TEI&C S.a. Board of dIrECTorS’ rEporT and ConSolIda TEd...
Transcript of TEI&C S.a. Board of dIrECTorS’ rEporT and ConSolIda TEd...
TEI&C S.a. Board of dIrECTorS’ rEporT and ConSolIdaTEd fInanCIal STaTEmEnTS SIx-monTh pErIod EndEd dECEmBEr 31, 2010 and yEar EndEd JunE 30, 2010
3 the company
TEI&C S.A. (TEI&C) is the holding company of a group of companies that provide Engineering, Procurement, Construction, Operation and Management for large-scale projects at a global level to the following market segments: Oil and Gas, Energy, Pipelines, Industrial Plants, Oil Refineries, Mining, and Major Civil and Architecture Works.
Thanks to its broad experience and its local roots in every country where it operates, the Company and its subsidiaries are able to develop high-complexity projects, from the design to the start-up, maintenance,
operational and management services, protecting the environment and ensuring the welfare of the communities where it is active.
TEI&C develops its projects under ISO 9001, ISO 14001 and OHSAS 18001 standards, thus assuring the quality, health, safety and environmental required by the client.
With more than 65 years of experience and employing more than 20,000 people worldwide, it has completed more than 3,500 projects in America, Europe, Asia and Africa.
Key figures
revenue
eBitDa
eBitDa %
profit
total equity
roe
Jul 10 / dEC 10(6 months)
783.9
58.5
7%
47.5
665.3
7%
1,530.3
213.0
14%
114.4
605.8
21%
1,598.4
211.6
13%
171.5
484.9
40%
usD millions Jul 08 / Jun 09(12 months)
Jul 09 / Jun 10(12 months)
personnel
20,603 20,636 20,770
revenuerevenue Jul 10 - Dec 10 By Business segment revenue Jul 10 - Dec 10 By geographic area
1,598
1,530
784
16% energy
8% others
4% central america and caribbean
8% peru
30% oil & gas 25% argentina
3% mining
7% others
28% pipelines 24% Brazil
18% chile
15% iron & steel
and other industries 14% mexico Jul 08 /
Jun 09(12 months)
Jul 08 /Jun 09
(12 months)
Jul 09 /Jun 10
(12 months)
Jul 09 /Jun 10
(12 months)
Jul 10 /dEC 10
(6 months)
Jul 10 /dEC 10
(6 months)
5
overview of the six-month periodprospects for fiscal year 2011economic and financial informationmajor Works in progress per countrytei&c and subsidiaries’ activities for the six-month period ended December 31, 2010engineeringprocurementtechint equipment Division (tepam)health, safety and environment (hse)Qualitytechnology and it systemshuman resourcesBoard of Directors
legal informationreport of the auditorsconsolidated statement of financial positionconsolidated income statementconsolidated statement of comprehensive incomeconsolidated statement of changes in equityconsolidated statement of cash flows index to the notes to the consolidated financial statements
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BoarD of
Directors’ report
consoliDateD financial
statements
8 TEI&C S.a.
ThE proJECT IS on ThE San Juan rIvEr,20 km downSTrEam loS CaraColESproJECT, and IT IS InTEndEd To InCrEaSEThE rEgulaTIon of ThIS rIvEr.punta negra hyDroelectric station. argentina.
9 BoarD of Directors’ report
ovErvIEw of ThE SIx-monTh pErIod
On December 2, 2009, a Board of Directors’ Meeting changed the fiscal year closing date to December 31. Therefore, this information comprises the six-month period from July 1, 2010, to December 31, 2010, and does not cover a whole year.
During this six-month period ended on December 31, 2010, the Company recorded consolidated sales for USD 783.9 million.
The most significant projects were developed through its subsidiaries in Argentina, Brazil, Chile and Mexico. In addition, other important projects were developed in Peru, Central America and the Caribbean, Bolivia, Saudi Arabia and Uruguay, providing engineering, procurement, construction, operational and management services to a wide range of clients in the infrastructure, industrial and energy areas.
In Argentina, in the Oil and Gas sector through the Company’s subsidiary Techint Compañía Técnica Internacional S.A.C.I. (TEARG) during August 2010, YPF S.A. awarded the Company a contract for the construction of the new gasoil hydrodesulphurization plant (HTG) at La Plata refinery.
With respect to activities in the Pipeline sector, in September 2010, works were resumed for the pipeline construction in the Transportadora de Gas del Norte (TGN) Loops. In the same month, a contract was executed with YPF S.A. - ENARSA for the construction of a 31-km gas pipeline [“Gasoducto GNL Escobar-Cardales”] to be installed from the shore of Paraná river to the reduction facility of TGN at Cardales.
In the Energy sector, the Company continued with the works for the construction of the Punta Negra dam in San Juan for Energía Provincial Sociedad del Estado (EPSE); in December 2010, the process of optimization of the project executive design was completed. At Atucha II Nuclear Power Plant, Stage I is about to be completed,
a 97.5% progress rate was achieved for the piping erection by December 2010. In addition, it is estimated that Stage II will be completed by November 2011. Such stage encompasses piping ends, civil works, painting, insulation and ancillary power services.
In the Mining area, the Company continues with the preliminary works for the launching of the Pascua Lama project, scheduled for mid-2011, for Barrick Gold Corp. of Canada.
In Brazil, the Company’s subsidiary Techint Engenharia e Construção S.A. (TEBRA) continued working in several projects for Petróleo Brasileiro S.A. (Petrobras). The company is carrying out engineering, procurement, and construction (EPC) activities for: Gasoline Unit of Presidente Bernardes de Cubatão Refinery (RPBC), Diesel Unit of Landulpho Alves de Mataripe Refinery (RLAM), Lot I Tanks Refinaria do Nordeste, Abreu e Lima (RNEST), and at Retarded Coke Unit Complexo Petroquímico do Rio de Janeiro (COMPERJ). In turn, the ThyssenKrupp project for Companhia Siderúrgica do Atlântico (CSA) was completed during October 2010. In Chile, Techint Chile S.A. (TECHI), the Company’s subsidiary, was awarded the Valle de Huasco Plant contract for CAP Minería - Compañía Minera del Pacífico S.A. The Company also continued working in the Plant Maintenance Service (for Minera Escondida Limitada), Sea Water pipeline transportation Systems Construction (for Minera Esperanza), and Replacement of Mineral Pipeline and Reclaimed Water pipeline System (for Anglo American Sur S.A.).
In Mexico, the Company’s subsidiary Techint S.A. de C.V. (TEMEX) completed works for SLT 1119 Transmission Line and Transformation of the Southeast Project and Pacífico Coal Fired Power Plant Expansion Project, both for Comisión Federal de Electricidad (CFE). Within the market of high voltage transmission lines and substations, the Company continued with the activities in SLT 1125 Distribution-Second Phase Project also for Comisión Federal de Electricidad (CFE).
10 TEI&C S.a.
In Peru, Techint S.A.C. (TESAC), the Company’s subsidiary, maintained its leading position in the pipeline market with its projects for Transportadora de Gas del Perú S.A. (TGP) and Compañía Operadora de Gas del Amazonas S.A. (COGA).
In Central America and the Caribbean, the Company’s subsidiary Techint International Construction Corp. (TENCO) is carrying out, under an engineering, procurement, and construction management (EPCM) contract, the Alky Acid Unit and Acid Regeneration Unit of the Gasoline Optimization Program Upgrade Project for Petroleum Company of Trinidad and Tobago (PETROTRIN). During December 2010 and the first quarter of 2011, the Mechanical Completion (MC) was obtained and acceptance was received from the client for both units. Additionally, TEMEX continued working in the “Sistema de Interconexión de Países de América Central (SIEPAC)”, an EPC project including 1,850 km of transmission lines and 16 substations, crossing through six countries of Central America, for Empresa Propietaria de la Red S.A. (EPR).
In Bolivia, Techint Ingeniería y Construcción Bolivia S.A. (TEBOL), the Company’s subsidiary, continued with the works of engineering, procurement and construction of the Third Processing Train at the Sábalo Gas Treatment Plant of Petrobras Bolivia S.A. During this six-month period, the Margarita project for Repsol YPF E&P Bolivia S.A. was awarded. It is an EPC pipeline project located in the area of Puerto Margarita O’Connor province, department of Tarija, Bolivia.
In Saudi Arabia, the construction activities of Manifa-Tanajib Water Pipeline project, for JGC Corporation, reached an overall progress of 80%.
Techint Compañía Técnica Internacional S.A.C.I. (TEURU), the Company’s subsidiary in Uruguay, is involved
camisea pipeline maintenance (stage ii). peru.
11 BoarD of Directors’ report
in different projects in the civil and water infrastructure sector for Municipalidad de Maldonado, Corporación Vial de Uruguay and Obras Sanitarias del Estado.
In Canada, Techint E&C Inc. (TECAN) finished the remaining works of the Alberta Clipper project (related to guarantees and recomposition) and it engaged in business activities related to the EPC market for oil and gas facilities (plants). During 2010, TECAN was invited to and participated in very demanding tendering processes for several companies without success.
Engineering and Construction works in the pipe and steel plants continued during this period for TenarisSiderca and Ternium Siderar in Argentina, and for Ternium Hylsa and TenarisTamsa in Mexico. The new mandrel mill for TenarisTamsa, a very demanding work, is already functioning.
In the area of Steel & Iron services, the Company, through its subsidiaries, continued rendering services of Heavy Duty Cleaning, Industrial Cleaning and Electromechanical Maintenance.
Regarding Engineering Services, the Company continued with concept, basic and detail engineering of contracts for engineering services obtained for new clients. Besides, the Company also provided assistance for the development of technical specifications and assessment of investment projects.
All these activities were undertaken acknowledging the importance of and strictly complying with the rules and regulations governing environmental protection and seeking the constant improvement of safety, health and human resources’ training.
proSpECTS for fISCal yEar 2011
The international financial crisis which began around September 2008 has not seriously affected Latin American economies and, mainly due to commodities prices, we expect to face increasing activity within a reasonably favorable context, since clients are going ahead with several investment projects in the fields where we act: energy, oil and gas, mining and infrastructure.
In the Oil and Gas sector, the Company is closely following the development of projects in Brazil, Argentina, Mexico, Canada, Peru, Bolivia, Colombia, and Trinidad & Tobago, and of some selected cases in other countries. We foresee important opportunities for the execution of engineering and construction works in regasification facilities in Uruguay; petrochemical and refining developments as well as gas transportation systems in Brazil and Peru, and of oil refineries such as Barrancabermeja and Cartagena (Colombia) and Point a Pierre (Trinidad & Tobago), where we plan to participate in possible future bidding processes. In Argentina, we also expect new investments in this sector, especially in new processing units at existing refineries and at new green field refineries. We are also considering opportunities in oil sands upstream facilities in Canada, and in fertilizer and offshore developments in Brazil.
Particularly in Brazil, the Company has the strategy to focus on the ambitious program of Petróleo Brasileiro S.A. (PETROBRAS) and other players for the development of the offshore oil and gas fields, based on its already operative offshore yards.
Regarding the Mining sector, basic and precious metals are entering once again in a cycle of huge investments, so we expect an increase of activities. Brazil, Argentina,
12 TEI&C S.a.
Chile, Mexico, Peru, Panama and Colombia are good markets in this regard, with several new prospects at junior level and bigger copper, iron ore, gold and silver mines in an investment phase. Coal is also important in Colombia, and opportunities in the germinal iron ore mines of Uruguay could be the origin of new contracts. Some of these projects will also include works in infrastructure and pipelines with related pumping facilities.
In the Infrastructure sector, the Company will continue analyzing several opportunities regarding energy projects and civil infrastructure fields, such as transmission lines in Uruguay, Mexico, Brazil and Peru, roads and bridges in Uruguay and Argentina, and water and sewage systems in Colombia, Uruguay and Trinidad &Tobago, just to mention but a few.
In the case of Argentina, it is likely to try to participate in relevant infrastructure projects, such as new thermal power plants (at least five projects are under a call for bids), Gasoducto del Noreste Argentino (GNEA), railroad works and new subways in the Autonomous City of Buenos Aires. Besides, there are plans for several hydroelectric projects in several Argentine provinces.
The briefings given above show the Company’s willingness and carry on efforts to maintain its presence and leadership in the Americas engineering and construction market. It also shows its skills in the successful completion of important projects of a multidisciplinary nature within quality, cost, budget and health, environment and safety compliance.
The approach in all these opportunities will be to work closely with our clients to better understand their needs and bring value added to their operations.
alBerta clipper proJect in canaDa.
