FORM
6 - K
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Report
of Foreign Private Issuer
Pursuant
to Rule 13a - 16 or 15d - 16 of
the
Securities Exchange Act of 1934
As of May
6, 2010
TENARIS,
S.A.
(Translation
of Registrant's name into English)
TENARIS,
S.A.
46a,
Avenue John F. Kennedy
L-1855
Luxembourg
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports under
cover Form 20-F or 40-F.
Form
20-F ü Form
40-F___
Indicate
by check mark whether the registrant by furnishing the information contained in
this Form is also thereby furnishing the information to the Commission pursuant
to Rule 12G3-2(b) under the Securities Exchange Act of 1934.
Yes
No ü
If “Yes”
is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82-_.
The
attached material is being furnished to the Securities and Exchange Commission
pursuant to Rule 13a-16 and Form 6-K under the Securities Exchange Act of 1934,
as amended.
This
report contains Tenaris's press release announcing its 2010 first quarter
results.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
Date: May
6, 2010
Tenaris,
S.A.
By: /s/ Cecilia
Bilesio
Cecilia
Bilesio
Corporate
Secretary
 |
 |
Tenaris
Announces 2010 First Quarter Results
The Financial and Operational Information Contained in This
Press Release Is Based on Unaudited Consolidated Condensed Interim Financial
Statements Prepared in Accordance With International Financial Reporting
Standards (IFRS) and Presented in U.S. Dollars
LUXEMBOURG--(Marketwire
- May 5, 2010) - Tenaris S.A. (NYSE: TS) (BAE: TS) (MXSE: TS) (MILAN: TEN)
("Tenaris") today announced its results for
the quarter ended March 31, 2010 with comparison to its results for the quarter
ended March 31, 2009.
Summary
of 2010 First Quarter Results
(Comparison
with fourth and first quarters of 2009)
|
Q1
2010
|
Q4
2009
|
Q1
2009
|
|||
|
Net
sales (US$ million)
|
1,638.7
|
1,847.2
|
(11%)
|
2,434.3
|
(33%)
|
|
Operating
income (US$ million)
|
309.3
|
330.6
|
(6%)
|
685.6
|
(55%)
|
|
Net
income (US$ million)
|
222.2
|
240.8
|
(8%)
|
393.1
|
(43%)
|
|
Shareholders’
net income (US$ million)
|
219.5
|
222.4
|
(1%)
|
366.0
|
(40%)
|
|
Earnings
per ADS (US$)
|
0.37
|
0.38
|
(1%)
|
0.62
|
(40%)
|
|
Earnings
per share (US$)
|
0.19
|
0.19
|
(1%)
|
0.31
|
(40%)
|
|
EBITDA
(US$ million)
|
435.4
|
459.6
|
(5%)
|
807.4
|
(46%)
|
|
EBITDA
margin (% of net sales)
|
27%
|
25%
|
33%
|
||
Our first
quarter results were affected by a significant decline in the results of our
Projects operating segment, where quarterly sales were lower than at any time in
the last three years. In our principal Tubes operating segment, operating income
increased sequentially as lower costs resulting from operating efficiencies
offset a decline in average selling prices. Sales continued to recover strongly
in North America and sales in the Middle East and Africa should recover from
this quarter's low in the following quarters.
Cash flow
from operations remained positive and we reduced our investment in working
capital by a further US$124.2 million. Our net cash position (total financial
debt less cash and other current investments) reached US$947.4 million at March
31, 2010.
Market
Background and Outlook
During
the first quarter of 2010, global oil prices remained stable with an upwards
tendency supporting investment activity in most regions. North American gas
prices, however, have continued to fluctuate at relatively low levels and
declined towards the end of the quarter reflecting prolific levels of production
in shale gas fields.
Drilling
activity, as measured by the count of active drilling rigs published by Baker
Hughes, has increased both in international markets and in North America. The
international rig count in the first quarter increased 5% over that of the
fourth quarter of 2009 and the US and Canadian rig counts for the first quarter
were 21% and 69% higher respectively than the corresponding rig counts for the
fourth quarter of 2009.
