
The evolution of deferred tax assets and liabilities during the year are as follows:
Deferred tax liabilities
|
|
Fixed assets (*)
|
|
Inventories
|
|
Intangible and Other
|
|
Total
|
At the beginning of the year
|
|
|
710,995
|
|
|
|
25,048
|
|
|
|
46,532
|
|
|
|
782,575
|
|
Translation differences
|
|
|
(347
|
)
|
|
|
-
|
|
|
|
(4
|
)
|
|
|
(351
|
)
|
Increase due to business combinations
|
|
|
5,621
|
|
|
|
-
|
|
|
|
11,209
|
|
|
|
16,830
|
|
Charged directly to other comprehensive income
|
|
|
-
|
|
|
|
-
|
|
|
|
423
|
|
|
|
423
|
|
Income statement charge / (credit)
|
|
|
(64,930
|
)
|
|
|
(5,652
|
)
|
|
|
59,902
|
|
|
|
(10,680
|
)
|
At December 31, 2019
|
|
|
651,339
|
|
|
|
19,396
|
|
|
|
118,062
|
|
|
|
788,797
|
|
|
|
Fixed assets (*)
|
|
Inventories
|
|
Intangible and Other
|
|
Total
|
At the beginning of the year
|
|
|
744,926
|
|
|
|
34,934
|
|
|
|
55,585
|
|
|
|
835,445
|
|
Effect of adoption of new standards
|
|
|
-
|
|
|
|
-
|
|
|
|
35
|
|
|
|
35
|
|
Translation differences
|
|
|
(876
|
)
|
|
|
-
|
|
|
|
92
|
|
|
|
(784
|
)
|
Charged directly to other comprehensive income
|
|
|
-
|
|
|
|
-
|
|
|
|
288
|
|
|
|
288
|
|
Income statement charge
|
|
|
(33,055
|
)
|
|
|
(9,886
|
)
|
|
|
(9,468
|
)
|
|
|
(52,409
|
)
|
At December 31, 2018
|
|
|
710,995
|
|
|
|
25,048
|
|
|
|
46,532
|
|
|
|
782,575
|
|
(*) Includes the effect of currency translation on tax base. See Note 7.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
20
|
Deferred income tax (Cont.)
|
Deferred tax assets
|
|
Provisions and
allowances
|
|
Inventories
|
|
Tax losses
|
|
Other
|
|
Total
|
At the beginning of the year
|
|
|
(16,116
|
)
|
|
|
(86,585
|
)
|
|
|
(396,257
|
)
|
|
|
(86,184
|
)
|
|
|
(585,142
|
)
|
Translation differences
|
|
|
362
|
|
|
|
306
|
|
|
|
497
|
|
|
|
286
|
|
|
|
1,451
|
|
Increase due to business combinations
|
|
|
(1,160
|
)
|
|
|
(1,413
|
)
|
|
|
(1,172
|
)
|
|
|
(2,238
|
)
|
|
|
(5,983
|
)
|
Charged directly to other comprehensive income
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(1,261
|
)
|
|
|
(1,261
|
)
|
Income statement charge / (credit)
|
|
|
(2,739
|
)
|
|
|
(5,712
|
)
|
|
|
14,100
|
|
|
|
(92,209
|
)
|
|
|
(86,560
|
)
|
At December 31, 2019
|
|
|
(19,653
|
)
|
|
|
(93,404
|
)
|
|
|
(382,832
|
)
|
|
|
(181,606
|
)
|
|
|
(677,495
|
)
|
|
|
Provisions and
allowances
|
|
Inventories
|
|
Tax losses
|
|
Other
|
|
Total
|
At the beginning of the year
|
|
|
(26,475
|
)
|
|
|
(89,555
|
)
|
|
|
(354,944
|
)
|
|
|
(60,033
|
)
|
|
|
(531,007
|
)
|
Effect of adoption of new standards
|
|
|
952
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(164
|
)
|
|
|
788
|
|
Translation differences
|
|
|
2,532
|
|
|
|
1,447
|
|
|
|
1,014
|
|
|
|
(38
|
)
|
|
|
4,955
|
|
Charged directly to other comprehensive income
|
|
|
23
|
|
|
|
-
|
|
|
|
-
|
|
|
|
1,587
|
|
|
|
1,610
|
|
Income statement charge / (credit)
|
|
|
6,852
|
|
|
|
1,523
|
|
|
|
(42,327
|
)
|
|
|
(27,536
|
)
|
|
|
(61,488
|
)
|
At December 31, 2018
|
|
|
(16,116
|
)
|
|
|
(86,585
|
)
|
|
|
(396,257
|
)
|
|
|
(86,184
|
)
|
|
|
(585,142
|
)
|
In 2019 the effect of the adoption of IFRS 16 has been recognized
as “Other” both for deferred tax assets and liabilities.
Deferred tax assets related to taxable losses of Tenaris subsidiaries
are recognized to the extent it is considered probable that future taxable profits will be available against which such losses
can be utilized in the foreseeable future. This amount includes $338 million related to US subsidiaries mainly due to the recognition
of accelerated fiscal depreciations. The remaining balance mainly corresponds to Japanese and Brazilian subsidiaries. These subsidiaries
have incurred in fiscal losses in the past. Tenaris has concluded that these deferred tax assets will be recoverable based on the
business plans and budgets.
The expiration dates of the recognized tax losses in less than 1
year, between 2 and 5 years and in more than 5 years is 0.2%, 2.5% and 97.3% respectively.
As of December 31, 2019, the net unrecognized deferred tax assets
amount to $121.2 million. The expiration dates of the unrecognized tax losses less than 1 year, between 2 and 5 years and more
than 5 years is approximately 2.8%, 20.2% and 77%.
The estimated recovery analysis of deferred tax assets and deferred
tax liabilities is as follows:
|
|
Year ended December 31,
|
|
|
2019
|
|
2018
|
Deferred tax assets to be recovered after 12 months
|
|
|
(538,274
|
)
|
|
|
(452,330
|
)
|
Deferred tax liabilities to be settled after 12 months
|
|
|
766,852
|
|
|
|
739,670
|
|
Deferred income tax assets and liabilities are offset when (1) there
is a legally enforceable right to set-off current tax assets against current tax liabilities and (2) when the deferred income taxes
relate to the same fiscal authority on either the same taxable entity or different taxable entities where there is an intention
to settle the balances on a net basis. The following amounts, determined after appropriate set-off, are shown in the Consolidated
Statement of Financial Position:
|
|
Year ended December 31,
|
|
|
2019
|
|
2018
|
Deferred tax assets
|
|
|
(225,680
|
)
|
|
|
(181,606
|
)
|
Deferred tax liabilities
|
|
|
336,982
|
|
|
|
379,039
|
|
|
|
|
111,302
|
|
|
|
197,433
|
|
The movement in the net deferred income tax liability account is
as follows:
|
|
Year ended December 31,
|
|
|
2019
|
|
2018
|
At the beginning of the year
|
|
|
197,433
|
|
|
|
304,438
|
|
Effect of adoption of new standards
|
|
|
-
|
|
|
|
823
|
|
Translation differences
|
|
|
1,100
|
|
|
|
4,171
|
|
Increase due to business combinations
|
|
|
10,847
|
|
|
|
-
|
|
Charged directly to Other Comprehensive Income
|
|
|
(838
|
)
|
|
|
1,898
|
|
Income statement credit
|
|
|
(97,240
|
)
|
|
|
(113,897
|
)
|
At the end of the year
|
|
|
111,302
|
|
|
|
197,433
|
|
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
(i)
|
Other liabilities – Non current
|
|
|
Year ended December 31,
|
|
|
2019
|
|
2018
|
Post-employment benefits
|
|
|
144,993
|
|
|
|
115,087
|
|
Other-long term benefits
|
|
|
85,473
|
|
|
|
78,492
|
|
Miscellaneous
|
|
|
20,917
|
|
|
|
19,550
|
|
|
|
|
251,383
|
|
|
|
213,129
|
|
Post-employment benefits
|
|
Year ended December 31,
|
|
|
2019
|
|
2018
|
Unfunded
|
|
|
125,573
|
|
|
|
97,318
|
|
Funded
|
|
|
19,420
|
|
|
|
17,769
|
|
|
|
|
144,993
|
|
|
|
115,087
|
|
|
|
Year ended December 31,
|
|
|
2019
|
|
2018
|
Values at the beginning of the year
|
|
|
97,318
|
|
|
|
101,889
|
|
Translation differences
|
|
|
(1,567
|
)
|
|
|
(3,849
|
)
|
Current service cost
|
|
|
7,978
|
|
|
|
7,400
|
|
Interest cost
|
|
|
5,526
|
|
|
|
5,070
|
|
Remeasurements (*)
|
|
|
7,010
|
|
|
|
(3,946
|
)
|
Increase due to business combinations
|
|
|
15,660
|
|
|
|
-
|
|
Benefits paid from the plan
|
|
|
(9,328
|
)
|
|
|
(9,719
|
)
|
Other
|
|
|
2,976
|
|
|
|
473
|
|
At the end of the year
|
|
|
125,573
|
|
|
|
97,318
|
|
(*) For 2019 a loss of $1.3 million is attributable to
demographic assumptions and a loss of $5.7 million to financial assumptions. For 2018 a gain of $0.2 million is attributable to
demographic assumptions and a gain of $3.7 million to financial assumptions.