13 BoarD of Directors’ report
EConomIC and fInanCIal InformaTIon
summary of consoliDateD income statement
revenues from construction contracts and other services
cost of sales
gross profit
general, administrative and selling expenses
other operating results
operating income
gain from the purchase and sale of shares and investments
financial results, net
result from investments in associated companies
Income before income tax
income tax
Income from continuing operations
income from discontinued operations
net income
attributable to:
equity holder of tei&c
non-controlling interests
12.31.10(6 months)
783.9
(662.1)
121.8
(86.1)
1.8
37.5
–
(1.6)
0.4
36.3
10.8
47.1
0.4
47.5
44.3
3.2
47.5
1,530.3
(1,225.8)
304.5
(135.4)
(4.9)
164.2
0.2
(1.4)
2.7
165.7
(56.5)
109.2
5.2
114.4
109.8
4.6
114.4
usD millions 06.30.10(12 months)
14 TEI&C S.a.
Revenues of the six-month period ended December 31, 2010, reached the sum of USD 783.9 million. In the last fiscal year, revenues were USD 1,530.3 million. Gross profit for this six-month period was USD 121.8 million, representing 16% of the revenues. In the last fiscal year, gross profit represented 20% of the revenues. EBITDA (Earnings before Interest, Tax, Depreciation and Amortization) for this six-month period amounted to a total of USD 58.5 million, representing 7% on sales. General, administrative and selling expenses, with respect to sales showed an increase, representing 11% with respect to 9% of the previous fiscal year, mainly because structures were
strengthened in geographical regions where the Company is seeking to obtain projects in the medium and long term.
The other operating results showed a profit of USD 1.8 million, mainly due to the gain from sale and impairment loss in some Property, Plant & Equipment.
Financial results showed a loss of USD 1.6 million mainly due to exchange differences. The income tax due on the deferred method was positive in this six-month period and amounted to USD 10.8 million. Finally, net income for the six-month period was USD 47.5 million, representing 6% of revenues (preceding fiscal year USD 114.4 million and 7%, respectively).
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TEI&C’s consolidated majority shareholders’ equity as of December 31, 2010, reaches USD 637.4 million as compared to USD 577.7 million at the beginning of the six-month period. The increase of USD 59.7 million is mainly due to the income for the six-month period obtained and the currency translation differences.
Current assets increased USD 44.4 million mainly due to an increase in Cash and cash equivalents and Assets of disposal group classified as held for sale (includes Saudi Techint Ltd. sold on February 15, 2011). Current liabilities recorded similar values to those of the previous fiscal year. Thus, the Company’s working capital, as of the end
of this six-month period, amounts to USD 359.2 million, representing an increase of USD 39.3 million with respect to the end of the previous fiscal year.
While non-current assets increased USD 23.3 million mainly by deferred income tax assets and Property, Plant & Equipment, Non-current liabilities increased USD 3.1 million.
On February 15, 2011, at the Board of Directors’ Meeting, it was decided to distribute a dividend in cash amounting to USD 65 million, which shall be ratified by the shareholder´s meeting that will discuss these consolidated financial statements.
summary of consoliDateD statement of financial position
assets
non-current assets
current assets
Total assets
Equity
majority shareholders
non-controlling interests
Total Equity
liabilities
non-current liabilities
current liabilities
Total liabilities
Total Equity and liabilities
12.31.10(6 months)
430.5
848.6
1,279.1
637.4
27.9
665.3
124.4
489.4
613.8
1,279.1
407.2
804.2
1,211.4
577.7
28.1
605.8
121.3
484.3
605.6
1,211.4
usD millions 06.30.10(12 months)
16 TEI&C S.a.
summary of consoliDateD statement of cash floW
inDicators
net cash and cash equivalents at the beginning of the period/year
net cash generated by operating activities
net cash used in investing activities
net cash used in financing activities
net increase in cash and cash equivalents
effect of exchange rates changes
net cash and cash equivalents at the end of the period/year
financial solvency (assets / liabilities)
liquidity (current assets / current liabilities)
indebtedness (liabilities / equity)
gross margin (gross profit / revenues)
12.31.10(6 months)
12.31.10(6 months)
282.4
66.4
(28.3)
(1.5)
36.6
8.0
327.0
2.1
1.7
0.9
16%
222.8
199.1
(27.0)
(116.1)
56.0
3.6
282.4
2.0
1.7
1.0
20%
usD millions
06.30.10(12 months)
06.30.10(12 months)
As regards the financial situation, there was a cash and cash equivalents net increase of USD 44.6 million along the six-month period, with a final balance of USD 327 million.
TEI&C’s cash increased USD 66.4 million from its operating activities, which is mainly associated to the income for the period, net of the items that did not generate cash movements and the increase of other liabilities.
Related to investment activities, there was a cash decrease of USD 28.3 million due to the purchases of fixed assets, net of proceeds from disposal of those assets.
Regarding financing activities, the changes in non controlling interests net of proceeds from borrowings, mainly generated an application of funds of USD 1.5 million.
The main financial indicators are:
17 BoarD of Directors’ report
argEnTIna
gas oil hydrotreatment at la plata industrial complex (htg at cilp)
loops tgn (stage ii)
escobar-cardales lng gas pipeline
punta negra hydroelectric station
engineering services, supplies and mechanical assembly
at the ancillary Building of the reactor in atucha ii (stage ii)
pascua lama- construction
Works and services in plants
BolIvIa
third processing train of the sábalo gas treatment plant
margarita project
BrazIl
gasoline unit of presidente Bernardes de cubatão refinery (rpBc)
Diesel unit of landulpho alves mataripe refinery (rlam)
oil and Water storage tanks refinaria do nordeste,
abreu e lima (rnest)
retarded coke unit – complexo petroquímico
do rio de Janeiro (comperJ)
CEnTral amErICa and ThE CarIBBEan
gasoline optimization program upgrade
siepac i
siepac ii
siepac substations
ypf s.a.
constructora norberto odebrecht s.a.
ypf s.a. - enarsa s.a.
energía provincial sociedad del estado (epse)
nucleoeléctrica argentina s.a.
Barrick gold corp.
ternium siderar s.a.i.c. - tenarissiderca s.a.i.c.
petrobras Bolivia s.a.
repsol ypf e&p Bolivia s.a.
petróleo Brasileiro s.a. (petrobras)
petróleo Brasileiro s.a. (petrobras)
petróleo Brasileiro s.a. (petrobras)
petróleo Brasileiro s.a. (petrobras)
petroleum company of trinidad and tobago ltd.
empresa propietaria de la red s.a.
consorcio abengoa- inabensa (apca)
empresa propietaria de la red s.a.
uSd mIllIon CounTry / proJECT ClIEnT / ConTraCT ToTal amounT
79
20
18
387 (a)
110
20 (a)
53 (b)
88
80
400
875 (a)
292 (a)
1,180 (a)
330 (a)
141 (a)
55
43
maJor workS In progrESS pEr CounTry
18 TEI&C S.a.
ChIlE
pascua lama- engineering and procurement
replacement of mineral pipeline and reclaimed Water
system and construction of stations and singular points
for the reclaimed Water system mina los Bronces
service of equipment and installation maintenance
engineering services for Water and concentrate
transportation system
valle de huasco plants
mExICo
slt 1125 Distribution overhead transmission line (stage ii)
norte ii ccgt power project
petacalco project, maintenance and operational contract
Works and services in plants
pEru
camisea pipeline maintenance (stage ii)
south loops - early Works
expansion of ng transportation system - addition of fourth pump
SaudI araBIa
manifa - tanajib Water pipeline
uruguay
environmental and sewage Works of maldonado
and punta del este
av. ferreira aldunate
road 18
new maldonado sewage system
ciudad de la costa Drainage system
Barrick gold corp.
anglo american sur s.a.
minera escondida limitada
compañía minera casale
cap minería - compañía minera del pacífico s.a.
comisión federal de electricidad (cfe)
comisión federal de electricidad (cfe)
comisión federal de electricidad (cfe)
ternium hylsa - tenaristamsa
compañía operadora de gas del amazonas s.a. (coga)
transportadora de gas del perú s.a. (tgp)
transportadora de gas del perú s.a. (tgp)
Jgc corporation
obras sanitarias del estado (ose)
municipalidad de maldonado
corporación vial del uruguay (cvu)
obras sanitarias del estado (ose)
obras sanitarias del estado (ose)
uSd mIllIon CounTry / proJECT ClIEnT / ConTraCT ToTal amounT
115 (a)
180
58
5
29
46
333 (a)
34 (b)
74 (b)
126
63
14
48
15
8
9
37 (a)
20
maJor workS In progrESS pEr CounTry (ConT’d.)
(a) projects under a consortium/Jv. the amount corresponds to total contract amount at 100%. (b) the amount corresponds to annual estimated sales.
19 BoarD of Directors’ report
MEXICOIron and Steel Plants and Other IndustriesTernium Hylsa Plant in Monterrey.TenarisTamsa Plant in Veracruz.Petacalco Project, Maintenance and Operational Contract.EnergySLT 1125 Distribution Overhead Transmission Line (Stage II).Norte II CCGT Power Project.
CENTRAL AMERICA AND THE CARIBBEANOil and Gas Gasoline Optimization Program Upgrade.EnergySiepac I and II.Siepac Substations.
COLOMBIATransportation Capacity Expansion - Basic Engineering – Oleoducto Central S.A. (OCENSA).
1.
2.
3.
4.
5.
6.
7.
8. 9.
10.
PERUPipelinesCamisea Pipeline Maintenance (Stage II).South Loops - Early Works.Expansion of NG Transportation System - Addition of fourth pump.
BRAZILOil and GasGasoline Unit of Presidente Bernardes de Cubatão Refinery (RPBC).Diesel Unit of Landulpho Alves Mataripe Refinery (RLAM).Oil and Water Storage Tanks Refinaria do Nordeste, Abreu e Lima (RNEST).Retarded Coke Unit - Complexo Petroquímico do Rio de Janeiro (COMPERJ).
BOLIVIAOil & GasThird Processing Train of the Sábalo Gas Treatment Plant.PipelinesMargarita Project.
CHILEMiningPascua Lama - Engineering and Procurement.Service of Equipment and Installation Maintenance.Valle de Huasco Plants.Engineering Services for Water and Concentrate Transportation System.PipelinesReplacement of Mineral Pipeline and Reclaimed Water System and Construction of Stations and Singular Points for the Reclaimed Water System Mina Los Bronces.
ARGENTINAOil and GasGas Oil Hydrotreatment at La Plata Industrial Complex (HTG at CILP).PipelinesLoops TGN (Stage II). Escobar-Cardales LNG Gas Pipeline.MiningPascua Lama - Construction.EnergyPunta Negra Hydroelectric Station.Engineering Services, Supplies and Mechanical Assembly at the Ancillary Building of the Reactor in Atucha II (Stage II).Iron and Steel PlantsTernium Siderar Plant in San Nicolás.TenarisSiderca Plant in Campana.
URUGUAYArchitecture and Infrastructure WorksEnvironmental and Sewage Works of Maldonado and Punta del Este.Av. Ferreira Aldunate.Road 18.New Maldonado Sewage System. Ciudad de la Costa Drainage System.
OTHERS - ARABIAPipelinesManifa - Tanajib Water Pipeline.
1
22
3
4 5
9
6
8
7
10
20 TEI&C S.a.
TEI&C SuBSIdIarIES’ aCTIvITIES for ThE SIx-monTh pErIod
EndEd dECEmBEr 31, 2010
argentina
During this six-month period, total revenue in the country amounted to USD 194 million.
The main projects developed during this six-month period include:
oil anD gas
This is a very important sector for the Company, since it counts on the resources (both human and technological) required to deal with different projects, such as development of fields, oil and gas separation plants, storage centers, LNG facilities, oil and gas processing facilities, oil refineries and petrochemical plants, among others.
Gas Oil Hydrotreatment at La Plata Industrial Complex (HTG
at CILP) – YPF S.A.: The project was awarded on August 9, 2010, and consists of two packages. Package 1 comprises the following: Light Gas Oil Hydrotreatment Unit (HTG-B). Treatment Unit for Acid Gases with Amines (Amines C).Conditioning of offsites for interconnection of new units with the rest of the complex. Package 2 comprises the revamping of the existing Gas Oil Hydrotreatment Unit (HTG-A).
The estimated date for provisional acceptance of the project is October 2012.
The scope of the project includes engineering, supply of minor installation materials, construction, pre-commissioning and assistance for commissioning, start-up and performance tests of the unit. The project amount is USD 79 million. As of December 31, 2010, progress was 6%.
revenues
457
325
194
Jul 08 /Jun 09
(12 months)
Jul 09 /Jun 10
(12 months)
Jul 10 /dEC 10
(6 months)
–––
3D vieW of ypf-htg proJect, argentina.
21 BoarD of Directors’ report
pipelines
The Company has significant capacity to develop gas pipelines, oil pipelines, slurry lines, oxygen lines, transportation of chemical and refined products, storage facilities and pumping and compression stations.
Loops TGN (Stage II) – Constructora Norberto Odebrecht S.A.: During September 2010, works were resumed for the pipeline construction in tranche 75 of the gas pipeline for TGN, from Pichanal to Miraflores, province of Jujuy, as contractors for Odebrecht.The tranche is 64 km long in 30", with more than 30 special connections.The base contract amount plus redetermination is USD 20 million.The mobilization of equipment and work teams, settlement of camp and offices was extended until the end of October 2010. As of December 31, 2010, the progress of Stage II was 34%. Escobar-Cardales LNG Gas Pipeline – YPF S.A. - ENARSA S.A.:
On September 14, 2010, TEARG signed a contract for the construction of a 30" gas pipeline 31 km long to be installed from the shore of Paraná river at Escobar to the reduction facility of TGN at Cardales.The contract amount is USD 18 million, to be executed in a seven-month term.These works include 18 km of special assembly in a swampy area, which is being performed with pipes counterweighed with concrete, launched through a floating system (push-pull) in tranches up to 3 km. The remaining 13 km corresponds to regular assembly. The layout includes crossing Las Rosas stream, two crossings on the Luján river, and across the Panamericana Road and Road Nº 6.As of December 31, 2010, progress was 10%.
energy
Throughout its history, the Company has become involved in the development of simple cycle and combined cycle power plants, co-generation units, hydroelectric plants and nuclear facilities.