With
activity levels recovering and inventories at more reasonable levels, we expect
sales in our Tubes operating segment in the coming quarters to increase in most
regions, particularly in North America and the Middle East and Africa. Sales in
our Projects segment, however, will continue to be affected by low shipment
levels in the following two quarters but should recover in the fourth
quarter.
Steelmaking
raw material and steel costs have risen significantly in the year to date. Iron
ore prices have risen particularly strongly. Major steelmakers have accepted
quarterly pricing of iron ore in accordance with spot market prices putting an
end to 40 years of annual contract pricing. This is likely to lead to increased
volatility in raw material prices. Pipe prices are also increasing but so far
not at the same rate as raw material increases. Nevertheless, we expect that
pipe prices will continue to increase and that we will be able to maintain our
operating margins throughout the year.
Annual
General Meeting of Shareholders
The
annual general meeting of shareholders of the Company will take place at 11:00
am on June 2, 2010 in Luxembourg. The notice and agenda for the meeting, the
shareholder meeting brochure and proxy statement together with the Company's
2009 annual report can be downloaded from our website at
www.tenaris.com/investors and may be obtained on request by calling (352)
26-47-89-78 (within Luxembourg), 1-800-555-2470 (within the USA) or +
1-267-468-0786 (within any other jurisdiction).
Analysis
of 2010 First Quarter Results
|
Sales
volume (metric tons)
|
Q1
2010
|
Q1
2009
|
Increase/(Decrease)
|
|
Tubes
– Seamless
|
467,000
|
579,000
|
(19%)
|
|
Tubes
– Welded
|
139,000
|
110,000
|
26%
|
|
Tubes
– Total
|
606,000
|
689,000
|
(12%)
|
|
Projects
– Welded
|
34,000
|
84,000
|
(60%)
|
|
Total
|
640,000
|
773,000
|
(17%)
|
|
Tubes
|
Q1
2010
|
Q1
2009
|
Increase/(Decrease)
|
|
Net
sales ($ million)
|
|||
|
North
America
|
676.4
|
1,015.8
|
(33%)
|
|
South
America
|
203.0
|
249.3
|
(19%)
|
|
Europe
|
199.3
|
262.6
|
(24%)
|
|
Middle
East & Africa
|
249.3
|
395.3
|
(37%)
|
|
Far
East & Oceania
|
82.4
|
167.6
|
(51%)
|
|
Total
net sales
|
1,410.4
|
2,090.6
|
(33%)
|
|
Cost
of sales (% of sales)
|
59%
|
53%
|
|
|
Operating
income ($ million)
|
279.1
|
641.3
|
(56%)
|
|
Operating
income (% of sales)
|
20%
|
31%
|
Net sales of tubular products and services
decreased 33% to US$1,410.4 million in the first quarter of 2010, compared to
US$2,090.6 million in the first quarter of 2009, reflecting a 12% reduction in
sales volumes and a 23% reduction in average selling prices. In North America,
sales declined in spite of higher demand for OCTG products due to lower selling
prices and reduced demand for line pipe and mechanical products. Sales in South
America were affected by lower demand in Venezuela and lower prices throughout
the region. In Europe, although demand for mechanical tubes increased, sales
were affected by lower prices and lower demand from energy related sectors.
Sales in the Middle East and Africa were affected by lower shipments of OCTG and
line pipe products. Sales in the Far East & Oceania were affected by lower
shipments and lower prices throughout the region.
|
Projects
|
Q1
2010
|
Q1
2009
|
Increase/(Decrease)
|
|
Net
sales ($ million)
|
93.2
|
222.2
|
(58%)
|
|
Cost
of sales (% of sales)
|
68%
|
70%
|
|
|
Operating
income ($ million)
|
8.5
|
49.0
|
(83%)
|
|
Operating
income (% of sales)
|
9%
|
22%
|
Net sales of pipes for pipeline projects
decreased 58% to US$93.2 million in the first quarter of 2010, compared to
US$222.2 million in the first quarter of 2009, reflecting a lower level of
shipments to gas and other pipeline projects in Brazil and Argentina. The
decline in operating margin reflected the very low level of shipments during the
quarter.