The actuarial assumptions for the most relevant plans were as follows:
|
|
|
Year ended December 31,
|
|
|
|
|
2019
|
|
|
|
2018
|
|
Discount rate
|
|
|
1% - 7%
|
|
|
|
2% - 7%
|
|
Rate of compensation increase
|
|
|
0% - 3%
|
|
|
|
0% - 3%
|
|
As of December 31, 2019, an increase / (decrease) of 1% in the discount
rate assumption of the main plans would have generated a (decrease) / increase on the defined benefit obligation of $7.4 million
and $7 million respectively, and an increase / (decrease) of 1% in the rate of compensation assumption of the main plans would
have generated an increase / (decrease) impact on the defined benefit obligation of $4.5 million and $4.5 million respectively.
The above sensitivity analyses are based on a change in discount rate and rate of compensation while holding all other assumptions
constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated.
The amounts
recognized in the statement of financial position for the current annual period and the previous annual period are as follows:
|
|
Year ended December 31,
|
|
|
2019
|
|
2018
|
Present value of funded obligations
|
|
|
160,412
|
|
|
|
146,885
|
|
Fair value of plan assets
|
|
|
(145,160
|
)
|
|
|
(132,438
|
)
|
Liability (*)
|
|
|
15,252
|
|
|
|
14,447
|
|
(*) In 2019
and 2018, $4.2 million and $3.3 million corresponding to a plan with a surplus balance were reclassified within other non-current
assets, respectively.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
21
|
Other liabilities (Cont.)
|
Post-employment benefits (Cont.)
The movement in the present value of funded obligations is as follows:
|
|
Year ended December 31,
|
|
|
2019
|
|
2018
|
At the beginning of the year
|
|
|
146,885
|
|
|
|
165,485
|
|
Translation differences
|
|
|
4,542
|
|
|
|
(8,182
|
)
|
Current service cost
|
|
|
721
|
|
|
|
1,328
|
|
Interest cost
|
|
|
5,754
|
|
|
|
5,691
|
|
Remeasurements (*)
|
|
|
12,769
|
|
|
|
(7,984
|
)
|
Benefits paid
|
|
|
(10,259
|
)
|
|
|
(9,453
|
)
|
At the end of the year
|
|
|
160,412
|
|
|
|
146,885
|
|
(*) For 2019 a loss of $0.4 million is attributable to demographic
assumptions and a loss of $12.4 million to financial assumptions. For 2018 a loss of $0.4 million is attributable to demographic
assumptions and a gain of $8.4 million to financial assumptions. respectively.
The movement in the fair value of plan assets is as follows:
|
|
Year ended December 31,
|
|
|
2019
|
|
2018
|
At the beginning of the year
|
|
|
(132,438
|
)
|
|
|
(145,692
|
)
|
Translation differences
|
|
|
(4,137
|
)
|
|
|
7,514
|
|
Return on plan assets
|
|
|
(5,018
|
)
|
|
|
(4,936
|
)
|
Remeasurements
|
|
|
(10,507
|
)
|
|
|
3,967
|
|
Contributions paid to the plan
|
|
|
(3,589
|
)
|
|
|
(3,108
|
)
|
Benefits paid from the plan
|
|
|
10,259
|
|
|
|
9,453
|
|
Other
|
|
|
270
|
|
|
|
364
|
|
At the end of the year
|
|
|
(145,160
|
)
|
|
|
(132,438
|
)
|
The major categories of plan assets as a percentage of total plan assets are as follows:
|
|
Year ended December 31,
|
|
|
2019
|
|
2018
|
Equity instruments
|
|
|
49.0
|
%
|
|
|
53.5
|
%
|
Debt instruments
|
|
|
47.0
|
%
|
|
|
42.8
|
%
|
Others
|
|
|
4.0
|
%
|
|
|
3.7
|
%
|
The actuarial assumptions for the most relevant plans were as follows:
|
|
|
Year ended December 31,
|
|
|
|
2019
|
|
|
|
2018
|
|
Discount rate
|
|
|
3 % - 4 %
|
|
|
|
4 % - 5 %
|
|
Rate of compensation increase
|
|
|
0 % - 3 %
|
|
|
|
0 % - 3 %
|
|
The expected return on plan assets is determined by considering
the expected returns available on the assets underlying the current investment policy. Expected return on plan assets is determined
based on long-term, prospective rates of return as of the end of the reporting period.
As of December 31, 2019, an increase / (decrease) of 1% in the discount
rate assumption of the main plans would have generated a (decrease) / increase on the defined benefit obligation of $16.1 million
and $19.8 million respectively, and an increase / (decrease) of 1% in the compensation rate assumption of the main plans would
have generated an increase / (decrease) on the defined benefit obligation of $1.8 million and $1.6 million respectively. The above
sensitivity analyses are based on a change in discount rate and rate of compensation while holding all other assumptions constant.
In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated.
The employer contributions expected to be paid for the year 2020
amount approximately to $5.1 million.
The methods and types of assumptions used in preparing the sensitivity
analysis did not change compared to the previous period.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
21
|
Other liabilities (Cont.)
|
|
(ii)
|
Other liabilities – current
|
|
|
Year ended December 31,
|
|
|
2019
|
|
2018
|
Payroll and social security payable
|
|
|
153,009
|
|
|
|
148,069
|
|
Miscellaneous
|
|
|
23,255
|
|
|
|
17,624
|
|
|
|
|
176,264
|
|
|
|
165,693
|
|
|
22
|
Non-current allowances and provisions
|
|
(i)
|
Deducted from non-current receivables
|
|
|
Year ended December 31,
|
|
|
2019
|
|
2018
|
|
|
|
Values at the beginning of the year
|
|
|
-
|
|
|
|
(641
|
)
|
Translation differences
|
|
|
-
|
|
|
|
110
|
|
Used
|
|
|
-
|
|
|
|
531
|
|
Values at the end of the year
|
|
|
-
|
|
|
|
-
|
|
|
|
Year ended December 31,
|
|
|
2019
|
|
2018
|
Values at the beginning of the year
|
|
|
36,089
|
|
|
|
36,438
|
|
Translation differences
|
|
|
(1,571
|
)
|
|
|
(5,261
|
)
|
Additional provisions
|
|
|
19,904
|
|
|
|
14,397
|
|
Reclassifications
|
|
|
5,641
|
|
|
|
(2,406
|
)
|
Used
|
|
|
(5,464
|
)
|
|
|
(7,079
|
)
|
Values at the end of the year
|
|
|
54,599
|
|
|
|
36,089
|
|
|
23
|
Current allowances and provisions
|
(i) Deducted
from assets
Year ended December 31, 2019
|
|
Allowance for doubtful
accounts - Trade receivables
|
|
Allowance for other doubtful
accounts - Other receivables
|
|
Allowance for
inventory obsolescence
|
|
|
|
|
|
|
|
Values at the beginning of the year
|
|
|
(66,535
|
)
|
|
|
(6,784
|
)
|
|
|
(209,796
|
)
|
Translation differences
|
|
|
9
|
|
|
|
88
|
|
|
|
794
|
|
Increase due to business combinations
|
|
|
(1,788
|
)
|
|
|
-
|
|
|
|
(10,761
|
)
|
Additional / reversals allowances
|
|
|
16,256
|
|
|
|
1,239
|
|
|
|
(29,138
|
)
|
Used
|
|
|
3,276
|
|
|
|
565
|
|
|
|
31,184
|
|
At December 31, 2019
|
|
|
(48,782
|
)
|
|
|
(4,892
|
)
|
|
|
(217,717
|
)
|
Year ended December 31, 2018
|
|
Allowance for doubtful
accounts - Trade receivables
|
|
Allowance for other doubtful
accounts - Other receivables
|
|
Allowance for
inventory obsolescence
|
|
|
|
|
|
|
|
Values at the beginning of the year
|
|
|
(78,385
|
)
|
|
|
(6,255
|
)
|
|
|
(216,068
|
)
|
Effect of adoption of new standards
|
|
|
6,423
|
|
|
|
-
|
|
|
|
-
|
|
Translation differences
|
|
|
329
|
|
|
|
359
|
|
|
|
3,575
|
|
Additional allowances
|
|
|
(1,751
|
)
|
|
|
(1,179
|
)
|
|
|
(25,457
|
)
|
Used
|
|
|
6,849
|
|
|
|
291
|
|
|
|
28,154
|
|
At December 31, 2018
|
|
|
(66,535
|
)
|
|
|
(6,784
|
)
|
|
|
(209,796
|
)
|
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
23
|
Current allowances and provisions (Cont.)