Los Caracoles Hydroelectric Station – Energía Provincial
S.E. (EPSE): The project was handled by the TEARG-Panedile Argentina S.A. Joint Venture (JV), where the Company has a 75% participating interest. Its purpose is to generate power and improve the stream-flow regulation of the San Juan river, the main water resource of the province. The amount for this work was USD 236 million at 100% of the JV. The 125 MW power station has been operating smoothly, and the dam has turned out to be a vital water reserve in a year with a very low flow, a direct consequence of the very little snow up in the mountains.
Punta Negra Hydroelectric Station – Energía Provincial
S.E. (EPSE): The contract was signed between Empresa Provincial S.E. and the TEARG-Panedile JV where the Company has a 75% participating interest. The contract amount is USD 387 million and the execution term is 54 months. This project is on the San Juan river, 20 km downstream Los Caracoles project, and it is intended to increase the regulation of this river, which is essential for San Juan’s economy, and to add 65 MW to the generation system of the province. Works were commenced in January 2010; at present, the construction of the river deviation channel, access roads to the different fronts and excavations of the dam are in progress. In December 2010, the engineering tasks devoted to review the executive design were completed. As of December 31, 2010, progress was 8%.
22 TEI&C S.a.
Engineering Services, Supplies and Mechanical Assembly
at the Ancillary Building of the Reactor in Atucha II –
Nucleoeléctrica Argentina S.A.: This is a service contract to perform the piping system erection in the ancillary building of the reactor (UKA building). This building is divided into four main sectors, having different functions: radioactive waste processing and storage, heavy water enrichment, ventilation systems, locker rooms and access to restricted zone.This project is carried out in two stages. The first stage corresponds to piping assembly and comprises 235 tons of supports and 280 tons of piping. The physical progress for piping assembly as of December 31, 2010 was 97.5%. The second stage comprises piping ends, civil works, painting, insulation and ancillary power services in the same building. The final amount of the new contract will reach USD 110 million and completion is expected by November 2011. As of December 31, 2010, the progress of the second stage was 31%.
mining
In this sector, the Company has the experience and resources required to perform civil works, roads, runways, assembly of processing plants, installation of pipelines and earth movement.
During the period under analysis, the Company kept on developing the following projects:
Pascua Lama – Barrick Gold Corp.: Bi-national mining undertaking (gold and silver), located in the border between Chile and Argentina. The Company is associated in a JV, on a 50%/50% basis, with Fluor Argentina Inc. Argentine Branch to carry out the works divided into three phases: Phase I - Consolidation of Basic Engineering and Feasibility Study of the Project; Phase II - Detail Engineering and Procurement
WorKs at ancillary BuilDing of the reactor, atucha ii, argentina.
pascua lama proJect locateD in the BorDer BetWeen chile anD argentina.
23 BoarD of Directors’ report
Management, and Phase III - Construction Management and Construction. Phase I is already completed and, during this fiscal year, works were continued in Phase II (starting in April 2007) and are expected to be completed by May 2011. The estimated total amount for Phase II is USD 20 million. In November 2010, the client issued a Limited Notice to Proceed for the JV to start Phase III works. It is estimated that such works will be commenced during the second quarter of 2011.
iron anD steel anD other inDustries
The Company has developed highly specialized resources to provide design, engineering, construction and main maintenance services to steel-making plants, lamination workshops, blast and electric furnaces, production facilities, metallurgical plants, aluminum-making plants and precious metals plants.
Several works were executed in Argentina for TenarisSiderca and Ternium Siderar, among which the following stand out:
TenarisSiderca Plant - Campana
The main works executed during this six-month period worth mentioning are the modification of the reduction furnace and the change of tubes of the reformer furnace of the REDI plant, the construction of housing for the seventh air compressor and the assembly of related piping for compressed air supply. The 2010-2011 plant extraordinary repair (REX) has also started, and we may point out the assembly of aspiration pipes and piping for cooling and fume extraction of furnace 4 at the Steel-Making area. Also the disassembly, base repair, assembly and alignment of the piercing mill of LACO 1 hot lamination, and the spreading of pipes and connection to ‘Onion’ tanks for water supply to the
Steel-Making area. Total income of the period reached the sum of USD 10 million, using a total of 381,000 man-hours.
Ternium Siderar Plant - San Nicolás
The main projects developed were the revamping of Battery 2 and Travelling Crane. Besides, works were executed at the Stack in Battery 3 and 4, New Barge Port, Converter Enclosure 2, Drive Converter 2, Gas Piping from Coke to Lime Reburning, Reinforcement of Shed J and K columns, CO Emissions Tumble, Vacuum Degassing, new water plant for Reheating Furnace (RH) and commencement of New Coiler 3 in Hot Lamination.As a remarkable milestone, we can stand out the completion of relining of Blast Furnace 1, where the starting process began on July 21, 2010. Total man-hours used for the Blast Furnace were 4.5 million.
Total income for the July-December 2010 period was USD 23 million.
other investments anD services
Railway Cargo Transportation
Ferroexpreso Pampeano S.A. (FEPSA), a company under the control and corporate decision of TEARG through Compañía Inversora Ferroviaria S.A.I.F. (COINFER), is the concession holder of the railway cargo transportation. The company provides services towards the ports of Bahía Blanca, Rosario, San Lorenzo and San Martín to exporters, stockers and large-scale producers within a vast area of the Wet Pampa region.
During the irregular fiscal year from July 1 to December 31, 2010, 2.1 million tons of cargo were transported, accounting for a 48% volume increase with respect to the same period of the previous year.
24 TEI&C S.a.
BraZil
TEBRA performs activities related to engineering, construction, assembly, works management, petrochemical facilities, off-shore projects, power generation, transmission and distribution, iron and steel units, transportation systems and infrastructure works in general.
In August 2010, the Argentine subsidiary TEARG registered a branch in the Republic of Brazil.
Revenues for this six-month period have reached USD 187 million.
During the current period, works were performed in the following projects:
oil anD gas
Gasoline Unit of Presidente Bernardes de Cubatão Refinery
(RPBC) – Petróleo Brasileiro S.A.: In March 2007, a contract was executed with Petrobras for the preparation of the consistency review of the basic project, preparation of the detail project, partial supply of equipment, supplies of bulk material, civil construction, electromechanical assembly, pre-commissioning, commissioning and technical assistance during the pre-operation and start-up of the units of Cracked Gasoline Hydrodesulphurization (HDS), Diethanolamine (DEA) and Coke Gasoline Hydrotreatment (HDT) at the Refinery Presidente Bernardes de Cubatão, State of São Paulo. The total updated contract value amounts to USD 400 million and the execution term ends in July 2011. The works are performed under a lump sum contract.The main physical amounts are: 11,400 m3 of concrete, 730 tons of metallic structures, 2,300 tons of equipment, 1,549 tons of piping, 423,000 m of cables and 5,917 instruments.The general progress of the project is 96%.
revenues
331
396
187
Jul 08 /Jun 09
(12 months)
Jul 09 /Jun 10
(12 months)
Jul 10 /dEC 10
(6 months)
gasoline unit of presiDente BernarDes De cuBatão refinery, BraZil.
25 BoarD of Directors’ report
Diesel Unit of Landulpho Alves de Mataripe Refinery (RLAM)
– Petróleo Brasileiro S.A.: In June 2008, a contract was signed with Petrobras for the preparation of the consistency review of the basic project, preparation of the detail project, partial supply of equipment, supplies of bulk material, civil construction, electromechanical assembly, pre-commissioning, commissioning and technical assistance during the pre-operation, start-up and assisted operation of the HDT of Diesel (U-37) and UGH (U-38) units, the Power Sub-station SE-37 and the Control Room (K-3701) at the Landulpho Alves de Mataripe Refinery, state of Bahia.It is a lump sum contract for an updated total amount of USD 875 million, under a horizontal consortium (50%/ 50%) with Andrade Gutiérrez.The total execution term is expected to be 41 months.The main physical amounts reach: 11,000 m³ of concrete, 1,350 tons of metallic structures, 4,751 tons of equipment, 2,332 tons of piping, 253,000 m of cables, and 2,732 instruments. The general progress is 71%.
Oil and Water Storage Tanks Refinaria do Nordeste, Abreu
e Lima (RNEST) – Petróleo Brasileiro S.A.: In March 2009, a contract was entered into with Petrobras for the preparation of the consistency review of the basic project, detail engineering, supply of materials, supply of equipment, civil construction, electromechanical assembly, preservation, conditioning, support and tests for the pre-operation of Lot I Tanks of RNEST Refinery, belonging to Petrobras, in Ipojuca, state of Pernambuco.The project includes three raw water tanks (Ø 65.0 m, 14.7 m high and 670 tons each) and eight crude oil tanks (Ø 98.5 m, 14.7 m high and 2,430 tons each). The main physical amounts are 13,929 m3 of concrete, 20,667 tons of assembly and 177,300 m2 of painting. It is a lump sum contract being executed under a consortium with Equipamentos y Usiminas Mecânica, in which TEBRA has a 60% participating interest.
The activities started in April 2009 and will be completed in May 2012. The updated value of the contract is USD 292 million (at 100% of the consortium). The general progress of the project is 52%.
Retarded Coke Unit - Complexo Petroquímico do Rio de
Janeiro (COMPERJ) – Petróleo Brasileiro S.A.: In April 2010, a contract was executed with Petrobras for the preparation of the consistency review of the basic project, preparation of the detail project, partial supply of equipment, supplies of bulk material, civil construction, electromechanical assembly, interconnections, pre-commissioning, commissioning and technical assistance during the pre-operation and assisted operation start-up of the Retarded Coke Unit (U2200), Manipulation and Storage Yard (U6821) and two Electrical Substations. It is an EPC lump sum contract, with guaranteed physical amounts. TEBRA is part of the TE-AG Consortium with Andrade Gutiérrez, with a 50% participating interest each, under the leadership of TEBRA. The total value of the contract is USD 1,180 million (at 100% of the consortium), within a contractual term of 36 months. The main physical amounts are as follows: 46,204 m3 of concrete, 4,062 tons of metallic structures, 7,433 tons of static and rotating equipment, 2,411 tons of piping, over one million meters of electricity and instrument cables, 78,529 m of electroducts, and 4,938 instruments. The general progress is 5%.
iron anD steel anD other inDustries
ThyssenKrupp – Companhia Siderúrgica do Atlântico (CSA):
The contract encompasses the rendering of technical support and management services, including technical analysis, preparation of welding procedures, construction management, contract management and audit management, among other activities. The updated contract value is USD 2.5 million and the works were completed in October 2010.
26 TEI&C S.a.
chile
Founded in 1951, TECHI engages in activities related to engineering, construction of pipelines; mining projects; power generation, transmission and distribution; transportation systems and infrastructure works in general.
During this period, works were performed mainly in the following projects:
mining
Pascua Lama – Barrick Gold Corp.: Bi-national gold and silver mining development, located in the border between Chile and Argentina. The Company is associated with Fluor Chile Ingeniería y Construcción S.A. (on a 50%/50% basis) to carry out the works divided into three phases: Phase I - Consolidation of Basic Engineering and Study of Project Feasibility; Phase II - Detail Engineering and Supply Management, and Phase III - Construction Management and Construction. During this period, works were continued in Phase II, starting in April 2007. The expected sale amount for this phase is USD 115 million. In addition, the preliminary works have started for the commencement of Phase III, which is expected to begin in the second quarter of the next fiscal year.
Service of Equipment and Installation Maintenance – Minera
Escondida Limitada: In November 2009, a new contract was entered into with Minera Escondida Limitada. This contract corresponds to the service of mechanical maintenance of concentration plants and oxide plant. It is located in the Second Region of Antofagasta. In addition, in May 2010, an extension of the contract was also celebrated, entailing an increase of the aforesaid works. In November 2010, TECHI was awarded an additional contract for the construction of a 6" and 6.5 km long water pipeline in the city of Antofagasta. The works started during December 2010 and were completed in May 2011. The total amount of both contracts is USD 58 million.
revenues
7
146 144
Jul 08 /Jun 09
(12 months)
Jul 09 /Jun 10
(12 months)
Jul 10 /dEC 10
(6 months)
minera esconDiDa limitaDa, chile.
27 BoarD of Directors’ report
to the port of Michilla, with the applicable energy dissipation station. In addition, works contemplate the construction of the sea water transportation and drive system, which shall transport water from forebay at the port of Michilla to a pool near the Esperanza plant. The amount of the contract is USD 144 million and the execution term is 14 months. As of December 2010, the project reached a 100% progress.