|
Others
|
Q1
2010
|
Q1
2009
|
Increase/(Decrease)
|
|
Net
sales ($ million)
|
135.1
|
121.5
|
11%
|
|
Cost
of sales (% of sales)
|
73%
|
90%
|
|
|
Operating
income ($ million)
|
21.7
|
(4.7)
|
562%
|
|
Operating
income (% of sales)
|
16%
|
(4%)
|
Net sales of other products and services increased 11% to US$135.1 million in the first quarter of 2010, compared to US$121.5 million in the first quarter of 2009. Operating margins recovered as sales increased and our electric conduit business in the USA returned to profit.
Selling, general and administrative expenses,
or SG&A, increased as a percentage of net sales to 21.2% in the quarter
ended March 31, 2010 compared to 15.9% in the corresponding quarter of 2009,
mainly due to the effect of fixed expenses on lower revenues.
Net interest expenses decreased to US$12.9
million in the first quarter of 2010 compared to US$34.6 million in the same
period of 2009.
Other financial results generated a gain of
US$7.7 million during the first quarter of 2010, compared to a loss of US$36.4
million during the first quarter of 2009. These results largely reflect gains
and losses on net foreign exchange transactions and the fair value of derivative
instruments and are partially offset by changes to our net equity position.
These gains and losses are mainly attributable to variations in the exchange
rates between our subsidiaries' functional currencies (other than the US dollar)
and the US dollar in accordance with IFRS.
Equity in earnings of associated companies
generated a gain of US$23.5 million in the first quarter of 2010, compared to a
loss of US$8.6 million in the first quarter of 2009. These results were derived
mainly from our equity investment in Ternium (NYSE: TX).
Income tax charges totaled US$105.4 million in
the first quarter of 2010, equivalent to 35% of income from continuing
operations before equity in earnings of associated companies and income tax,
compared to US$205.1 million, or 33% of income before equity in earnings of
associated companies and income tax, in the first quarter of 2009. The income
tax rate for our Mexican operations has increased during 2010 and this is likely
to be reflected in a higher overall tax rate for the Company.
Income attributable to minority interest was
US$2.7 million in the first quarter of 2010, compared to US$27.0 million in the
corresponding quarter of 2009.
Cash Flow
and Liquidity
Net cash
provided by operations during the first quarter of 2010 was US$436.3 million,
compared to US$763.4 million in the first quarter of 2009. Working capital
decreased by US$124.2 million during the quarter.
Capital
expenditures amounted to US$158.0 million for the first quarter of 2010,
compared to US$119.8 million in the first quarter of 2009. Our capital
expenditures are likely to continue to increase during the year reflecting the
progress of our new rolling mill in Mexico, and increased investments throughout
our industrial system.
During
the first quarter of 2010, our net cash position (total financial debt less cash
and other current investments) increased by US$271.6 million to reach US$947.4
million at March 31, 2010.
Registered
Major Holders
On May 5,
2010, Aberdeen Asset Management PLC's Fund Management Operating Subsidiaries
informed Tenaris, pursuant to the Luxembourg Transparency Law, that as of April
30, 2010, it is deemed to be the beneficial owner of 59,077,316 ordinary shares
of Tenaris, par value U.S.$ 1.00 per share, representing 5.0% of Tenaris's
issued and outstanding capital and votes.
Some
of the statements contained in this press release are "forward-looking
statements." Forward-looking statements are based on management's current views
and assumptions and involve known and unknown risks that could cause actual
results, performance or events to differ materially from those expressed or
implied by those statements. These risks include but are not limited to risks
arising from uncertainties as to future oil and gas prices and their impact on
investment programs by oil and gas companies.