|
Year ended December 31, 2019
|
|
Sales risks
|
|
Other claims and
contingencies
|
|
Total
|
Values at the beginning of the year
|
|
|
6,814
|
|
|
|
17,469
|
|
|
|
24,283
|
|
Translation differences
|
|
|
(28
|
)
|
|
|
(570
|
)
|
|
|
(598
|
)
|
Increase due to business combinations
|
|
|
505
|
|
|
|
8,000
|
|
|
|
8,505
|
|
Additional/ reversals provisions
|
|
|
11,880
|
|
|
|
(3,219
|
)
|
|
|
8,661
|
|
Reclassifications
|
|
|
-
|
|
|
|
(5,641
|
)
|
|
|
(5,641
|
)
|
Used
|
|
|
(13,304
|
)
|
|
|
(4,889
|
)
|
|
|
(18,193
|
)
|
At December 31, 2019
|
|
|
5,867
|
|
|
|
11,150
|
|
|
|
17,017
|
|
Year ended December 31, 2018
|
|
Sales risks
|
|
Other claims and
contingencies
|
|
Total
|
Values at the beginning of the year
|
|
|
11,396
|
|
|
|
20,934
|
|
|
|
32,330
|
|
Translation differences
|
|
|
(103
|
)
|
|
|
(2,205
|
)
|
|
|
(2,308
|
)
|
Additional provisions
|
|
|
2,638
|
|
|
|
6,463
|
|
|
|
9,101
|
|
Reclassifications
|
|
|
-
|
|
|
|
2,406
|
|
|
|
2,406
|
|
Used
|
|
|
(7,117
|
)
|
|
|
(10,129
|
)
|
|
|
(17,246
|
)
|
At December 31, 2018
|
|
|
6,814
|
|
|
|
17,469
|
|
|
|
24,283
|
|
|
24
|
Derivative financial instruments
|
Net fair values of derivative financial instruments
The net fair values of derivative financial instruments, in accordance
with IFRS 13, are:
|
|
Year ended December 31,
|
|
|
2019
|
|
2018
|
Derivatives hedging borrowings and investments
|
|
|
19,000
|
|
|
|
5,604
|
|
Other Derivatives
|
|
|
929
|
|
|
|
3,621
|
|
Contracts with positive fair values (*)
|
|
|
19,929
|
|
|
|
9,225
|
|
|
|
|
|
|
|
|
|
|
Derivatives hedging borrowings and investments
|
|
|
-
|
|
|
|
(11,667
|
)
|
Other Derivatives
|
|
|
(1,814
|
)
|
|
|
(311
|
)
|
Contracts with negative fair values
|
|
|
(1,814
|
)
|
|
|
(11,978
|
)
|
Total
|
|
|
18,115
|
|
|
|
(2,753
|
)
|
(*) In 2018 includes $52 thousand of non-current
derivatives.
Foreign exchange derivative contracts and hedge
accounting
Tenaris applies hedge accounting to certain cash flow hedges of
highly probable forecast transactions. The net fair values of exchange rate derivatives and those derivatives that were designated
for hedge accounting as of December 2019 and 2018, were as follows:
|
|
|
|
|
|
Fair Value
|
|
Hedge Accounting Reserve
|
Purchase currency
|
|
Sell currency
|
|
Term
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
MXN
|
|
USD
|
|
|
2020
|
|
|
|
18,999
|
|
|
|
888
|
|
|
|
404
|
|
|
|
(411
|
)
|
USD
|
|
MXN
|
|
|
2020
|
|
|
|
(576
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
ARS
|
|
USD
|
|
|
2020
|
|
|
|
-
|
|
|
|
(6,542
|
)
|
|
|
-
|
|
|
|
(895
|
)
|
EUR
|
|
USD
|
|
|
2020
|
|
|
|
588
|
|
|
|
203
|
|
|
|
-
|
|
|
|
-
|
|
USD
|
|
JPY
|
|
|
2030
|
|
|
|
-
|
|
|
|
-
|
|
|
|
2,149
|
|
|
|
-
|
|
USD
|
|
BRL
|
|
|
2020
|
|
|
|
(234
|
)
|
|
|
(131
|
)
|
|
|
-
|
|
|
|
-
|
|
JPY
|
|
USD
|
|
|
2020
|
|
|
|
(190
|
)
|
|
|
271
|
|
|
|
-
|
|
|
|
-
|
|
USD
|
|
KWD
|
|
|
2020
|
|
|
|
103
|
|
|
|
522
|
|
|
|
38
|
|
|
|
390
|
|
USD
|
|
CAD
|
|
|
2020
|
|
|
|
(200
|
)
|
|
|
2,089
|
|
|
|
-
|
|
|
|
-
|
|
USD
|
|
COP
|
|
|
2020
|
|
|
|
(345
|
)
|
|
|
(23
|
)
|
|
|
-
|
|
|
|
-
|
|
Others
|
|
|
|
|
2020
|
|
|
|
(30
|
)
|
|
|
(30
|
)
|
|
|
-
|
|
|
|
-
|
|
Total
|
|
|
|
|
|
|
|
|
18,115
|
|
|
|
(2,753
|
)
|
|
|
2,591
|
|
|
|
(916
|
)
|
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
24
|
Derivative financial instruments (Cont.)
|
Following is a summary of the hedge
reserve evolution:
|
|
Equity Reserve
Dec-17
|
|
Movements
2018
|
|
Equity Reserve
Dec-18
|
|
Movements
2019
|
|
Equity Reserve
Dec-19
|
Foreign Exchange
|
|
|
(240
|
)
|
|
|
(676
|
)
|
|
|
(916
|
)
|
|
|
3,507
|
|
|
|
2,591
|
|
Total Cash flow Hedge
|
|
|
(240
|
)
|
|
|
(676
|
)
|
|
|
(916
|
)
|
|
|
3,507
|
|
|
|
2,591
|
|
Tenaris estimates that the cash flow hedge reserve corresponding
to derivatives instruments at December 31, 2019 will be recycled to the Consolidated Income Statement during 2020. For information
on lease liabilities, see Note 11.
|
25
|
Contingencies, commitments and restrictions on the distribution of profits
|
(i) Contingencies
Tenaris is from time to time subject to various claims, lawsuits
and other legal proceedings, including customer, employee, tax and environmental-related claims, in which third parties are seeking
payment for alleged damages, reimbursement for losses, or indemnity. Management with the assistance of legal counsel periodically
reviews the status of each significant matter and assesses potential financial exposure.
Some of these claims, lawsuits and other legal proceedings involve
highly complex issues, and often these issues are subject to substantial uncertainties and, therefore, the probability of loss
and an estimation of damages are difficult to ascertain. Accordingly, with respect to a large portion of such claims, lawsuits
and other legal proceedings, Tenaris is unable to make a reliable estimate of the expected financial effect that will result from
ultimate resolution of the proceeding. In those cases, Tenaris has not accrued a provision for the potential outcome of these cases.
If a potential loss from a claim, lawsuit or other proceeding is
considered probable and the amount can be reasonably estimated, a provision is recorded. Accruals for loss contingencies reflect
a reasonable estimate of the losses to be incurred based on information available to management as of the date of preparation of
the financial statements and take into consideration litigation and settlement strategies. In a limited number of ongoing cases,
Tenaris was able to make a reliable estimate of the expected loss or range of probable loss and has accrued a provision for such
loss but believes that publication of this information on a case-by-case basis would seriously prejudice Tenaris’s position
in the ongoing legal proceedings or in any related settlement discussions. Accordingly, in these cases, the Company has disclosed
information with respect to the nature of the contingency but has not disclosed its estimate of the range of potential loss.
The Company believes that the aggregate provisions recorded for
potential losses in these Consolidated Financial Statements are adequate based upon currently available information. However, if
management’s estimates prove incorrect, current reserves could be inadequate and Tenaris could incur a charge to earnings
which could have a material adverse effect on Tenaris’s results of operations, financial condition, net worth and cash flows.