Replacement of Mineral Pipeline and Reclaimed Water
System and Construction of Stations and Singular
Points for the Reclaimed Water System Mina Los Bronces
– Anglo American Sur S.A.: In December 2009, TECHI received from Anglo American Sur S.A. the notice to proceed and, then, the contract Construction of Replacement Pipes Phase I-A, New 28" Mineral Pipeline and Reclaimed Water System (Phase II) [“Construcción de Tuberías Reemplazo Fase I-A, Nuevo Mineroducto 28" y Sistema de Agua Recuperada (Fase II)”] for Los Bronces Development Project. The work involves the replacement of pipes corresponding to Phase I of the existing mineral pipeline and the implementation of a new 28" mineral pipeline, from San Francisco upper sector to Las Tórtolas sector, on the existing track. In addition, it contemplates an expansion of the capacity of the recirculated water drive system from Las Tórtolas to the grinding facility, by means of a new drive system with the reutilization of pipe sections of Phase I to be replaced. In April 2010, our Chilean subsidiary received the notice to proceed with the works related to the stations corresponding to the reclaimed water system for Los Bronces Development Project, which is addenda to the contract for the Mineral Pipeline and Reclaimed Water System already executed with Anglo American.The term for completion of all the aspects of the contract is July 30, 2011, and the total amount is USD 180 million. As of December 2010, the project reached to 56% progress.
Valle de Huasco Plants – CAP Minería - Compañia Minera
del Pacífico S.A.: In December 2010, the Company was awarded the contract Valle de Huasco Plants - CAP Project [“Plantas Valle de Huasco - Proyecto CAP”]. This is an EPCM project to increase the capacity of the Pellets Plant (iron mineral). These works comprise the execution of the phases of contract management, review and validation of basic engineering, development of detail engineering, procurement, construction management, commissioning and start-up. The contract amount is USD 29 million. The estimated total investment by the client in the project is USD 180 million.
Engineering Services for Water and Concentrate
Transportation System – Compañía Minera Casale: By the end of May 2010, the Company received the partial notice to proceed for the design works and engineering services of the pipelines and related facilities of the Cerro Casale project (owned by Barrick Gold and Kinross). The execution term of the project is 15 months and it contemplates the engineering of water transportation to the mine and transportation of concentrate from the mine to the port, with the related surface facilities. As of December 31, 2010, this project has reached a 55% progress. The contract amount is USD 5 million.
pipelines
Construction of Sea Water Drive System – Minera
Esperanza: During July 2009, TECHI received the notice to proceed for the contract Construction of Sea Water Drive System and Transportation and Concentrate System [“Construcción del Sistema de Impulsión de Agua de Mar y Sistema de Transporte y Concentrado”] for Minera Esperanza. It is an engineering, procurement and construction (EPC) contract and the scope of works contemplates the construction of the concentrate transportation system, which consists of the line to transport concentrate from the Mina Esperanza plant
28 TEI&C S.a.
meXico
During this six-month period ended in December 31, 2010, TEMEX has consolidated its ongoing projects in this country and continues working on the development of new business.
The main projects developed were as follows:
energy
SLT 1119 Transmission and Transformation of the Southeast
– Comisión Federal de Electricidad (CFE): Lump sum financed public works contract and unit price contract with CFE for the execution of engineering, supply and transportation of installation materials, equipment inspection, supervision of civil and electro mechanical works, pre-operatives-tests, and technical support to allow start-up of electric substation and transmission lines, located in the state of Tabasco. The contract was developed under a consortium where TEMEX participation was 43%. During the last quarter of this period, the Company achieved the completion of the project, getting the provisional reception. As of December 31, 2010, the overall progress for the project was 100% and the contract total amount was USD 91 million.
SLT 1125 Distribution Overhead Transmission Line (Stage II)
– Comisión Federal de Electricidad (CFE): Lump sum financed public works contract and unit price contract with CFE for the execution of nine works: six distribution substations and three high voltage lines with a length of 168 km, whose locations are in the states of San Luis Potosí, Aguascalientes and Zacatecas. During the last quarter of this period, the Company achieved the provisional acceptance of five distribution substations. As of December 31, 2010, the project reached a 98% progress and the contract amount was USD 46 million.
Pacífico Coal Fired Power Plant Expansion Project – Comisión
Federal de Electricidad (CFE): Design, engineering, procurement, construction, tests and start-up, freights, insurance, custom duties, taxes, customs and training, required for a secure, reliable and efficient operation of the Carboelectric Central (CCE Pacífico), with a capacity of 648 MW. The on-shore equipment and components of
revenues
171
210
107
Jul 08 /Jun 09
(12 months)
Jul 09 /Jun 10
(12 months)
Jul 10 /dEC 10
(6 months)
petacalco proJect in meXico.
29 BoarD of Directors’ report
the generator were supplied by MHI Mexico. In addition, both, commissioning and testing of the generator were developed by Mitsubishi. The company expects to get the final acceptance in 2011. As of December 31, 2010, the overall progress for the project was 100% and the contract total amount was USD 159 million.
Norte II CCGT Power Project – Comisión Federal de Electricidad
(CFE): This project was awarded during this six-month period, and the kick-off for the construction was in January 2011. The project consists in the design, engineering, procurement, construction, installation, commissioning, testing and completion of a combined cycle gas turbine power plant of at least 433 MW net capacity in summer in the state of Chihuahua, Mexico. The EPC contract price shall be the firm, fixed price of USD 332.8 million. The contract is being developed under a JV with Samsung engineering, where TEMEX participation is 19%.
iron anD steel anD other inDustries
Construction Works at Monterrey Plant – Ternium Hylsa: Lending of personnel and materials for the execution of construction works (including civil and electromechanical works) and structure mountings.During the six-month period, the Company executed different works in Ternium plants all over Monterrey, Puebla and Colima. It is important to mention some works executed in Churubusco plant, such as the construction and assembly of a Tandem Mill System during a shut-down period, assembly of annealing furnaces, and general maintenance works. In the North plant the Company continued working in the construction and assembly of a cooling water system and smoke collection system. In Guerrero plant the most important works were the construction of the main workshop and storage for pellets ore, as well as piping of 2° fire system. In Colima, the construction of a mill building was started. Besides, in Puebla plant, mechanical completion and start-up of the steel bars storage system was achieved, as well as the installation of the casting machine system.At present, there are quite more than 700 people, reaching –during the period– peaks of 820 people working on this contract on a direct basis.
The sales obtained during the six-month period amounted to USD 13.4 million.
Construction Works at Veracruz Plant – TenarisTamsa: Lending of personnel and materials for the execution of construction works (including civil and electromechanical works) and structure erection. Maintenance and steel and iron services works were continued with an average headcount of 2,400 people.At present, between the Plant Expansion Project contract and the main contract, there are 1,850 people working on a direct basis. It is estimated that for the first four-month period of 2011, such number exceed 1,800 people.During the six-month period, the Plant Expansion project successfully achieved the test run and start-up of LACO. The overall progress for the project was 71%. The consolidated sales for this contract were for USD 47.2 million for this period.
Petacalco Project, Maintenance and Operational Contract
– Comisión Federal de Electricidad (CFE): Carbonser, S.A. de C.V. was established on 8 August, 1994, and its principal activity is to provide services to load and transport coal to the power plant President Plutarco Elias Calles, located in Petacalco Guerrero. During this six-month period ended on December 31, 2010, the company unloaded 3.06 million tons of coal and delivered 2.67 million tons to the CFE terminal in Lázaro Cárdenas. Total revenue for this period amounted to USD 16.5 million.
Heavy Duty Cleaning Service – TenarisTamsa: This service is being provided through Sidernet S.A. de C.V. to TenarisTamsa since April 2005, and it comprises the reception of raw materials in the scrap yard, transportation and processing of slag, and the recovery, cutting and classification of metal junk.During this six-month period, this contract had an average of 180 people working on a direct basis and the period billing was approximately USD 3.5 million.The actual contract in force was awarded on 2009 for a nine-year term contract.
30 TEI&C S.a.
peru
The period ended with a sale decrease in the country as a result of the progress in the projects under development. For next years, we foresee good chances of sustainable development through the identification and progress in the execution –mainly at early stages– of new projects throughout the country.
The main projects developed during this six-month period were as follows:
pipelines
Camisea Pipeline Maintenance (Stage II) – Compañía
Operadora de Gas del Amazonas S.A. (COGA): The Company provides the maintenance of this gas pipeline. In July 2010, this contract was renewed for a three-year period and includes the maintenance of PERU LNG pipeline. The total amount of this renewal is USD 126 million.
South Loops - Early Works – Transportadora de Gas del Perú S.A.
(TGP): In March 2010, the Company received from TGP the notice to proceed with the early services for the construction of two 150 km pipelines of 32" and 24" each, including detailed engineering and early works activities (set-up of camps, permitting, land rental and other activities).The total amount of this first scope of the project is around USD 63 million and it is expected to be completed by September 2011. As of December 2010, the project reached 44% progress.
Expansion of NG Transportation System - Addition of fourth
pump – Transportadora de Gas del Perú S.A. (TGP): On June 4, 2010, the Company received from TGP a contract and notice to proceed with the expansion of the NG transportation system, by adding a fourth pump in each pumping station, two of them in the jungle and the other two in the mountain section.The total amount of this project is around USD 14 million. It started in July 2010 and was completed during April 2011. As of December 2010, the project reached a 64% progress.
eXpansion of ng transportation system, peru.
revenues
317
259
59
Jul 08 /Jun 09
(12 months)
Jul 09 /Jun 10
(12 months)
Jul 10 /dEC 10
(6 months)
31 BoarD of Directors’ report
central america anD the cariBBean
Sales in this region reached USD 32 million, and include several works that are being executed by the Company’s subsidiaries.
oil anD gas
Gasoline Optimization Program Upgrade – Petroleum
Company of Trinidad and Tobago Limited: The project is managed by a JV in which the Company holds a 50% participating interest jointly with ABB Lummus Global Overseas Corporation (currently CB&I). It comprises the following works: basic and detail engineering, procurement management, construction and pre-commissioning management, commissioning assistance, start-up assistance and performance tests for the Gasoline Optimization Program. The contract is currently divided into a lump sum portion of USD 74.9 million, and a fixed fee of USD 10.5 million for procurement services and reimbursable costs of USD 244.5 million. During this semester, pre-commissioning activities have been achieved. In December, it was obtained the Mechanical Completion (MC) of the Acid Unit. The remaining MC of the Alky Unit was obtained during January 2011. In addition, the Unit Acceptance for both units was received from the client on March 4, 2011. As of December 2010, progress for Procurement Services was 99.9%, 100% in Engineering Services and 99.2% in Construction Management Services. The project is on the final stage of construction, completing last minor purchases, and processing final documentation.
The Company intends to continue working in this country by maintaining the relationship with PETROTRIN and, eventually, by extending our client portfolio to other private concerns.
revenues
144
96
32
Jul 08 /Jun 09
(12 months)
Jul 09 /Jun 10
(12 months)
Jul 10 /dEC 10
(6 months)
32 TEI&C S.a.
energy
SIEPAC I – Empresa Propietaria de la Red S.A.: Lump sum turnkey contract for the design of final engineering, the supply of materials and equipment, civil works, electromechanical works, final testing and start-up of SIEPAC Line 1. The purpose of the Electrical Interconnection System for the Countries of Central America (SIEPAC, according to its initials in Spanish) is to establish an electrical market in the region that will traverse Guatemala, El Salvador and Honduras (SIEPAC I), as well as Nicaragua, Panama and Costa Rica (SIEPAC II). The contract is being developed under a JV where TEMEX participation is 39%. As of December 31, 2010, the project reached an 81% progress and the total contract amount was USD 141 million.
SIEPAC II – Consorcio Abengoa - Inabensa (APCA):
Lump sum turnkey subcontract for the design of final engineering, the supply of materials and equipment, civil works, electromechanical works, final testing and start-up of SIEPAC II. As of December 31, 2010, the overall progress for the project was 77% and the contract amount was USD 55 million.
SIEPAC Substations – Empresa Propietaria de la Red S.A.: Contract for the design, supply, construction, testing and start-up of the SIEPAC I and II projects, which connects the 15 substations pertaining to this project. As of December 31, 2010, the project reached a 77% progress and the contract amount was USD 43 million.
Bolivia
The purpose of TEBOL, founded in July 2009, is to take part in construction projects of buildings, roads, dams, dwelling houses and transformation industrial plants for any kind of industries and activities.
oil anD gas
Third Processing Train of the Sábalo Gas Treatment Plant
– Petrobras Bolivia S.A.: On December 28, 2009, the Company and Petrobras Bolivia S.A. executed a contract for the construction, assembly, interconnection, pre-
siepac suBstations, meXico.
33 BoarD of Directors’ report
commissioning, commissioning, start-up and performance test of the Third Processing Train of Sábalo Gas Treatment Plant, located in Tarija.The contract contemplates the expansion of the plant by means of the construction of a gas processing plant from well-head, sweetening with amines and adjustment of dew point, as well as the construction of condensate storage tanks and other facilities required for the operation of the plant. The execution term is 18 months and the contract amount is USD 88 million. As of December 31, 2010, progress was 69%.
pipelines
Margarita Project – Repsol YPF E&P Bolivia S.A.: The project for the construction of collection lines, evacuation and loop for the Margarita-Huacaya fields is an EPC project comprising detail engineering, purchase of all materials required for the works (except for tubes and hot bending), construction, pre-commissioning and assistance for start-up of the GTS and EXS systems and a 28” loop.The project is located at the area of Puerto Margarita, province of O’Connor, department of Tarija, Bolivia.The lump sum amount, no VAT, is USD 80.2 million. The execution term is 15 months. The commencement date was November 2010 and the provisional acknowledgement of receipt is estimated by February 2012. As of December 31, 2010, the project had just started to be developed.
sauDi araBia
During the past six-month period, the construction activities of the Manifa-Tanajib Water Pipeline project reached an overall progress of 80%. The main works during this period were trenching, stringing, pipe joint, backfilling, special crossings and hydro test. All activities were completed with the satisfaction of JGC Corporation as well as the final client, Saudi Aramco.The contract total amount is USD 48 million with a two-year term for execution.