Consolidated
Condensed Interim Income Statement
|
(all
amounts in thousands of U.S. dollars, unless otherwise
stated)
|
Three-month
period ended March 31,
|
|||||||
|
2010
|
2009
|
|||||||
|
Continuing
operations
|
(Unaudited)
|
|||||||
|
Net
sales
|
1,638,721 | 2,434,288 | ||||||
|
Cost
of sales
|
(987,043 | ) | (1,363,312 | ) | ||||
|
Gross
profit
|
651,678 | 1,070,976 | ||||||
|
Selling,
general and administrative expenses
|
(347,387 | ) | (387,080 | ) | ||||
|
Other
operating income (expense), net
|
5,049 | 1,746 | ||||||
|
Operating
income
|
309,340 | 685,642 | ||||||
|
Interest
income
|
7,148 | 4,574 | ||||||
|
Interest
expense
|
(20,069 | ) | (39,147 | ) | ||||
|
Other
financial results
|
7,691 | (36,359 | ) | |||||
|
Income
before equity in earnings of associated companies and income
tax
|
304,110 | 614,710 | ||||||
|
Equity
in earnings (losses) of associated companies
|
23,526 | (8,579 | ) | |||||
|
Income
before income tax
|
327,636 | 606,131 | ||||||
|
Income
tax
|
(105,426 | ) | (205,074 | ) | ||||
|
Income
for continuing operations
|
222,210 | 401,057 | ||||||
|
Discontinued operations
|
||||||||
|
Result
for discontinued operations
|
- | (7,962 | ) | |||||
|
Income
for the period
|
222,210 | 393,095 | ||||||
|
Attributable
to:
|
||||||||
|
Equity
holders of the Company
|
219,549 | 366,047 | ||||||
|
Minority
interest
|
2,661 | 27,048 | ||||||
| 222,210 | 393,095 | |||||||
Consolidated
Condensed Interim Statement of Financial Position
| (all amounts in thousands of U.S. dollars) | At March 31, 2010 | At December 31, 2009 | ||||||||||||||
|
(Unaudited)
|
||||||||||||||||
|
ASSETS
|
||||||||||||||||
|
Non-current
assets
|
||||||||||||||||
|
Property,
plant and equipment, net
|
3,323,522 | 3,254,587 | ||||||||||||||
|
Intangible
assets, net
|
3,635,435 | 3,670,920 | ||||||||||||||
|
Investments
in associated companies
|
631,410 | 602,572 | ||||||||||||||
|
Other
investments
|
33,299 | 34,167 | ||||||||||||||
|
Deferred
tax assets
|
203,426 | 197,603 | ||||||||||||||
|
Receivables
|
102,205 | 7,929,297 | 101,618 | 7,861,467 | ||||||||||||
|
Current
assets
|
||||||||||||||||
|
Inventories
|
1,820,265 | 1,687,059 | ||||||||||||||
|
Receivables
and prepayments
|
225,421 | 220,124 | ||||||||||||||
|
Current
tax assets
|
194,079 | 260,280 | ||||||||||||||
|
Trade
receivables
|
1,170,072 | 1,310,302 | ||||||||||||||
|
Available
for sale assets
|
21,572 | 21,572 | ||||||||||||||
|
Other
investments
|
645,780 | 579,675 | ||||||||||||||
|
Cash
and cash equivalents
|
1,631,919 | 5,709,108 | 1,542,829 | 5,621,841 | ||||||||||||
|
Total
assets
|
13,638,405 | 13,483,308 | ||||||||||||||
|
EQUITY
|
||||||||||||||||
|
Capital
and reserves attributable to the Company’s equity holders
|
9,322,599 | 9,092,164 | ||||||||||||||
|
Minority
interest
|
619,934 | 628,672 | ||||||||||||||
|
Total
equity
|
9,942,533 | 9,720,836 | ||||||||||||||
|
LIABILITIES
|
||||||||||||||||
|
Non-current
liabilities
|
||||||||||||||||
|
Borrowings
|
653,770 | 655,181 | ||||||||||||||
|
Deferred
tax liabilities
|