Below is a summary description of Tenaris’s material legal
proceedings which are outstanding as of the date of these Consolidated Financial Statements. In addition, Tenaris is subject to
other legal proceedings, none of which is believed to be material.
|
§
|
CSN claims relating to the January 2012 acquisition of Usiminas shares
|
Confab Industrial S.A. (“Confab”), a Brazilian
subsidiary of the Company, is one of the defendants in a lawsuit filed in Brazil by Companhia Siderúrgica Nacional (“CSN”)
and various entities affiliated with CSN against Confab and several Ternium subsidiaries that acquired a participation in Usiminas’
control group in January 2012.
The CSN lawsuit alleges that, under applicable Brazilian
laws and rules, the acquirers were required to launch a tag-along tender offer to all non-controlling holders of Usiminas’
ordinary shares for a price per share equal to 80% of the price per share paid in such acquisition, or BRL28.8, and seeks an order
to compel the acquirers to launch an offer at that price plus interest. If so ordered, the offer would need to be made to 182,609,851
ordinary shares of Usiminas not belonging to Usiminas’ control group, and Confab would have a 17.9% share in that offer.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
25
|
Contingencies, commitments and restrictions on the distribution of profits (Cont.)
|
(i) Contingencies
(Cont.)
|
§
|
CSN claims relating to the January 2012 acquisition of Usiminas shares (Cont.)
|
On September 23, 2013, the first instance court dismissed
the CSN lawsuit, and on February 8, 2017, the court of appeals maintained the understanding of the first instance court. On March
6, 2017, CSN filed a motion for clarification against the decision of the Court of Appeals of São Paulo, which was rejected
on July 19, 2017. On August 18, 2017, CSN filed an appeal to the Superior Court of Justice seeking the review and reversal of the
decision issued by the Court of Appeals. On March 5, 2018, the court of appeals ruled that CSN’s appeal did not meet the
requirements for submission to the Superior Court of Justice and rejected the appeal. On May 8, 2018, CSN appealed against such
ruling and on January 22, 2019, the court of appeals rejected it and ordered that the case be submitted to the Superior Court of
Justice. On September 10, 2019, the Superior Court of Justice declared CSN’s appeal admissible. The Superior Court of Justice
will review the case and then render a decision on the merits. The Superior Court of Justice is restricted to the analysis of alleged
violations to federal laws and cannot assess matters of fact.
Tenaris continues to believe that all of CSN’s
claims and allegations are groundless and without merit, as confirmed by several opinions of Brazilian legal counsel, two decisions
issued by the Brazilian securities regulator (CVM) in February 2012 and December 2016, and the first and second instance court
decisions referred to above.
|
§
|
Veracel celulose accident litigation
|
On September 21, 2007, an accident occurred in the premises
of Veracel Celulose S.A. (“Veracel”) in connection with a rupture in one of the tanks used in an evaporation system
manufactured by Confab. The Veracel accident allegedly resulted in material damages to Veracel. Itaú Seguros S.A. (“Itaú”),
Veracel’s insurer at the time of the Veracel accident and then replaced by Chubb Seguros Brasil S/A (“Chubb”),
initiated a lawsuit against Confab seeking reimbursement of damages paid to Veracel in connection with the Veracel accident. Veracel
initiated a second lawsuit against Confab seeking reimbursement of the amount paid as insurance deductible with respect to the
Veracel accident and other amounts not covered by insurance. Itaú and Veracel claimed that the Veracel accident was caused
by failures and defects attributable to the evaporation system manufactured by Confab. Confab believes that the Veracel accident
was caused by the improper handling by Veracel’s personnel of the equipment supplied by Confab in violation of Confab’s
instructions. The two lawsuits were consolidated and are considered by the 6th Civil Court of São Caetano do Sul; however,
each lawsuit will be adjudicated separately.
On September 28, 2018 Confab and Chubb, entered into
a settlement agreement pursuant to which on October 9, 2018, Confab paid an amount of approximately $3.5 million to Chubb, without
assuming any liability for the accident or the claim.
On October 10, 2018, Confab was notified that the court
had issued rulings for both lawsuits. Both decisions were unfavorable to Confab:
|
§
|
With respect to Chubb’s claim, Confab was ordered to pay an amount of approximately BRL89.8
million (approximately $21.6 million) (including interest, fees and expenses). On October 15, 2018, Confab filed a request for
homologation of the settlement agreement mentioned above, as such settlement agreement remains valid and binding between the parties.
On November 8, 2018, the settlement agreement was homologated by the court.
|
|
§
|
With respect to Veracel’s claim, Confab was ordered to pay the insurance deductible and other
concepts not covered by insurance, currently estimated to amount to BRL62.9 million (approximately $15.6 million) (including interest,
fees and expenses). Both parties filed motions for clarification against the court’s decision, which were partially granted.
Although the contract between Confab and Veracel expressly provided that Confab would not be liable for damages arising from lost
profits, the court award would appear to include BRL54.0 million (approximately $13.4 million) of damages arising therefrom; Confab
has additional defense arguments in respect of a claim for lost profits. On December 18, 2018, Confab filed an appeal against the
first instance court decision, and on April 30, 2019, Veracel filed its response to the appeal. At this stage the Company cannot
predict the outcome of the claim or the amount or range of loss in case of an unfavorable outcome.
|
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
25
|
Contingencies, commitments and restrictions on the distribution of profits (Cont.)
|
(i) Contingencies
(Cont.)
§
Ongoing investigation
The Company is aware that Brazilian, Italian and Swiss
authorities have been investigating whether certain payments were made from accounts of entities presumably associated with affiliates
of the Company to accounts allegedly linked to individuals related to Petróleo Brasileiro S.A. (“Petrobras”)
and whether any such payments were intended to benefit the Company’s Brazilian subsidiary Confab. Any such payments could
violate certain applicable laws, including the U.S. Foreign Corrupt Practices Act.
The Company had previously reviewed certain of these
matters in connection with an investigation by the Brazilian authorities related to “Operation Lava Jato”, a new phase
of which is presently ongoing, and did not uncover any information that corroborated allegations of involvement in these alleged
payments by the Company or its subsidiaries. Furthermore, the Company became aware that a Petrobras internal investigation commission
reviewed certain contracts with Confab and concluded that they had not found evidence that Petrobras had benefitted Confab or had
misused applicable local content rules.
The Audit Committee of the Company's Board of Directors
engaged external counsel in connection with the Company’s review. In addition, the Company voluntarily notified the U.S.
Securities and Exchange Commission and the U.S. Department of Justice in October 2016.
In July 2019, the Company learned that the public prosecutor
office of Milan, Italy, had completed a preliminary investigation into the alleged payments and had included in the investigation,
among other persons, the Company’s Chairman and Chief Executive Officer, two other board members, Gianfelice Rocca and Roberto
Bonatti, and the Company’s controlling shareholder, San Faustin. In February 2020, the Company learned that the magistrate
overseeing the investigation decided to move the case to trial. The Company’s outside counsel had previously reviewed
the Italian prosecutors’ investigative file and has informed the Board that neither that file nor this magistrate’s
decision sets forth evidence of involvement by any of the three directors in the alleged wrongdoing. Accordingly, the Board
has concluded that no particular action is warranted at the present time, other than inviting the referred board members to continue
discharging their respective responsibilities with the full support of the Board.
The Company continues to review these matters and to
respond to requests from and otherwise cooperate with the appropriate authorities. At this time, the Company cannot predict the
outcome of these matters or estimate the range of potential loss or extent of risk, if any, to the Company's business that may
result from resolution of these matters.
§
Putative class actions
Following the Company’s November 27, 2018 announcement
that its Chairman and CEO Paolo Rocca had been included in an Argentine court investigation known as the Notebooks Case (a decision
subsequently reversed by a higher court), two putative class action complaints were filed in the U.S. District Court for the Eastern
District of New York. On April 29, 2019, the court consolidated the complaints into a single case, captioned “In re Tenaris
S.A. Securities Litigation”, and appointed lead plaintiffs and lead counsel. On July 19, 2019, the lead plaintiffs filed
an amended complaint purportedly on behalf of purchasers of Tenaris securities during the putative class period of May 1, 2014
through December 5, 2018. The individual defendants named in the complaint are Tenaris’s Chairman and CEO and Tenaris’s
former CFO. The complaint alleges that during the class period, the Company and the individual defendants inflated the Tenaris
share price by failing to disclose that sale proceeds received by Ternium (in which Tenaris held an 11.46% stake) when Sidor was
expropriated by Venezuela were received or expedited as a result of allegedly improper payments made to Argentine officials. The
complaint does not specify the damages that plaintiff is seeking. Defendants’ motions to dismiss are expected to be decided
during 2020. Management believes the Company has meritorious defenses to these claims; however, at this stage the Company cannot
predict the outcome of the claim or the amount or range of loss in case of an unfavorable outcome.