On February 15, 2011, TENCO executed the Saudi Techint Ltd. sale and purchase agreement with a related company.
uruguay
During the abovementioned semester, the following projects were developed:
architecture anD infrastructure WorKs
As regards infrastructure activities, the Company has the capacity and expertise required to develop projects related to roads, highways, bridges, tunnels, railroad and underground tracks, aqueducts, ports, airports, effluent and sewage water treatment plants, dams and telecommunication systems. In addition, the Company performed architectural works, such as business offices and buildings, housing unit complexes, cultural and educational premises, penitentiary complexes and hospitals.
Environmental and Sewage Works of Maldonado and
Punta del Este – Obras Sanitarias del Estado (OSE): The Company continued with the works for OSE. Works have been arranged in four groups: (1) works for the maintenance of sewage and drinkable water networks at Maldonado, Punta del Este and other locations within the Department of Maldonado; (2) sanitation works in the city of Maldonado; (3) sanitation works in the city of Piriápolis, and (4) effluent treatment plant at Punta Fría (Piriápolis).During this period, works of groups 1 and 2 were executed; so far the works under the contract have reached 76% progress. The total contract amount is USD 15 million.
Av. Ferreira Aldunate – Municipalidad de Maldonado:
In December 2008, a contract was entered into with Intendencia Municipal de Maldonado for the construction of a double paved way and surrounding streets on Av. Ferreira Aldunate; the basic works and expansions were completed in May 2010. In December 2010, the Company was awarded an expansion for the contract; such works were commenced in December and are estimated to be completed during the first semester of 2011. The total contract amount is USD 8 million.
34 TEI&C S.a.
Bridge over José Ignacio Stream – Corporación Vial
del Uruguay (CVU): During this period, the Company completed the works committed under the basic contract entered into with Corporación Vial del Uruguay for the construction of a new bridge over the José Ignacio stream, Department of Maldonado. The total amount of the contract was USD 2.5 million.
Road 18 – Corporación Vial del Uruguay (CVU): In January 2010, works were commenced under the contract with Corporación Vial de Uruguay, for the construction of 22 km of road in Road 18 from Arroyo del Oro and the city of Vergara, Department of Treinta y Tres. At the end of this period, works reached 88% progress. The total contract amount is USD 9 million.
New Maldonado Sewage System – Obras Sanitarias del
Estado (OSE): The Company continued with the works of the project Treatment and Final Disposal of Maldonado and Punta del Este Sewage System [“Tratamiento y disposición final de efluentes del sistema Maldonado y Punta del Este”]. The contract, executed between TEURU, TEARG Sucursal Uruguay, Montec and Belfi (grouped as a typical consortium) and OSE, for an amount of USD 37 million, comprises the construction of 35 kilometers of tubing, one land outfall of four kilometers, civil and architectural works in seven pumping stations (works to be executed by the Company), and a one-kilometer long off-shore outfall (to be executed by Montec and Belfi). The term for the works, started in January 2010, is 36 months. To this date, the Company has recorded 34% progress.
Ciudad de la Costa Drainage System – Obras Sanitarias
del Estado (OSE): In November 2009, the consortium of TEURU (45%) and TEARG Sucursal Uruguay (55%) was awarded a contract with OSE for USD 20 million, involving the construction of 34 km of drainage piping system, 56 km of gutters and 32 km of road works at Ciudad de la Costa, Department of Canelones. Due to administrative issues of the client, the works started in October 2010 have not registered much activity in this six-month period (1% of the contract).However, a sustained growth of the activity is estimated to occur as from the first month of the next fiscal year.
colomBia
Basic engineering works are being executed to expand OCENSA’s transportation capacity from 550 to 650 kbd. The construction is estimated to be awarded under a call for bids by the end of the first semester of 2011.
canaDa
In Canada, TECAN finished the pending works in Alberta Clipper (attention of warranties and clean-up) and started involvement in the facilities EPC market. During this six-month period, TECAN was invited and participated in very demanding tendering processes for companies such as Husky. TECAN is now regarded in the Western Canada market as a participant in the EPC marketplace, which allows to leverage resources from the head offices.
Even though no contract was awarded, the commercial activity was intense, placing TECAN in the suppliers’ list of CNRL, Husky, Total, Pembina, Transcanada, Enbridge, Statoil or Suncor. As the outlook for mainline pipelines continues being blurry for the coming periods, TECAN is focusing on the oil sands activity, conventional oil and gas plays. We are also participating in the Steering Committee in a group led by Enbridge that analyzes feasibility for the use of CO2 as slurry in a pipeline.
EngInEErIng
The main engineering works performed are related to projects under development and others already completed, among which the following are highlighted:
Punta Negra Hydroelectric Station (Argentina): Conceptual and basic engineering, plus detail engineering; including detail engineering of works for the deviation of the San Juan river.
Pascua Lama Project – Barrick Gold (Argentina - Chile): Basic engineering and project feasibility study, work schedule and control budget. Detail engineering and procurement, including management of purchase orders placed by the client.
–
–
35 BoarD of Directors’ report
YPF – Sulfur Reduction Phase 1 & 2 (Argentina): Detail engineering, procurement management and construction (Phase II).
Atucha II Nuclear Plant (Argentina): Construction engineering works of piping installations.
YPF – Escobar Cardales (Argentina): Completion of pipeline engineering for the project of construction of gas pipeline in Escobar.
YPF – Tanks (Argentina): Basic engineering for project feasibility study of four storage systems (tanks) for YPF, at several plants of the client.
tenarissiDerca (argentina):
Fume Extraction at Steel-Making Area. Installation of new refrigerated pipelines for primary extraction of dust in Furnace 5 and non-refrigerated pipelines for secondary extraction of Furnace 4 - Steel-making area. LC2F Continuous Cold Strip Mill. Insertion in three existing ways of tilting rotators to perform a 90° turn of master tubes, before they enter the CND for subsequent calibration of the latter.
Repsol YPFB – Margarita Pipelines (Bolivia): Detail engineering, gas pipelines for development of the Margarita Field.
Repsol YPFB – FEED Margarita Stage II (Bolivia): FEED for expansion of the Margarita gas processing plant.
Petrobras Bolivia – Sábalo Gas Plant (Bolivia): Development of detail engineering for the construction of a gas processing plant.
Petrobras – RNEST (Brazil): Detail engineering for storage tanks site.
Petrobras – COMPERJ (Brazil): Detail engineering new coke unit at Rio de Janeiro Petrochemical Complex.
Angloamerican / Bechtel – Los Bronces - Pipelines and
Stations (Chile): Two contracts, including completion of detail engineering for Barrick.
–
–
–
–
–
–
–
–
–
–
–
–
Casale Compañía Minera – Cerro Casale (Chile): Basic and detail engineering for slurry line and water pipeline.
Oleoducto Central S.A. (OCENSA) (Colombia): Basic engineering for the study of capacity expansion of the Ocensa oil pipeline, by means of the incorporation of pumping equipment at existing stations and construction of new pumping stations.
EPR – Siepac Bahías & Líneas (Mexico): Detail engineering. Power transmission lines and substations.
CFE – SE 1125 Distribution Stage II (Mexico): Detail engineering. Power transmission lines and substations.
CFE – SLT 1119 Southeast Transmission and
Transformation Stage I (Mexico): Detail Engineering for five power transmission lines and two transformation substations.
CC Norte (Mexico): Detail engineering for combined cycle facility.
tenaristamsa (meXico):
Tubing Factory 3. Installation of all cold cycle equipments for the new plant of TenarisTamsa.Tubing Factory 3 – Casing Thermal Treatment. Installation of thermal treatment for seamless casing up to 7".
TGP – NG Fourth Pump Expansion (Peru): Detail engineering. Technical bidding terms for EPC contract.
TGP – Camisea South Loops (Peru): Conceptual, basic and detail engineering. Loop for expansion of transportation capacity in Camisea pipelines.
Pluspetrol – Camisea II Expansion (Peru): Conceptual and extended basic engineering, and preparation of bidding terms for expansion of Malvinas and Pisco Plants. Review of detail engineering of EPC contractors.
Phoenix Park – Fire Water System Upgrade (Trinidad): Detail engineering for the expansion of the fire system capacity at a plant of Phoenix Park.
–
–
–
–
–
–
–
–
–
–
–
–
36 TEI&C S.a.
proCurEmEnT
The main works performed regarding supplies are related to the projects under development stated in the Engineering section.
The goals set for this six-month period are focused on the contribution from procurement to improving the Company’s competitiveness by means of a comprehensive revision of the respective purchasing strategies and of processes and procedures, in view of optimizing costs, reliability and transparency in management.
In this respect, the Company put the emphasis on the specialization of procurement headcount and the increasing use of IT tools, with a focus on the following aspects of procurement management:
Increasing the contribution of value by focusing the purchasing strategy on the critical success factors, management total cost, productivity and strategic factors.Encouraging the specialization of the sector and, consequently, organizing the structure based on demand.Boosting the use of IT supporting systems for bids, supplier management and management indicators of the department and of each of the projects.
In addition, work has been done on the development of new suppliers from Asian countries.
During the next fiscal year, the Company will keep on working on the abovementioned actions which will impact on the management indicators defined.
TEChInT EQuIpmEnT dIvISIon (TEpam)
During this period, in addition to the administration, maintenance, repair, assistance and allocation of equipment to the different projects, TEPAM continued to provide assistance to the Warehouse and General Services areas, with the purpose of supporting the start-up of works and, subsequently, monitoring their needs during the development of projects.
The Company continued with the program for the total renewal of TEPAM equipment in ten years. The goal is to set the age of such machinery in five years to help reduce repair costs and obtain a competitive improvement.
In the workshop area, the construction of a prefabricated Warehouse was started for piping within TEPAM Argentina site to service several projects in progress.
In Chile, TEPAM consolidated its presence by acquiring a site in the Second Region, outside the city of Antofagasta, on National Road 5, La Negra Industrial Park. In addition, the Company installed at Chincha, Peru (approximately 200 km south of Lima) a yard to serve as an operating base for future projects in this country.
TEPAM investment value in machinery, vehicles, and tools for the July-December 2010 period was USD 21.1 million.
hEalTh, SafETy and EnvIronmEnT (hSE)
TEI&C is a company acting in several countries, with different cultures and degrees of evolution in relation to prevention; however, the Company has managed to incorporate it as an intrinsic value to its activities, giving prevention top priority in its management.
TEI&C has developed a preventive vision focused on a commitment to safety, occupational health, environmental protection and the welfare of communities. In this respect, our Integrated Management System (IMS) has proved to be effective to anticipate and prevent accidents and unsafe conditions concerning industrial safety, health and environmental protection.
Since its implementation, the IMS has allowed to reduce global accident rates (Frequency Rate and Seriousness Rate) by over 85%, and this shows a substantial improvement in accidentology related to works, an issue which is acknowledged and valued by clients.
The system is focused on the identification of risks associated to the work developed by the Company,
i)
ii)
iii)
37 BoarD of Directors’ report
compliance with local laws, application of coherent preventive procedures for all the Company’s units together with an ongoing and widespread training. The IMS is also innovative regarding methods, such as behavior-based safety and preventive Safety Observation at Work (OST).
To minimize the repetition of incidents and accidents, in addition to performing other actions addressed to equipment and facilities and to safety in the working place, individual performance is monitored by means of a specific indicator, TACOP [“Tablero de Comando de Actividades Operativas de Prevención”] – Preventive Actions Command Switchboard, PACS). This results in the promotion of a strong commitment of employees to become aware and internalize preventive conducts, and this commitment also applies to sub-contractors.
The IMS is externally audited by Det Norske Veritas (DNV) and certified under international standards (ISO 14001:2004 and OHSAS 18001:2007); a high degree of compliance with such standards has been verified in all cases.
We must state that preventive actions in the last period have resulted in:
Boosting of the safe operating discipline.Solid preventive interaction with senior management.More severity in the use of field managerial tools.Improvement of analysis of risks related to change management.Improvement of preventive revision of vehicles, equipment and qualification of drivers/operators.
QualITy
The Company is always seeking to meet and exceed the expectations of its clients, shareholders, collaborators, suppliers and the communities where it operates.
In particular, with respect to our clients, this entails a special focus on the quality of the products and services provided.
From our processes standpoint, the Company is clearly oriented to continuous improvement and pays special attention to efficiency, simplification of processes and value added in each of its operations.
In the July-December 2010 period, the following actions have been completed:
Substantial completion of the review and update of the Company’s Document Base and progress in the research and development of a knowledge management model to be gradually implemented.
Redefinition and establishment of the main quality indicators for products associated to the projects developed by the Company.