839,869 | 860,787 | ||||||||||||||
|
Other
liabilities
|
196,845 | 192,467 | ||||||||||||||
|
Provisions
|
84,669 | 80,755 | ||||||||||||||
|
Trade
payables
|
3,228 | 1,778,381 | 2,812 | 1,792,002 | ||||||||||||
|
Current
liabilities
|
||||||||||||||||
|
Borrowings
|
676,572 | 791,583 | ||||||||||||||
|
Current
tax liabilities
|
286,498 | 306,539 | ||||||||||||||
|
Other
liabilities
|
221,326 | 192,190 | ||||||||||||||
|
Provisions
|
30,142 | 28,632 | ||||||||||||||
|
Customer
advances
|
66,684 | 95,107 | ||||||||||||||
|
Trade
payables
|
636,269 | 1,917,491 | 556,419 | 1,970,470 | ||||||||||||
|
Total
liabilities
|
3,695,872 | 3,762,472 | ||||||||||||||
|
Total
equity and liabilities
|
13,638,405 | 13,483,308 | ||||||||||||||
Consolidated
Condensed Interim Statement of Cash Flows
| Three-month period ended March 31 | ||||||||
|
(all
amounts in thousands of U.S. dollars)
|
2010
|
2009
|
||||||
|
(Unaudited)
|
||||||||
|
Cash
flows from operating activities
|
||||||||
|
Income
for the period
|
222,210 | 393,095 | ||||||
|
Adjustments
for:
|
||||||||
|
Depreciation
and amortization
|
126,028 | 121,741 | ||||||
|
Income
tax accruals less payments
|
(28,258 | ) | (150,496 | ) | ||||
|
Equity
in (earnings) losses of associated companies
|
(23,526 | ) | 8,459 | |||||
|
Interest
accruals less payments, net
|
9,047 | 24,167 | ||||||
|
Changes
in provisions
|
5,424 | (11,475 | ) | |||||
|
Changes
in working capital
|
124,247 | 387,945 | ||||||
|
Other,
including currency translation adjustment
|
1,100 | (9,989 | ) | |||||
|
Net
cash provided by operating activities
|
436,272 | 763,447 | ||||||
|
Cash
flows from investing activities
|
||||||||
|
Capital
expenditures
|
(157,962 | ) | (119,829 | ) | ||||
|
Acquisitions
and decrease of minority interest
|
(27 | ) | (5,942 | ) | ||||
|
Proceeds
from disposal of property, plant and equipment and intangible
assets
|
2,910 | 2,579 | ||||||
|
Dividends
and distributions received from associated companies
|
1,472 | 940 | ||||||
|
Investments
in short terms securities
|
(66,105 | ) | (17,250 | ) | ||||
|
Net
cash used in investing activities
|
(219,712 | ) | (139,502 | ) | ||||
|
Cash
flows from financing activities
|
||||||||
|
Proceeds
from borrowings
|
198,323 | 194,745 | ||||||
|
Repayments
of borrowings
|
(307,045 | ) | (340,683 | ) | ||||
|
Net
cash used in financing activities
|
(108,722 | ) | (145,938 | ) | ||||
|
Increase
in cash and cash equivalents
|
107,838 | 478,007 | ||||||
|
Movement
in cash and cash equivalents
|
||||||||
|
At
the beginning of the period
|
1,528,707 | 1,525,022 | ||||||
|
Effect
of exchange rate changes
|
(11,636 | ) | (34,322 | ) | ||||
|
Increase
in cash and cash equivalents
|
107,838 | 478,007 | ||||||
|
At
March 31,
|
1,624,909 | 1,968,707 | ||||||
|
Cash
and cash equivalents
|
At
March 31,
|
|||||||
| 2010 | 2009 | |||||||
|
Cash
and bank deposits
|
1,631,919 | 1,980,586 | ||||||
|
Bank
overdrafts
|
(7,010 | ) | (11,879 | ) | ||||
| 1,624,909 | 1,968,707 | |||||||
Giovanni
Sardagna
Tenaris
1-888-300-5432
www.tenaris.com