§
Investigation concerning alleged price overcharges in Brazil
In 2018, two Brazilian subsidiaries of the Company were
notified of formal charges arising from a review by the Tribunal de Contas da Uniao (“TCU”) for alleged price overcharges
on goods supplied to Petróleo Brasileiro S.A- Petrobras under a supply contract. Both companies have already filed their
defenses. The estimated amount of this claim is BRL29.8 million (approximately $7.4
million). Tenaris believes, based on the advice of counsel and external consultants, that the prices charged under the Petrobras
contract do not result in overprices and that it is unlikely that the ultimate resolution of this matter will result in a material
obligation.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
25
|
Contingencies, commitments and restrictions on the distribution of profits (Cont.)
|
|
(i)
|
Contingencies (Cont.)
|
§
Administrative proceeding concerning Brazilian tax credits
Confab is a party to an administrative proceeding concerning
the recognition and transfer of tax credits for an amount allegedly exceeding the amount that Confab would have been entitled to
recognize and/or transfer. The proceeding resulted in the imposition of a fine against Confab representing approximately 75% of
the allegedly undue credits, which was appealed by Confab. On January 21, 2019, Confab was notified of an administrative decision
denying Confab’s appeal, thereby upholding the tax determination and the fine against Confab. On January 28, 2019, Confab
challenged such administrative decision and is currently awaiting a resolution. In case of an unfavorable resolution, Confab may
still appeal before the courts. The estimated amount of this claim is BRL56.8 million (approximately $14.1 million). At this
stage, the Company cannot predict the outcome of this claim.
§
U.S. Patent infringement litigation
Tenaris Coiled Tubes, LLC (“TCT”), a U.S.
subsidiary of the Company, was sued on 2017 by its competitor Global Tubing, alleging violations to certain intellectual property
regulations and seeking a declaration that certain Global Tubing products do not infringe patents held by TCT. TCT filed a counterclaim
seeking declaration that certain Global Tubing products infringe patents held by TCT, and Global Tubing responded alleging
that such patents should be invalidated. On December 13, 2019, Global Tubing filed an amended complaint (including the Company
as defendant) and alleging that TCT and the Company misled the patent office in order to monopolize the coiled tubing market for
quench and tempered products. Trial is set for August of 2021. At this time, the Company cannot predict the outcome of this matter
or estimate the range of potential losses that may result from resolution of this claim.
§
Tax assessment from Italian Tax Authorities
Tenaris’s Italian subsidiary Dalmine received on
December 27, 2019, a tax assessment from the Italian tax authorities related to fiscal year 2014. As of December 31, 2019, the
claim amounted to approximately EUR25 million (approximately $28 million), comprising EUR20.7 million (approximately $23.2 million)
in principal and EUR4.3 million (approximately $4.8 million) in interest and penalties. In the report for a tax audit conducted
in 2019, the Italian tax inspectors indicated that they also intend to bring claims for fiscal year 2015 with respect to the same
matters; as of December 31, 2019, these additional claims would amount to approximately EUR10.3 million (approximately $11.6 million),
comprising EUR8.1 million (approximately $9.1 million) in principal and EUR2.2 million (approximately $2.5 million) in interest
and penalties. The claims mainly refer to the compensation for certain intercompany transactions involving Dalmine in connection
with sales of products and R&D activities. Based on the counsel’s advice, Tenaris believes that it is unlikely that the
ultimate resolution of these matters will result in a material obligation.
|
(ii)
|
Commitments and guarantees
|
Set forth is a description of Tenaris’s main outstanding commitments:
|
§
|
A Tenaris company entered into a contract with Transportadora de Gas del Norte S.A. for the service
of natural gas transportation to the facilities of Siderca, an Argentine subsidiary of Tenaris. As of December 31, 2019, the aggregate
commitment to take or pay the committed volumes for a 9-year term totaled approximately $27.4 million.
|
|
§
|
Several Tenaris companies entered into a contract with Praxair S.A. for the service of oxygen and
nitrogen supply. As of December 31, 2019, the aggregate commitment to take or pay the committed volumes for a 14-year term totalled
approximately $53.7 million.
|
|
§
|
Several Tenaris companies entered into a contract with Graftech for the supply of graphite electrodes. As of December 31, 2019,
the aggregate commitment to take or pay the committed volumes totalled approximately $26.8 million.
|
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
25
|
Contingencies, commitments and restrictions on the distribution of profits (Cont.)
|
|
(ii)
|
Commitments and guarantees (Cont.)
|
|
§
|
A Tenaris company entered into a 25-year contract (effective as of December 1, 2016, through December
1, 2041) with Techgen for the supply of 197 MW (which represents 22% of Techgen’s capacity). Monthly payments are determined
on the basis of capacity charges, operation costs, back-up power charges, and transmission charges. As of the seventh contract
year (as long as Techgen’s existing or replacing bank facility has been repaid in full), the Tenaris company has the right
to suspend or early terminate the contract if the rate payable under the agreement is higher than the rate charged by the Comisión
Federal de Electricidad (“CFE”) or its successors. The Tenaris company may instruct Techgen to sell to any affiliate,
to CFE, or to any other third party all or any part of unused contracted energy under the agreement and the Tenaris company will
benefit from the proceeds of such sale.
|
|
§
|
A Tenaris company entered into a contract with Vale International S.A. for the supply of iron ore,
for which it is committed to purchase at least 70% of its annual iron ore needs, up to 770 thousand tons of pellets annually. The
contract expires on December 31, 2020. The aggregate commitment amounts to approximately $33.6 million.
|
|
§
|
A Tenaris company entered into a contract with Canadian National Railway for the service of rail
transportation from its raw material supplier to its Canadian production center. The total commitment ending June 30, 2020
is $18.9 million.
|
|
§
|
A Tenaris company entered into a contract with Air Liquide Mexico, S. de R.L de C.V. for the supply
of argon gas. As of December 31, 2019, the aggregate commitment totaled approximately $21.2 million.
|
|
§
|
A Tenaris company is a party to a contract with Nucor Steel Memphis Inc. under which it is committed
to purchase on a monthly basis a minimum volume of steel bars at prices that will be adjusted quarterly by the parties. The contract
will become effective in January 2020 and will be in force until December 2022. As of December 31, 2019, the estimated aggregate
contract amount through December 31, 2022, calculated at current prices, is approximately $107.1 million.
|
Additionally Tenaris has issued performance guarantees mainly related to long term commercial
contracts with several customers and parent companies guarantees for approximately $2.5 billion.
(iii) Restrictions
to the distribution of profits and payment of dividends
In accordance with Luxembourg Law, the Company is required to transfer
a minimum of 5% of its net profit for each financial year to a legal reserve until such reserve equals 10% of the issued share
capital.
As of December 31, 2019, this reserve is fully allocated and additional
allocations to the reserve are not required under Luxembourg law. Dividends may not be paid out of the legal reserve.
The Company may pay dividends to the extent, among other conditions,
that it has distributable retained earnings calculated in accordance with Luxembourg law and regulations.
|
26
|
Agreement to build a welded pipe plant in West Siberia
|
On February
5, 2019 Tenaris entered into an agreement with PAO Severstal to build a welded pipe plant to produce OCTG products in the Surgut
area, West Siberia, Russian Federation. Tenaris holds a 49% interest in the company, while PAO Severstal owns the remaining 51%.
The regulatory approvals and other customary conditions have been already obtained. The plant, which is estimated to require an
investment of $280 million and a two-year construction period, is planned to have an annual production capacity of 300,000 tons.
During the period, Tenaris contributed approximately $19.6 million in the project.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
Acquisition of Saudi Steel Pipe Company
§
Acquisition
On January 21, 2019, Tenaris acquired 47.79% of the shares of SSP,
a welded steel pipes producer listed on the Saudi stock market, for a total amount of SAR530 million (approximately $141 million).
The amount was paid with Tenaris cash in hand. SSP’s facilities are located in the Eastern Province of the Kingdom of Saudi
Arabia and have a manufacturing capacity of 360,000 tons per year. SSP started its operations in 1980 and serves energy industrial
and commercial segments, is qualified to supply products with major national oil companies in the region.
Upon closing of the acquisition, four Tenaris’s nominees were
appointed as new members of the SSP’s board of directors and a Tenaris senior executive was appointed as managing director
and chief executive officer of SSP. Such appointment was ratified at the shareholders meeting of SSP held on May 7, 2019, where
the shareholders also approved the reappointment of the Tenaris’s nominees until June 6, 2022.
The Company has begun consolidating SSP’s balances and results
of operations as from January 21, 2019.
|
§
|
Fair value of net assets acquired
|
The application of the purchase method requires certain estimates
and assumptions specially concerning the determination of the fair values of the acquired intangible assets and property, plant
and equipment as well as the liabilities assumed at the date of the acquisition. The fair values determined at the acquisition
date are based mainly on discounted cash flows and other valuation techniques.