Quantitative and qualitative improvement of client satisfaction measurement in the different projects, by means of a more in-depth cross-sectional analysis of information and by generating improvement actions.
Boosting and improvement in measurement and use of quality management indicators for projects, in particular the PQI (Project Quality Index).
Improvement of the single database of findings follow-up, by establishing the status follow-up of each one of them in the projects, as well as an alert system for the different functional areas with a direct responsibility.
In December 2009, the Company obtained a new certification pursuant to ISO 9001:2008 on Quality Management Systems (certification effective since 1996) and, during 2010, it was submitted to two external audits, with excellent results.
The Company has decided to maintain the direction adopted in previous years, focused on the unification and improvement of methodologies and the reliance on truthful and updated information so as to minimize risks. It also seeks to prevent problems and ensure the predictability of results in order to comply with the commitment to meet and exceed the expectations of all related stakeholders.
–
–
–
–
–
–
––––
–
38 TEI&C S.a.
TEChnology and IT SySTEmS
During this period, progress continued to be made in several IT projects related to improvements in technological infrastructure, upgrade to new software versions and implementation of new solutions to cover different business processes. The most outstanding IT projects were the following:
Migration from ERP SAP 4.7 to the new version SAP ECC 6.0, basically conducting a technical migration that will allow to be on a more updated platform to apply new functions and to facilitate the system adjustment upon external requirements.
First implementation stage of SAP HR Human Resources, resulting in the operation of the modules of Personnel Management and organizational structure for personnel paid on a monthly basis in Argentina, as a first step of implementation within a global project.
Update of the central infrastructure of datacenters, migrating to a server virtualization technology, which facilitates management and optimizes the existing infrastructure.
During this period, Engineering has continued making progress on the use and implementation of new plant design and simulation software for the purpose of leading engineering of projects. These tools include: Intergraph Smart Plant Enterprise (plant design system consisting of processes, mechanics, equipment, electricity and instruments, etc.), Thermoflow (for simulation and design of gas, combined cycle and carbon power plants), Metsim (metallurgical simulator for mining processes), ANSYS (simulation of 3D fluids and structural calculation), etc.
In addition, works were developed to improve and support prevention management systems, thus improving management information as a whole.
Besides, progress was made in the implementation of an internal management tool related to incident management and IT settings.
human rESourCES
Human resources management is a pillar of business management with direct impact on results. Therefore, the Company has human resources processes, which assure the availability of talents and adequate profiles to achieve the business strategy. Among such processes, we find the Young Professionals Program, consisting in a program structured to speed up the insertion of new graduates in the business, through intensive technical and management training, and a rotation plan exposing them to several training experiences. Another process of human resources management is the strict follow-up of key personnel by the top management.
During this period, a new edition of the Postgraduate Course in Project Management, an in-house program addressed to professionals in different areas of the Company and its subsidiaries with potential to hold key positions in project management. This program and other programs developed at senior management and supervision levels seek to develop both technical and managerial competences.
The boosting of the employee performance evaluation system is essential, since it constitutes a fundamental management tool for the Company.
In addition, during this period, a new working environment survey was conducted among our employees: there was a general improvement in the indicators, which, in turn, reflects a solid commitment of our people to the Company.
We would like to thank all our clients, suppliers, banking institutions and above all, our employees whose work on a daily basis have contributed to these results.
The Board of Directors
–
–
–
39 BoarD of Directors’ report
Board of dIrECTorS
presiDent
Carlos Eduardo Bacher
vice presiDent
Eduardo Nicolás Rocca Couture
Directors
Ricardo Pascale CavallieriLuis Pablo Solari DamonteMario Osvaldo LallaRicardo Ourique Marques
Directors were appointed at the Regular Shareholders’ Meeting held on November 30, 2010.
40 TEI&C S.a.
durIng ThE SIx-monTh pErIod, ThE planT ExpanSIon proJECT SuCCESSfully aChIEvEd ThE TEST run and STarT-up of laCo.tenaristamsa plant. meXico.
ConSolIdaTEd fInanCIal STaTEmEnTS SIx-monTh pErIod EndEd dECEmBEr 31, 2010 and yEar EndEd JunE 30, 2010
ThE maIn phySICal amounTS arE 13,929 m³ of ConCrETE, 20,667 TonS of aSSEmBly and 177,300 m² of paInTIng. refinaria Do norDeste, aBreu e lima (rnest). BraZil.
45 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
lEgal InformaTIon
Denomination:
TEI&C S.A.
legal aDDress:
La Cumparsita 1373 7th FloorMontevideo (11200)(598-2) 901-9091
company activity:
Investments.
Date of registration:
February 16, 2005.
eXpiration of company charter:
February 16, 2105.
registry numBer:
RUC 21-5098860012.
capital stocK:
Shares: 5,181,537,274 1.Face Value: UYU 5,181,537,274 2.
1 see note 13 to the consolidated financial statements.2 uyu: uruguayan pesos.
parent company:
Techint Limited.
legal aDDress:
Equity Trust House28-30 The Parade, JE4 8XYSt. Helier, JerseyChannel Islands.
parent company activity:
Investments.
parent company:
Shares: 88.67%Votes: 88.67%
48 TEI&C S.a.
aSSETS
non-Current assets
property, plant and equipment
intangible assets
investments in associated companies
other investments
non-current tax assets
trade and other receivables
Deferred income tax assets
Total non-Current assets
Current assets
inventories
current tax assets
trade and other receivables
construction contracts work in progress
assets of disposal group classified as held for sale
other investments
cash and cash equivalents
Total Current assets
Total assets
12.31.10
320,397
3,826
1,624
7,500
5,225
29,046
62,832
430,450
30,468
39,232
332,985
108,786
16,298
622
320,215
848,606
1,279,056
309,723
2,662
1,389
6,774
5,032
33,448
48,229
407,257
35,848
47,494
319,459
116,731
67
1,010
283,567
804,176
1,211,433
4
5
6
7
8
15
9
8
11
7
12
all amounts in usD thousanDs 06.30.10notes
ConSolIdaTEd STaTEmEnT of fInanCIal poSITIon
Six-month period ended December 31, 2010 and year ended June 30, 2010.
49 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
EQuITy and lIaBIlITIES
Equity
capital and reserves attributable to the company’s equity holders
non-controlling interests
Total Equity
non-Current liabilities
Borrowings
Deferred income tax liabilities
non-current tax liabilities
trade and other payables
construction contracts work in progress
other liabilities
Total non-Current liabilities
Current liabilities
Borrowings
liabilities of disposal group classified as held for sale
trade and other payables
construction contracts work in progress
current tax liabilities
other liabilities
Total Current liabilities
Total liabilities
Total Equity and liabilities
12.31.10
637,384
27,915
665,299
22,262
29,812
869
25,278
4,683
41,456
124,360
19,935
6,992
233,120
113,377
38,918
77,055
489,397
613,757
1,279,056
577,642
28,134
605,776
18,648
42,984
895
22,316
–
36,472
121,315
19,308
–
246,871
92,339
23,035
102,789
484,342
605,657
1,211,433
14
15
16
17
14
11
16
17
all amounts in usD thousanDs 06.30.10notes
ConSolIdaTEd STaTEmEnT of fInanCIal poSITIon (ConT’d.)
Six-month period ended December 31, 2010 and year ended June 30, 2010.
the accompanying notes are an integral part of these consolidated financial statements.
50 TEI&C S.a.
(*) see note 2.a.
the accompanying notes are an integral part of these consolidated financial statements.
Continuing operations
revenues from construction contracts and other services
cost of sales
gross profit
general and administrative expenses
selling expenses
other operating results
operating income
gain from the purchase and sale of shares and investments
financial income
financial costs
result from investments in associated companies
Income before income tax
income tax
Income from continuing operations
discontinued operations
income from discontinued operations
net Income (1)
(1) attributable to:
equity holders of the company
non-controlling interests
net Income
12.31.106 months (*)
783,921
(662,168)
121,753
(76,796)
(9,299)
1,752
37,410
–
3,770
(5,371)
446
36,255
10,813
47,068
396
47,464
44,272
3,192
47,464
1,530,337
(1,225,766)
304,571
(125,523)
(9,944)
(4,926)
164,178
246
9,118
(10,573)
2,724
165,693
(56,542)
109,151
5,236
114,387
109,812
4,575
114,387
26
26
26
28
27
27
29
23
all amounts in usD thousanDs 06.30.1012 months (*)
notes
ConSolIdaTEd InComE STaTEmEnT
Six-month period ended December 31, 2010 and year ended June 30, 2010.
51 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
net Income
other comprehensive income:
gain on revaluation of pp&e
Decrease of revaluation of pp&e
currency translation differences
cash flow hedge
other comprehensive income for the period/year net of tax (1)
(1) attributable to:
equity holders of the company
non-controlling interests
12.31.106 months (*)
47,464
–
(2,389)
17,989
–
63,064
59,814
3,250
63,064
114,387
55,995
(4,967)
(158)
(215)
165,042
157,977
7,065
165,042
4
4
all amounts in usD thousanDs 06.30.1012 months (*)
notes
ConSolIdaTEd STaTEmEnT of ComprEhEnSIvE InComE
Six-month period ended December 31, 2010 and year ended June 30, 2010.
(*) see note 2.a.
the accompanying notes are an integral part of these consolidated financial statements.
52 TEI&C S.a.
Balance at June 30, 2009
net income for the year (*)
other comprehensive income
gain on revaluation of pp&e net of tax (see note 4)
Decrease of revaluation of pp&e net of tax (see note 4)
Depreciation of reserve for revaluation surplus net of tax
Decrease of reserve for revaluation surplus due to pp&e disposal net of tax
changes in equity reserves
currency translation differences
Total comprehensive income for the year
resolution of the shareholders’ meeting held on 12.02.09:
Board of Directors’ fees
legal reserve
Dividend distribution (usD 4.63 per thousand shares)
Dividend distribution approved by the Board of Directors’ meeting held on 02.25.10 (1) (usD 1.74 per thousand shares)
capital surplus (see note 1)
changes in non-controlling interests
Balance at June 30, 2010
aTTrIBuTaBlE To ThE Company´S EQuITy holdErS
lEgal rESErvE
CapITal SToCk
all amounts in usD thousanDs
2,293
–
–
–
–
–
–
–
–
–
9,632
–
–
–
–
11,925
218,535
–
–
–
–
–
–
–
–
–
–
–
–
–
–
218,535
ConSolIdaTEd STaTEmEnT of ChangES In EQuITy
Six-month period ended December 31, 2010 and year ended June 30, 2010.
(1) the dividends were approved by the Board of Directors and were ratified by the shareholder’s meeting held on november 30, 2010.
53 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
Balance at June 30, 2009
net income for the year (*)
other comprehensive income
gain on revaluation of pp&e net of tax (see note 4)
Decrease of revaluation of pp&e net of tax (see note 4)
Depreciation of reserve for revaluation surplus net of tax
Decrease of reserve for revaluation surplus due to pp&e disposal net of tax
changes in equity reserves
currency translation differences
Total comprehensive income for the year
resolution of the shareholders’ meeting held on 12.02.09:
Board of Directors’ fees
legal reserve
Dividend distribution (usD 4.63 per thousand shares)
Dividend distribution approved by the Board of Directors’ meeting held on 02.25.10 (1) (usD 1.74 per thousand shares)
capital surplus (see note 1)
changes in non-controlling interests
Balance at June 30, 2010
aTTrIBuTaBlE To ThE Company´S EQuITy holdErS non -ConTrollIng InTErESTS
ToTal EQuITy
CapITal SurpluS
CumulaTIvE TranSlaTIon
adJuSTmEnTS
rESErvE for pp&E
rEvaluaTIon SurpluS
oThEr rESErvE
rETaInEd EarnIngS
(4,038)
–
–
–
–
–
–
–
–
–
–
–
–
2,562
–
(1,476)
(42,428)
–
–
–
–
–
–
(2,430)
(2,430)
–
–
–
–
–
–
(44,858)
51,511
–
55,777
(4,967)
(10,771)
(4,015)
–
–
36,024
–
–
–
–
–
–
87,535
215
–
–
–
–
–
(215)
–
(215)
–
–
–
–
–
–
–
224,087
109,812
–
–
10,771
4,015
–
–
124,598
(72)
(9,632)
(24,000)
(9,000)
–
–
305,981
34,750
4,575
218
–
–
–
–
2,272
7,065
–
–
–
–
–
(13,681)
28,134
484,925
114,387
55,995
(4,967)
–
–
(215)
(158)
165,042
(72)
–
(24,000)
(9,000)
2,562
(13,681)
605,776
54 TEI&C S.a.
Balance at June 30, 2010
net income for the six-months period (*)
other comprehensive income
Decrease of revaluation of pp&e net of tax (see note 4)
Depreciation of reserve for revaluation surplus net of tax
Decrease of reserve for revaluation surplus due to pp&e disposal net of tax
currency translation differences
Total comprehensive income for the six-month period
resolution of the shareholders’ meeting held on 11.30.10:
Board of Directors’ fees
legal reserve
changes in non-controlling interests
Balance at december 31, 2010
aTTrIBuTaBlE To ThE Company´S EQuITy holdErS
lEgal rESErvE
CapITal SToCk
all amounts in usD thousanDs
11,925
–
–
–
–
–
–
–
5,720
–
17,645
218,535
–
–
–
–
–
–
–
–
–
218,535
ConSolIdaTEd STaTEmEnT of ChangES In EQuITy (ConT’d.)
Six-month period ended December 31, 2010 and year ended June 30, 2010.
(*) see note 2.a).
the accompanying notes are an integral part of these consolidated financial statements.
55 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
Balance at June 30, 2010
net income for the six-months period (*)
other comprehensive income
Decrease of revaluation of pp&e net of tax (see note 4)
Depreciation of reserve for revaluation surplus net of tax
Decrease of reserve for revaluation surplus due to pp&e disposal net of tax
currency translation differences
Total comprehensive income for the six-month period
resolution of the shareholders’ meeting held on 11.30.10:
Board of Directors’ fees
legal reserve
changes in non-controlling interests
Balance at december 31, 2010
aTTrIBuTaBlE To ThE Company´S EQuITy holdErS non -ConTrollIng InTErESTS
ToTal EQuITy
CapITal SurpluS
CumulaTIvE TranSlaTIon
adJuSTmEnTS
rESErvE for pp&E
rEvaluaTIon SurpluS
rETaInEd EarnIngS
(1,476)
–
–
–
–
–
–
–
–
–
(1,476)
(44,858)
–
–
–
–
17,931
17,931
–
–
–
(26,927)
87,535
–
(2,389)
(6,346)
(5,682)
–
(14,417)
–
–
–
73,118
305,981
44,272
–
6,346
5,682
–
56,300
(72)
(5,720)
–
356,489
28,134
3,192
–
–
–
58
3,250
–
–
(3,469)
27,915
605,776
47,464
(2,389)
–
–
17,989
63,064
(72)
–
(3,469)
665,299
56 TEI&C S.a.
Cash flows from operating activities
net income for the six-month period/year
adjustments to reconcile net income to cash flow operations
pp&e depreciation
intangible amortization
construction contracts in progress
net provisions
net allowance for doubtful accounts
tax accrued
unrealized gain on derivate financial instruments
gain from the sales of pp&e
impairment loss
interest accrued from trade and other receivables
Discount at current value credits
interest accrued from borrowings
financial results, net and others
result from other investments
result from the sale of shares and investments
result from investments in associated companies
other, including currency translation adjustment
Changes in balances corresponding to:
trade accounts receivable and tax assets
inventories
trade and other payables and tax liabilities
other liabilities
held-for-sale assets and liabilities net
net cash generated by operating activities
47,464
20,665
460
32,539
2,645
144
(10,813)
–
(4,727)
2,430
(1,886)
(702)
1,825
(29)
(122)
–
(446)
4,816
(5,148)
788
(6,095)
(17,418)
–
66,390
114,387
48,033
812
(35,584)
(310)
414
61,473
(410)
(13,399)
5,701
(3,768)
(1,600)
7,340
(586)
(205)
(246)
(2,724)
(11,209)
99,964
(12,362)
(73,876)
16,619
617
199,081
4
5
8
29
28
4
27
7
6
all amounts in usD thousanDs notes
ConSolIdaTEd STaTEmEnT of CaSh flowS
Six-month period ended December 31, 2010 and year ended June 30, 2010.
12.31.106 months (*)
06.30.1012 months (*)
57 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
Cash flows from investing activities
proceeds from disposal of pp&e
purchases of pp&e
purchases of intangible assets
proceeds from sales of other investments and investment in associated companies (net)
Derivative financial instruments
net cash used in investing activities
Cash flow from financing activities
proceeds from / repayments of borrowings (net)
changes in non-controlling interests
Board of Director´s fees
Dividend distribution
net cash used in financing activities
net increase in cash and cash equivalents
cash and cash equivalents at the beginning of the six–months period/year
effect of exchange rate changes
Cash and cash equivalents at the end of the six–months period/year
non-cash transactions
finance leases
(Decrease) / gain on revaluation of machinery, equipment and vehicles, net of tax effects and decrease
11,743
(38,397)
(1,480)
(227)
–
(28,361)
2,037
(3,469)
(72)
–-
(1,504)
36,525
282,426
8,011
326,962
(1,377)
(2,389)
24,957
(54,411)
(915)
(2,082)
5,460
(26,991)
(71,879)
(11,120)
(72)
(33,000)
(116,071)
56,019
222,842
3,565
282,426
3,470
50,810
5
12
4
all amounts in usD thousanDs notes
ConSolIdaTEd STaTEmEnT of CaSh flowS (ConT’d.)
Six-month period ended December 31, 2010 and year ended June 30, 2010.
12.31.106 months (*)
06.30.1012 months (*)
(*) see note 2.a).
the accompanying notes are an integral part of these consolidated financial statements.
58 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
ThIrd proCESSIng TraIn of ThE SÁBalo gaS TrEaTmEnT planT.Bolivia.
59 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
IndEx To ThE noTES To ThE ConSolIdaTEd
fInanCIal STaTEmEnTS
Basis of preparationconsolidationforeign currency translationuse of estimatesproperty, plant and equipment (pp&e)intangible assetsimpairment of non-financial assetsfinancial assets offsetting financial instrumentsDerivative financial instrumentsinventoriesconstruction contracts work in progressother investments trade and other receivablestrade and other payablescash and cash equivalentsequityBorrowingscurrent and deferred income taxemployee benefitsprovisionsrevenue recognition leasesassets and liabilities classified as held for sale and discontinued operations
general informationaccounting policies
financial risk managementproperty, plant and equipment (pp&e)intangible assetsinvestments in associated companiesother investmentstrade and other receivables
1.
2.
3.
4.
5.
6.
7.
8.
a.
b.
c.
d.
e.
f.
g.
h.
i.
j.
k.
l.
m.
n.
o.
p.
q.
r.
s.
t.
u.
v.
w.
x.
9.
10.
11.
12.
13.
14.
15.
16.
17.
18.
19.
20.
21.
22.
23.
24.
25.
26.
27.
28.
29.
30.
31.
inventoriesfinancial instruments by categoryassets and liabilities classified as held for sale cash and cash equivalentsshare capitalBorrowingsDeferred income taxestrade and other payablesother liabilitiesprovisionsemployee benefitsparticipation in Joint venturescontingencies and commitmentsrestricted assetsDiscontinued operationsrelated party transactionssubsidiariescost of sales and expenses by naturefinancial resultsother operating resultsincome tax expensemain contracts in progresssubsequent events
60 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
noTE 1.
gEnEral InformaTIon
TEI&C S.A. (“TEI&C”), a company controlled by Techint Limited, was registered in Uruguay in February 2005 and is a part of the Techint Group (“TG”). TEI&C’s purpose is to engage in investments by holding equity interests in companies or organizations whose corporate purpose includes engineering, construction and services. References in these consolidated financial statements to “TEI&C” or “Company” refer to TEI&C S.A. and its consolidated subsidiaries.
For the purpose of unification of the end of the fiscal year of engineering and construction companies, the governing bodies have determined December 31 as the most suitable date. On December 2, 2009 a Board of Directors´ Meeting decided to change the closing date of the fiscal year to December 31.
During the current six-month period, TEI&C experienced some changes in its investment portfolio as regards its participating interests in companies related to the engineering, construction and service businesses, which are detailed as follows:
During this period, the Company contributed to Preglosid S.L.U. (“PREGLOSID”) 3,591,000 US Treasury Bills, representing the sum of USD 3,589,897 (equal to EUR 2,868,934) and the receivable for the balance of a loan for USD 194,762.49 (equal to EUR 146,658.50). By means of these transactions, PREGLOSID increased its capital stock, and the new participating interest of the Company is 6,500,003 shares plus an issue premium for EUR 5,490,335.08.
In August 2010, the Argentine subsidiary Techint Compañía Técnica Internacional S.A.C.I. (“TEARG”)
registered a branch in the Republic of Brazil, with a capital stock of R$ 100,000.
In order to comply with the provisions of the laws of the Republic of Uruguay, the Board of Directors of the indirect subsidiary in such country, Techint Compañía Técnica Internacional S.A.C.I. (“TEURU”), made a partial capitalization of the capital adjustment in November 2010.
In December 2010, the Company and TEARG subscribed and paid in a capital increase in Techint Engenharia e Construção S.A. (“TEBRA”) for R$ 40,000,000. The contribution was made taking into account the relevant shareholding, i.e. TEI&C paid in the sum of R$ 38,400,000 (equal to USD 22,628,167.35). Thus the Company now holds 6,391,747 shares of the Brazilian company.
In September 2010, the Canadian indirect subsidiary Techint E&C Inc. (“TECAN”), created a new company in Canada called Techint Construction Limited (“TECON”), upon the subscription of a capital stock of CAD 250,000.
During this period, the Mexican company Techint S.A. de C.V. (“TEMEX”), continued with transactions aimed at adjusting its participating interests to the requirements of its business areas. Thus, in August 2010, it created KST Electric Power Company S.A. de C.V., where TEMEX, through TECNOPOWER S.A., holds 10% of the capital stock. Besides, the companies Elina Sureste S.A. de C.V. and Elina de Occidente S.A. de C.V. were wound up.
The corporate reorganization among Argentine companies that took place at the end of the previous fiscal year, consisting in the capitalization of Tecnomatter Instalaciones y Construcciones S.A.I.F. (“TMR”) and Sidernet S.A. (“SDT”), the spin off of TMR and the subsequent merger of the spin off with SDT, was registered before the Argentine Inspection Board on December 13, 2010.
–
–
–
–
–
–
–
61 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
During the current period, the subsidiary TENCO started negotiations aimed at transferring the shares of its subsidiary company Saudi Techint Ltd. Therefore, assets and liabilities related to such company have been reclassified as “assets of disposal group classified as held for sale” and “liabilities of disposal group classified as held for sale” as of December 31, 2010 (See notes 11 and 31).
During the previous fiscal year, TEI&C experienced some changes in its investment portfolio which are detailed as follows:
In September 2009, the Company contributed to Techint Ingeniería y Construcciones S.L.U. (“TIC”) the direct participating interests it held as of such date in Argentine engineering and construction companies, i.e. 140,516,186 shares, representing 97.70538% of the capital stock of Techint Inversiones S.A.I.F. and 125,981,909 shares of TEARG, representing 38.94340% of the capital stock and voting rights. Upon this transaction, TIC increased its capital stock, and therefore, the new Company’s participating interest is 5,000,002 shares plus an issue premium for EUR 81,699,999.99, thus becoming also the European holding of this business by concentrating the operations in Argentina, Canada, Central America and Mexico.
As a result of the capital contribution made in March 2010 by the Company in Socominter Sociedade Comercial Internacional Ltda. (“SOCOMINTER”), and the spin off merger of the latter with its parent company, TEBRA, which took place in May, our direct shareholding in SOCOMINTER is 0.088%.
Throughout the previous fiscal year, TEMEX continued with transactions aimed at reorganizing its business areas.
In August 2009, it transferred together with Constructora Mexicana Electromecánica y de Instrumentación, S.A.
de C.V. (COMEI) 60% of the shareholding in Norpower, S.A. de C.V., and 100% of the shares of TGT de México, S.A. de C.V. to companies of the energy sector of the Techint Group.
After the recomposition of capital of Terminales Portuarias del Pacífico S.A.P.I. de C.V. (“TPP”), subsidiary of TEMEX, Carbonser S.A. de C.V. sold its whole participating interest in TPP. Finally, in June 2010, TEMEX acquired 25% of the shares of Mexcarbón S.A. de C.V. and of Carbonser, S.A. de C.V., since the relevant contract undertaking such purchase had been executed in November 2008. The difference between the price paid and the book value was charged to equity as capital surplus (USD 2.6 million).
In December 2009, Tecnopower S.A. de C.V. was created, but to this date this company has not engaged in any business activities.
Besides, TEMEX wound up the companies the purpose of which had already been performed or which were inactive, including the following: Tecnomatter, S.A. de C.V., Elina 407, S.A. de C.V., Elinatech S.A. de C.V.
In March 2010, PREGLOSID S.L.U. subscribed and paid in a capital increase in its subsidiary Sidernet Mexicana S.A. de C.V. for 21,398,889 shares. By mid-April 2010, TEI&C contributed to PREGLOSID the direct participating interest it held in the Argentine company Prestaciones Globales Siderúrgicas S.A., i.e. 8,445,080 shares, representing 97.50% of the capital stock. Upon this transaction, PREGLOSID increased its capital stock, and therefore, the new Company’s participating interest is 6,500,001 shares plus an issue premium for the sum of EUR 1,636,499.99, thus consolidating in its shareholders’ equity the transactions for the supply of steel and iron services recorded in Argentina, Mexico and Venezuela.
–
–
–
–
–
62 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
In June 2010, the shareholders of the Argentine companies TMR and SDT resolved a corporate reorganization, consisting in the capitalization of both companies, the spin off of TMR and the subsequent merger of the spin off with SDT, the latter becoming the successor for the supply of steel and iron services.
On July 21, 2009 TEARG founded Techint Ingeniería y Construcción Bolivia S.A. to take part in construction projects for buildings, rouds, dams, dwelling houses and transformation industrial plants for any kind of industries and activities.
These consolidated financial statements were approved for issue by the Company’s Board of Directors on April 29, 2011.
noTE 2.