The allocation of the fair values determined for the assets and liabilities arising from
the acquisition is as follows:
Fair value of acquired assets and liabilities:
|
|
SAR million
|
|
$ million
|
|
|
|
|
|
Property, Plant and Equipment
|
|
|
671
|
|
|
|
179
|
|
Customer relationship
|
|
|
305
|
|
|
|
81
|
|
Investment in associated
|
|
|
77
|
|
|
|
21
|
|
Working capital
|
|
|
167
|
|
|
|
45
|
|
Cash and Cash Equivalents
|
|
|
32
|
|
|
|
9
|
|
Other Receivables
|
|
|
11
|
|
|
|
3
|
|
Borrowings
|
|
|
(304
|
)
|
|
|
(81
|
)
|
Employees end of service benefits
|
|
|
(59
|
)
|
|
|
(16
|
)
|
Deferred Tax Liabilities
|
|
|
(47
|
)
|
|
|
(13
|
)
|
Net assets acquired
|
|
|
853
|
|
|
|
228
|
|
Tenaris acquired 47.79% of total assets and liabilities shown above,
approximately $109 million. As of the result of the acquisition, the Company recognized a Goodwill of approximately $32.9 million.
Tenaris has chosen to recognize the non-controlling interest at the proportionate share of the acquiree’s net identifiable
assets.
The acquired business contributed revenues for $170.6 million with
a minor contribution to Tenaris’s margin for the period starting January 21, 2019 and ending December 31, 2019.
If the acquisition had occurred on January 1, 2019, consolidated
revenue and profit after tax would have not changed significantly.
The purchase price allocation has been done with
the assistance of a third party expert.
Acquisition of Garrett
In September 2017, Tenaris acquired 100% of Garrett (a pipe services
and trucking business) through the payment of a price of $10.4 million.
If the acquisition had occurred on January 1, 2017, Tenaris’s unaudited pro forma net sales and net income from continuing
operations would not have changed materially.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
|
|
|
Year ended December 31,
|
(i)
|
|
Changes in working capital
|
|
2019
|
|
2018
|
|
2017
|
|
|
|
Inventories
|
|
|
311,459
|
|
|
|
(176,443
|
)
|
|
|
(804,415
|
)
|
|
|
|
Receivables and prepayments and Current tax assets
|
|
|
(34,368
|
)
|
|
|
30,144
|
|
|
|
(4,564
|
)
|
|
|
|
Trade receivables
|
|
|
428,326
|
|
|
|
(517,579
|
)
|
|
|
(259,375
|
)
|
|
|
|
Other liabilities
|
|
|
(18,295
|
)
|
|
|
(22,984
|
)
|
|
|
4,226
|
|
|
|
|
Customer advances
|
|
|
16,844
|
|
|
|
5,976
|
|
|
|
17,039
|
|
|
|
|
Trade payables
|
|
|
(180,857
|
)
|
|
|
(57,066
|
)
|
|
|
193,905
|
|
|
|
|
|
|
|
523,109
|
|
|
|
(737,952
|
)
|
|
|
(853,184
|
)
|
(ii)
|
|
|
Income tax accruals less payments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tax accrued
|
|
|
202,452
|
|
|
|
229,207
|
|
|
|
(17,136
|
)
|
|
|
|
Taxes paid
|
|
|
(395,869
|
)
|
|
|
(170,713
|
)
|
|
|
(176,853
|
)
|
|
|
|
|
|
|
(193,417
|
)
|
|
|
58,494
|
|
|
|
(193,989
|
)
|
(iii)
|
|
|
Interest accruals less payments, net
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest accrued
|
|
|
(4,616
|
)
|
|
|
(2,914
|
)
|
|
|
(20,534
|
)
|
|
|
|
Interest received
|
|
|
30,890
|
|
|
|
40,613
|
|
|
|
50,001
|
|
|
|
|
Interest paid
|
|
|
(30,655
|
)
|
|
|
(31,548
|
)
|
|
|
(17,917
|
)
|
|
|
|
|
|
|
(4,381
|
)
|
|
|
6,151
|
|
|
|
11,550
|
|
(iv)
|
|
|
Cash and cash equivalents
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash at banks, liquidity funds and short - term investments
|
|
|
1,554,299
|
|
|
|
428,361
|
|
|
|
330,221
|
|
|
|
|
Bank overdrafts
|
|
|
(24
|
)
|
|
|
(1,644
|
)
|
|
|
(131
|
)
|
|
|
|
|
|
|
1,554,275
|
|
|
|
426,717
|
|
|
|
330,090
|
|
|
29
|
Discontinued Operations
|
On December 15, 2016, Tenaris entered into an agreement with Nucor
Corporation (“NC”) pursuant to which it has sold to NC the steel electric conduit business in North America, known
as Republic Conduit for an amount of $328 million (net of transaction costs). The sale was completed on January 19, 2017, with
effect from January 20, 2017. The result of this transaction was an after-tax gain of $89.7 million, calculated as the net proceeds
of the sale less the book value of net assets held for sale, the corresponding tax effect and related expenses.
|
|
Year ended December 31,
|
|
|
2017
|
Income from discontinued operations
|
|
|
1,848
|
|
After tax gain on the sale of Conduit
|
|
|
89,694
|
|
Net Income for discontinued operations
|
|
|
91,542
|
|
Details of Conduit sale
Cash received
|
|
|
331,295
|
|
Transaction and other costs
|
|
|
(3,663
|
)
|
Carrying amount of net assets sold
|
|
|
(137,814
|
)
|
Gain on sale before income tax
|
|
|
189,817
|
|
Income tax expense on gain
|
|
|
(100,123
|
)
|
Gain on sale after income tax
|
|
|
89,694
|
|
The financial performances presented are relative to the 19 days of January 2017.
Analysis of the result of discontinued operations:
|
|
Year ended December 31,
|
|
|
2017
|
Revenues
|
|
|
11,899
|
|
Gross profit
|
|
|
4,496
|
|
Net income
|
|
|
1,848
|
|
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
29
|
Discontinued Operations (Cont.)
|
Summarized cash flow information is as follows:
|
|
2017
|
Cash at the beginning
|
|
|
18,820
|
|
Cash at the end
|
|
|
206
|
|
(Decrease) Increase in cash
|
|
|
(18,614
|
)
|
|
|
|
|
|
(Used in) provided by operating activities
|
|
|
(3,046
|
)
|
Provided by (used in) investing activities
|
|
|
32
|
|
Used in financing activities
|
|
|
(15,600
|
)
|
These amounts were estimated only for disclosure purposes, as cash
flows from discontinued operations were not managed separately from other cash flows.
The following table shows carrying amounts of assets and liabilities
as at the date of sale.
Current and non-current assets and liabilities of disposal group
|
|
At January 19, 2017
|
Non-current assets
|
|
|
87,332
|
|
Current assets
|
|
|
69,332
|
|
Total assets of disposal group classified as held for sale
|
|
|
156,664
|
|
Non-current liabilities
|
|
|
5,294
|
|
Current liabilities
|
|
|
13,556
|
|
Total liabilities of disposal group classified as held for sale
|
|
|
18,850
|
|
|
30
|
Related party transactions
|
As of December 31, 2019:
|
§
|
San Faustin S.A., a Luxembourg société anonyme (“San Faustin”), owned
713,605,187 shares in the Company, representing 60.45% of the Company’s capital and voting rights.
|
|
§
|
San Faustin owned all of its shares in the Company through its wholly-owned subsidiary Techint
Holdings S.à.r.l., a Luxembourg société à responsabilité limitée (“Techint”),
who is the holder of record of the above-mentioned Tenaris shares.
|
|
§
|
Rocca & Partners Stichting Administratiekantoor Aandelen San Faustin, a private foundation
located in the Netherlands (Stichting) (“RP STAK”) held voting shares in San Faustin sufficient in number to control
San Faustin.
|
|
§
|
No person or group of persons controls RP STAK.
|
Based on the information most recently available to the Company, Tenaris’s directors
and senior management as a group owned 0.08% of the Company’s outstanding shares.
Transactions and balances disclosed as with “non-consolidated
parties” are those with companies over which Tenaris exerts significant influence or joint control in accordance with IFRS,
but does not have control. All other transactions and balances with related parties which are not non-consolidated parties and
which are not consolidated are disclosed as “Other”. The following transactions were carried out with related parties:
|
(all amounts in thousands of U.S. dollars)
|
|
Year ended December 31,
|
|
|
|
2019
|
|
2018
|
|
2017
|
(i)
|
Transactions
|
|
|
|
|
|
(a) Sales of goods and services
|
|
|
|
|
|
|
|
Sales of goods to non-consolidated parties
|
|
|
20,577
|
|
|
|
23,709
|
|
|
|
32,362
|
|
|
Sales of goods to other related parties
|
|
|
69,972
|
|
|
|
131,548
|
|
|
|
94,624
|
|
|
Sales of services to non-consolidated parties
|
|
|
5,620
|
|
|
|
7,641
|
|
|
|
11,637
|
|
|
Sales of services to other related parties
|
|
|
4,386
|
|
|
|
5,647
|
|
|
|
3,751
|
|
|
|
|
|
100,555
|
|
|
|
168,545
|
|
|
|
142,374
|
|
|
(b) Purchases of goods and services
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchases of goods to non-consolidated parties
|
|
|
174,588
|
|
|
|
245,186
|
|
|
|
234,361
|
|
|
Purchases of goods to other related parties
|
|
|
51,765
|
|
|
|
106,624
|
|
|
|
17,711
|
|
|
Purchases of services to non-consolidated parties
|
|
|
9,404
|
|
|
|
9,556
|
|
|
|
12,077
|
|
|
Purchases of services to other related parties
|
|
|
54,514
|
|
|
|
46,179
|
|
|
|
50,794
|
|
|
|
|
|
290,271
|
|
|
|
407,545
|
|
|
|
314,943
|
|
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
30
Related party transactions (Cont.)
|
(all amounts in thousands of U.S. dollars)
|
|
At December 31,
|
|
|
|
2019
|
|
2018
|
(ii)
|
Period-end balances
|
|
|
|
|
|
(a) Arising from sales / purchases of goods / services
|
|
|
|
|
|
Receivables from non-consolidated parties
|
|
|
78,884
|
|
|
|
122,136
|
|
|
Receivables from other related parties
|
|
|
10,400
|
|
|
|
24,419
|
|
|
Payables to non-consolidated parties
|
|
|
(19,100
|
)
|
|
|
(33,197
|
)
|
|
Payables to other related parties
|
|
|
(7,048
|
)
|
|
|
(17,595
|
)
|
|
|
|
|
63,136
|
|
|
|
95,763
|
|
|
|
|
|
|
|
|
|
|
|
|
(b) Financial debt
|
|
|
|
|
|
|
|
|
|
Finance lease liabilities from non-consolidated parties
|
|
|
(2,064
|
)
|
|
|
-
|
|
|
|
|
|
(2,064
|
)
|
|
|
-
|
|
In addition
to the tables above, Tenaris issued various guarantees and is party to a commitment in favor of Techgen: for further details, please
see note 12(c) and 25(ii). No other material guarantees were issued in favor of other related parties.
Directors’ and senior
management compensation
During the years ended December 31, 2019, 2018 and 2017, the cash
compensation of Directors and Senior managers amounted to $33.7 million, $33.7 million and $45.8 million respectively. These amounts
include cash benefits paid to certain senior managers in connection with the pre-existing retirement plans. In addition, Directors
and Senior managers received 468, 558 and 484 thousand units for a total amount of $4.8 million, $5.6 million and $4.7 million
respectively in connection with the Employee retention and long term incentive program mentioned in Note O Employee benefits –
Other long term benefits.
|
31
|
Fees paid to the Company's principal accountant
|
Total fees accrued for professional services rendered by PwC Network
firms to Tenaris S.A. and its subsidiaries are detailed as follows:
(all amounts in thousands of U.S. dollars)
|
|
Year ended December 31,
|
|
|
2019
|
|
2018
|
|
2017
|
Audit fees
|
|
|
3,846
|
|
|
|
3,841
|
|
|
|
3,995
|
|
Audit-related fees
|
|
|
50
|
|
|
|
43
|
|
|
|
88
|
|
Tax fees
|
|
|
7
|
|
|
|
-
|
|
|
|
23
|
|
All other fees
|
|
|
1
|
|
|
|
7
|
|
|
|
30
|
|
Total
|
|
|
3,904
|
|
|
|
3,891
|
|
|
|
4,136
|
|
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
32
|
Principal subsidiaries
|
The following is a list of Tenaris’s principal subsidiaries
and its direct and indirect percentage of ownership of each controlled company at December 31, 2019.
Company
|
Country of
Incorporation
|
Main activity
|
Percentage of ownership at
December 31, (*)
|
|
|
|
2019
|
2018
|
2017
|
ALGOMA TUBES INC.
|
Canada
|
Manufacturing of seamless steel pipes
|
100%
|
100%
|
100%
|
CONFAB INDUSTRIAL S.A. and subsidiaries
|
Brazil
|
Manufacturing of welded steel pipes and capital goods
|
100%
|
100%
|
100%
|
DALMINE S.p.A.
|
Italy
|
Manufacturing of seamless steel pipes
|
100%
|
100%
|
100%
|
HYDRIL COMPANY and subsidiaries (except detailed) (a)
|
USA
|
Manufacture and marketing of premium connections
|
100%
|
100%
|
100%
|
KAZAKHSTAN PIPE THREADERS LIMITED LIABILITY PARTNERSHIP
|
Kazakhstan
|
Threading of premium products
|
100%
|
100%
|
100%
|
MAVERICK TUBE CORPORATION and subsidiaries
|
USA
|
Manufacturing of welded steel pipes
|
100%
|
100%
|
100%
|
NKKTUBES
|
Japan
|
Manufacturing of seamless steel pipes
|
51%
|
51%
|
51%
|
P.T. SEAMLESS PIPE INDONESIA JAYA
|
Indonesia
|
Manufacturing of seamless steel products
|
89%
|
89%
|
89%
|
PRUDENTIAL STEEL LTD.
|
Canada
|
Manufacturing of welded steel pipes
|
100%
|
100%
|
100%
|
S.C. SILCOTUB S.A.
|
Romania
|
Manufacturing of seamless steel pipes
|
100%
|
100%
|
100%
|
SAUDI STEEL PIPE CO.
|
Saudi Arabia
|
Manufacturing of welded steel pipes
|
48%
|
NA
|
NA
|
SIAT SOCIEDAD ANONIMA
|
Argentina
|
Manufacturing of welded and seamless steel pipes
|
100%
|
100%
|
100%
|
SIDERCA SOCIEDAD ANONIMA INDUSTRIAL Y COMERCIAL and subsidiaries
|
Argentina
|
Manufacturing of seamless steel pipes
|
100%
|
100%
|
100%
|
TALTA - TRADING E MARKETING SOCIEDADE UNIPESSOAL LDA.
|
Portugal
|
Holding Company
|
100%
|
100%
|
100%
|
TENARIS BAY CITY, INC.
|
USA
|
Manufacturing of seamless steel pipes
|
100%
|
100%
|
100%
|
TENARIS CONNECTIONS BV
|
Netherlands
|
Development, management and licensing of intellectual property
|
100%
|
100%
|
100%
|
TENARIS FINANCIAL SERVICES S.A.
|
Uruguay
|
Financial company
|
100%
|
100%
|
100%
|
TENARIS GLOBAL SERVICES (CANADA) INC.
|
Canada
|
Marketing of steel products
|
100%
|
100%
|
100%
|
TENARIS GLOBAL SERVICES (U.S.A.) CORPORATION
|
USA
|
Marketing of steel products
|
100%
|
100%
|
100%
|
TENARIS GLOBAL SERVICES (UK) LTD
|
United Kingdom
|
Holding company and marketing of steel products
|
100%
|
100%
|
100%
|
TENARIS GLOBAL SERVICES S.A. and subsidiaries (except detailed) (b)
|
Uruguay
|
Holding company and marketing of steel products
|
100%
|
100%
|
100%
|
TENARIS INVESTMENTS (NL) B.V.
|
Netherlands
|
Holding company
|
100%
|
NA
|
NA
|
TENARIS INVESTMENTS S.àr.l.
|
Luxembourg
|
Holding company
|
100%
|
100%
|
100%
|
TENARIS INVESTMENTS SWITZERLAND AG and subsidiaries
|
Switzerland
|
Holding company
|
100%
|
100%
|
100%
|
TENARIS TUBOCARIBE LTDA.
|
Colombia
|
Manufacturing of welded and seamless steel pipes
|
100%
|
100%
|
100%
|
TUBOS DE ACERO DE MEXICO, S.A.
|
Mexico
|
Manufacturing of seamless steel pipes
|
100%
|
100%
|
100%
|
(*) All percentages rounded.
(a) Tenaris Investments S.a.r.l. holds 100% of Hydril's subsidiaries
shares except for Technical Drilling & Production Services Nigeria. Ltd where it holds 80%.
(b) Tenaris holds 97,5% of Tenaris Supply Chain S.A. and 40% of
Tubular Technical Services Ltd. and Pipe Coaters Nigeria Ltd., 49% of Amaja Tubular Services Limited, 49% Tubular Services Angola
Lda.
|
33
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Nationalization of Venezuelan Subsidiaries
|
In May 2009, within the framework of Decree Law 6058, Venezuela’s
President announced the nationalization of, among other companies, the Company's majority-owned subsidiaries TAVSA - Tubos de Acero
de Venezuela S.A. (“Tavsa”) and, Matesi Materiales Siderúrgicos S.A (“Matesi”), and Complejo Siderúrgico
de Guayana, C.A (“Comsigua”), in which the Company has a non-controlling interest (collectively, the “Venezuelan
Companies”). Tenaris and its wholly-owned subsidiary, Talta - Trading e Marketing Sociedad Unipessoal Lda (“Talta”),
initiated arbitration proceedings against Venezuela before the ICSID in Washington D.C. in connection with these nationalizations.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
33
|
Nationalization of Venezuelan Subsidiaries (Cont.)
|
Matesi
On January 29, 2016, the tribunal released its award on the arbitration
proceeding concerning the nationalization of Matesi. The award upheld Tenaris’s and Talta’s claim that Venezuela had
expropriated their investments in Matesi in violation of Venezuelan law as well as the bilateral investment treaties entered into
by Venezuela with the Belgium-Luxembourg Economic Union and Portugal. The award granted compensation in the amount of $87.3 million
for the breaches and ordered Venezuela to pay an additional amount of $85.5 million in pre-award interest, aggregating to a total
award of $172.8 million, payable in full and net of any applicable Venezuelan tax, duty or charge. The tribunal granted Venezuela
a grace period of six months from the date of the award to make payment in full of the amount due without incurring post-award
interest, and resolved that if no, or no full, payment is made by then, post-award interest will apply at the rate of 9% per annum
compounded at six-monthly rests from the date of the award until payment in full. As of December 31, 2019, post-award interest
amounted to approximately $71 million.
On March 14, 2016, Venezuela requested the rectification of the
award pursuant to article 49(2) of the ICSID Convention and ICSID Arbitration Rule 49. The tribunal denied Venezuela’s request
on June 24, 2016, ordering Venezuela to reimburse Tenaris and Talta for their costs incurred in connection with the rectification
proceedings. On September 21, 2016, Venezuela submitted a request for annulment of the award as well as the stay of enforcement
of the award in accordance with the ICSID Convention and Arbitration Rules. On March 24, 2017, an ad hoc committee constituted
to decide on Venezuela´s requests rendered its decision to lift the stay of enforcement of the award. On August 8, 2018,
the ad hoc committee rejected Venezuela’s application to annul the award.
On June 8, 2018, Tenaris and Talta filed an action in federal court
in the District of Columbia to recognize and enforce the award. Tenaris and Talta have effected service on Venezuela in accordance
with US law, and Venezuela has failed to file an answer in the proceeding. Tenaris and Talta have moved for default judgment. Venezuela’s
response to Tenaris’s motion for entry of default judgment is due February 28, 2020.
Tavsa and Comsigua
On December 12, 2016, the tribunal issued its award upholding Tenaris’s
and Talta’s claim that Venezuela had expropriated their investments in Tavsa and Comsigua in violation of the bilateral investment
treaties entered into by Venezuela with the Belgium-Luxembourg Economic Union and Portugal. The award granted compensation in the
amount of $137 million and ordered Venezuela to reimburse Tenaris and Talta $3.3 million in legal fees and ICSID administrative
costs. In addition, Venezuela was ordered to pay interest from April 30, 2008 until the day of effective payment at a rate equivalent
to LIBOR + 4% per annum, which as of December 31, 2019 amounted to approximately $118 million.
On April 11, 2017, Venezuela submitted a request for annulment of
the award as well as the stay of enforcement of the award in accordance with the ICSID Convention and Arbitration Rules. On February
23, 2018, an ad hoc committee constituted to decide on Venezuela’s requests rendered its decision to lift the stay of enforcement
of the award. On December 28, 2018, the ad hoc committee rejected Venezuela’s application to annul the award.
On June 8, 2018, Tenaris and Talta filed an action in federal court
in the District of Columbia to recognize and enforce the award. Tenaris and Talta have effected service on Venezuela in accordance
with US law, and Venezuela has failed to file an answer in the proceeding. Tenaris and Talta have moved for default judgment. Venezuela’s
response to Tenaris’s motion for entry of default judgment is due February 28, 2020.
As of December 31, 2019, Tenaris or its subsidiaries have [net]
receivables related to its interest in the Venezuelan Companies for a total amount of approximately $49 million. See Note III.B.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
34
|
Delisting of Tenaris’s shares from the Buenos Aires stock exchange
|
On July 29, 2019, the General Shareholders Meeting approved the
delisting of the Company’s shares from the Buenos Aires stock exchange, Bolsas y Mercados Argentinos S.A. (“BYMA”),
through a voluntarily withdrawal from listing of the Argentine National Securities Commission (Comisión Nacional de Valores,
or “CNV”) pursuant to Article 32, clause c), Section VIII, Chapter II of Title III of the rules (Normas) of the CNV,
which permits the Company to delist from BYMA without making a delisting public tender offer. On September 19, 2019, the CNV authorized
the delisting of the Company’s shares in Argentina, and such delisting became effective as of the close of business on October
10, 2019.
Although shareholders holding shares through Caja de Valores S.A.
(“CVSA”) on June 11, 2019 who were absent from the General Shareholders Meeting were entitled to appraisal rights provided
pursuant to article 22 of the Company’s articles of association, no shareholder eligible to do so exercised such right.
Acquisition of IPSCO Tubulars, Inc.
On January 2, 2020, Tenaris acquired 100% of the shares of IPSCO
Tubulars, Inc. (“IPSCO”), a U.S. manufacturer of steel pipes, from PAO TMK. The acquisition price was determined on
a cash-free, debt-free basis, and the amount paid in cash at the closing, following contractual adjustments for cash, indebtedness,
working capital and certain other items as estimated by the seller as of the closing date, was US$1,067million. The final acquisition
price is subject to a contractual true-up adjustment based on actual amounts of cash, indebtedness, working capital and certain
other items as of the closing date.
IPSCO’s facilities are located mainly in the Midwestern and
northeastern regions of the country. IPSCO’s steel shop in Koppel, Pennsylvania, is Tenaris’s first in the United States,
providing vertical integration through domestic production of a relevant part of its steel bar needs. Its Ambridge, Pennsylvania,
mill adds a second seamless manufacturing facility and complements Tenaris’s seamless plant in Bay City, Texas.
In connection with the closing of the transaction, the parties entered
into a 6-year master distribution agreement (the “MDA”) whereby, beginning on January 2, 2020, Tenaris will be the
exclusive distributor of TMK’s OCTG and line pipe products in United States and Canada. At the end of the MDA’s 6-years
term, TMK will have the option to extend the duration of its term for an additional 12 months. Under the MDA, Tenaris is required
to purchase specified minimum volumes of TMK-manufactured OCTG and line pipe products.
The Company will begin consolidating IPSCO’s balances and
results of operations as from January 2, 2020. The Company has retained a third party expert to estimate the purchase price allocation.
As of the date of publication of these Consolidated Financial Statements, the purchase price allocation is still in progress.
The short period of time between the acquisition date and the date
of approval of these Consolidated Financial Statements, as well as the considerable size and complexity of the acquired business,
makes it impracticable for the Company to provide all disclosures required by IFRS 3 applicable to a business combination that
occurred subsequent to year end.
Following the preparation of the initial purchase price allocation,
the Company will continue its review and will make any necessary adjustments during the following 12 months, in accordance with
IFRS 3.
Tenaris S.A. Consolidated Financial Statements for the years ended December 31, 2019, 2018 and 2017
|
35
|
Subsequent events (Cont.)
|
Annual Dividend Proposal
Upon approval of the Company´s annual accounts in March 2020,
the board of directors intends to propose, for the approval of the Annual General Shareholders' meeting to be held on April 30,
2020, the payment of an annual dividend of $0.41 per share ($0.82 per ADS), or approximately $484 million, which includes the interim
dividend of $0.13 per share ($0.26 per ADS) or approximately $153 million, paid on November 20, 2019. If the annual dividend is
approved by the shareholders, a dividend of $0.28 per share ($0.56 per ADS), or approximately $331 million will be paid on May
20, 2020, with an ex-dividend date of May 18, 2020. These Consolidated Financial Statements do not reflect this dividend payable.
Alicia Móndolo
Chief Financial Officer
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