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 periods presented, unless otherwise stated.
a. Basis of preparation
These consolidated financial statements are prepared in accordance with International Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board (“IASB”), under the historical cost convention, as modified by the revaluation of machinery, equipment and vehicles (“Revaluation of PP&E”), available-for-sale assets, financial assets and liabilities (including derivative instruments) at fair value through profit or loss, employee benefits and translation of subsidiaries whose functional currency is the currency of a hyperinflationary economy. The consolidated financial statements are presented in thousands of U.S. dollars (“USD”), which is the functional currency of TEI&C.
Taking into account the change of the fiscal year closing date, stated in note 1, the accounting information included in these consolidated financial statements for the six-month period began on July 1, 2010 and ended on December 31, 2010, cannot be compared to accounting information for the annual fiscal year ended June 30, 2010.
Certain comparative amounts have been reclassified to conform to changes in presentation in the current six-month period.
The preparation of consolidated financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its best judgment in the process of applying the Company’s accounting policies. The areas involving a higher degree of judgment of complexity, or the areas where assumptions and estimates are significant to the consolidated financial statements, are disclosed in note 2.d.
classification of veneZuela as a hyperinflationary economy
During the previous fiscal year, a number of factors arose in the Venezuelan economy that led the Company to reconsider the treatment it follows with respect to the translation of the financial statements of subsidiaries. Within these factors it is worth highlighting the level of cumulative inflation over the past three years; the restrictions to the official foreign exchange market and, finally, the devaluation of the Bolívar Fuerte.
As a result, in accordance with IFRS, Venezuela must be considered a hyperinflationary economy. The main implications of this circumstance are as follows:
Adjustment of the income statement to reflect the financial loss caused by the impact of inflation in the period/year on net monetary assets (loss of purchasing power).
–
–
–
63 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
All components of the financial statements of the Venezuelan companies have been translated at the closing exchange rate, which at December 31, 2010 and June 30, 2010 was 4.3 Bolívares Fuertes per USD.
changes in accounting policy anD Disclosures
Standards and amended standards mandatory for the first
time for the Financial Statements beginning July 1, 2010 and
adopted by the Company
None of the standards, amendments to standards and interpretations to existing standards which are effective for the Company for the six-month period ended December 31, 2010 were relevant to the operation of the Company, and therefore, no impact resulted from the application of those standards, amendments and interpretations on these consolidated financial statements.
Standards, amendments and interpretations to existing
standards that are not yet effective and have not been early
adopted by the Company
The following standards, amendments and interpretations to existing standards have been published and are not yet effective for the Company in the six-month period ended December 31, 2010:
IFRS 9 “Financial Instruments”, issued in November 2009. This addresses the classification and measurement of financial assets and is likely to affect the Company’s accounting for its financial assets. The standard is not applicable until January 1, 2013, but is available for early adoption. The Company’s management has not yet assessed the potential impact that the application of IFRS 9 will have on the Company’s financial statements.
IAS 24 (Revised), “Related party disclosures”, issued in November 2009. It supersedes IAS 24, ‘Related party disclosures’, issued in 2003. IAS 24 (revised) is mandatory for periods beginning on or after January 1, 2011. Earlier application, in whole or in part, is permitted.
The revised standard clarifies and simplifies the definition of a related party and removes the requirement for government-related entities to disclose details of all transactions with the government and other government-related entities.
The application of this revised standard is not expected to have a significant impact on the presentation of the Company’s results of operations, financial position or cash flows.
As follows, other standards and interpretations to existing standards not yet effective and not adopted by the Company before, though they are not relevant to the Company’s operations:
IFRS 1 (Amendments), “First time adoption, on financial instrument disclosures”.IFRIC 19 “Extinguishing financial liabilities with equity instruments”.IFRIC 14 (Amendment), “Prepayments of a minimum funding requirement”.IAS 19 and IFRIC 14 (Amendment), “Asset Limit for Defined Benefit, Minimum Requirements for Provision of resources (funding) and their Interaction”.
improvements to international financial reporting stanDarDs
In May 2010, the IASB published the annual improvements with several international accounting and financial reporting standards amendments.Entities shall apply these amendments for annual periods beginning on or after January 1, 2011. If entities apply these amendments to an earlier period, they shall disclose this fact.
The Company’s management estimates that the application of these amendments will not have a material effect on the Company’s financial condition or results of operations.
–
–
–
–
–
64 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
b. consoliDation
suBsiDiary companies
Subsidiaries are entities which are controlled by TEI&C as a result of its ability to govern an entity’s financial and operating policies generally accompanying a shareholding of more than 50% of the voting rights. Subsidiaries are consolidated from the date on which control is exercised by the Company and are no longer consolidated from the date control ceases.
The purchase method of accounting is used to account for the acquisition of subsidiaries by TEI&C. The cost of an acquisition is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of acquisition. 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, irrespective of the extent of any minority interest. The excess of the cost of acquisition over the fair value of TEI&C share of the identifiable net assets acquired is recorded as goodwill. If the cost of acquisition is less than the fair value of the net assets of the subsidiary acquired, the difference is recognized directly in the income statement.
If the companies acquired were under common control, the assets and liabilities of such companies (and their respective subsidiaries) are accounted for at the predecessor’s cost, reflecting the carrying amount of such assets and liabilities contributed to the Company. Accordingly, the consolidated financial statements include the financial position of the abovementioned companies at historical book values and no adjustment has been made to reflect fair values at the time of the contribution. The difference between the price paid and the historical book value was charged to equity.
Material intercompany transactions, balances and unrealized gains on transactions between TEI&C and its subsidiaries have been eliminated in consolidation. Unrealized losses are also eliminated. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by TEI&C.
According to the laws of the countries of certain subsidiaries, a portion of the profit of the period/year is separated to constitute statutory reserves until they reach statutory capped amounts. These legal reserves are not available for dividend distribution and can only be released to absorb losses.
See note 25 to the consolidated financial statements for the list of consolidated subsidiaries.
transactions anD non-controlling interests
The Company treats transactions with non-controlling interests as transactions with equity owners of TEI&C. 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 TEI&C 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.
associateD companies
Associated companies are entities in which TEI&C has significant influence but not control, generally accompanying a shareholding of between 20% and 50% of the voting rights (see note 6). Investments in associated companies are accounted for by the equity methods of accounting and are initially recognized at cost. The Company´s investment in associated companies includes goodwill identified on acquisition, net of any accumulated impairment loss.
65 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
The Company’s share of its associated companies’ post-acquisition profits or losses is recognized in the income statement, and its share of post-acquisition movements in reserves is recognized in reserves. The cumulative post-acquisition movements are adjusted against the carrying amount of the investment. When the Company’s share of losses in an associated company equals or exceeds its interest in such company, including any other unsecured receivables, the group does not recognise further losses, unless it has incurred obligations or made payments on behalf of the associated companies.
Unrealized gains on transactions between TEI&C and its associated companies are eliminated to the extent of TEI&C’s interest in the associated companies. Unrealized losses are also eliminated unless the transaction provides evidence of an impairment indicator of the asset transferred. Financial statements of associated companies have been adjusted where necessary to ensure consistency with IFRS.
Joint ventures
Joint Ventures (“JV”) are jointly controlled entities, which involve the establishment of a corporation, partnership or other entity in which each venturer has an interest.
TEI&C’s interest in jointly controlled entities is accounted for by the proportionate consolidation method. TEI&C consolidates its share of the joint ventures’ individual income and expenses, assets and liabilities on a line-by-line basis with similar items in TEI&C’s financial statements. See note 20 to the consolidated financial statements.
The Company recognises the portion of gains or losses on the sale of assets by the Company to the joint ventures that is attributable to the other ventures. The Company does not recognise its share of profits or losses from the
joint ventures that result from the Company’s purchase of assets from the joint ventures until it re-sells the assets to an independent party. However, a loss on the transaction is recognized immediately if the loss provides evidence of a reduction in the net realizable value of current assets, or an impairment loss.
c. foreign currency translation
i. functional anD presentation currency
Items included in the consolidated financial statements of each entity in which TEI&C holds participating interests are measured using the currency that best reflects the economic substance of the underlying events and circumstances relevant to that entity (“the functional currency”). The consolidated financial statements are presented in thousands of U.S. dollars, which is the functional currency of TEI&C. The consolidated companies’ first record transactions using their functional currency and their financial statements are then translated to U.S. dollars with the only purpose of being consolidated by TEI&C.
ii. Balances anD transactions in currencies other than the
functional currency
Transactions in currencies other than the functional currency are accounted for at the exchange rates prevailing on the date of the transactions, and the corresponding exchange gains and losses are recognized in the income statement.
Monetary assets and liabilities in currencies other than the functional currency are translated at the period/year-end exchange rate.
iii. translation of Balances anD results of consoliDateD companies
The results and financial position of all the consolidated companies that have a functional currency different from the Company’s presentation currency are translated into the presentation currency as follows:
66 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
assets and liabilities of each balance sheet are translated at the closing rate on the date of that balance sheet;income and expenses for each income statement are translated at an average exchange rate; (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the rate on the dates of the transactions);all resulting exchange differences are recognized as a separate component of equity.
In the case of sale or other disposition of any such subsidiary, any accumulated translation adjustment would be recognized in the income statement as part of the gain or loss on sales.
The financial statements of subsidiaries companies whose functional currency is the currency of a hyperinflationary economy are adjusted for inflation in accordance with the procedure described in the following paragraph prior to their translation to USD. Once restated, all the items of the financial statements are converted to USD using the closing exchange rate. Amounts shown for prior years for comparative purposes are not modified.
To determine the existence of hyperinflation, TEI&C assesses the qualitative characteristics of the economic environment of the country, such as the trends in inflation rates over the previous three years. The financial statements of companies whose functional currency is the currency of a hyperinflationary economy are adjusted to reflect the changes in purchasing power of the local currency, such that all items in the statement of financial position not expressed in current terms (non-monetary items) are restated by applying a general price index at the financial statement closing date, and all income and expense, profit and loss are restated monthly by applying appropriate adjustment factors. The difference between initial and adjusted amounts is taken to profit or loss.
d. use of estimates
The preparation of consolidated financial statements requires Management to estimate and evaluate both recorded and contingent assets and liabilities as of a certain date, as well as income and expenses recorded during the reporting period. The future actual results may differ from estimates made as of the date of preparation of these consolidated financial statements.
Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
There follows a description of the most relevant estimates used to prepare these consolidated financial statements:
percentage of completion methoD
The Company uses the percentage-of-completion method in accounting for its contract revenues and expenses. Use of the percentage-of-completion method requires the Company to estimate the services performed to date as a proportion of the total services to be performed. Furthermore, in determining the contract revenue, TEI&C considers the estimated outcome for each of the construction contracts which are in progress.
income taXes
The Company is subject to income taxes in numerous jurisdictions. Significant judgment is required in determining the worldwide provision for income taxes. There are transactions and calculations for which the ultimate tax determination is uncertain. TEI&C recognises liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the current and deferred income tax assets and liabilities in the period in which such determination is made.
–
–
–
67 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
alloWances for DouBtful accounts
Management maintains an allowance for trade and other receivables to account for estimated losses resulting from the inability of clients to make required payments. When evaluating the adequacy of an allowance for trade receivables, Management bases its estimates on the aging of accounts receivable balances and historical write-off experience, client credit worthiness and changes in client payment terms.
other estimations
In addition, the Company´s Management makes estimations to calculate, at certain moment the recoverable amounts of assets, the depreciation and amortization and the provision for cost and contingencies.
e. property, plant anD eQuipment (pp&e)
machinery, eQuipment, vehicles anD others
As a general rule, TEI&C has adopted historical acquisition or construction cost less accumulated depreciation as the measurement criterion for PP&E.
However, in the case of machinery, equipment and vehicles used in the construction business, TEI&C has adopted fair value as the measurement criterion (see note 4).
lanD anD BuilDings
Land and buildings are stated at historical cost. Buildings are depreciated using the straight-line method, by applying annual ratios sufficient to terminate the value of each item as of the end of their estimated useful life.
fiXeD assets of ferroeXpreso pampeano s.a.c. (“fepsa”)
These assets represent improvements on the assets received under concession by FEPSA, as well as those devoted to service rendering, which will be transferred to the assignor upon termination of the concession. Such
assets are valued at their acquisition or construction cost less accumulated depreciation.
The straight-line method has been used to calculate depreciation, by applying annual ratios sufficient to terminate the value of each item as of the end of their estimated useful life or upon termination of concession, whichever occurs first.
useful lives useD to calculate Depreciation charges
are as folloWs:
The residual values and useful lives of significant machinery, construction equipment and vehicles are reviewed, and adjusted if appropriate, at each period/year-end date.
Where the carrying amount of an asset is higher than its estimated recoverable amount, it is written down immediately to its recoverable amount.
Gains and losses on disposals are determined by comparing proceeds with carrying amounts. When revalued assets are sold, the amounts included in the reserve for PP&E revaluation surplus are transferred to retained earnings.
Repairs and maintenance expenses are charged to the consolidated income statement during the financial period in which they are incurred.
Buildings and improvements 20-50 years
production equipment 10-20 years
vehicles, furniture and fixtures, and other equipment 3-10 years
land not depreciated
68 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
f. intangiBle assets
systems Development
Acquired computer software licenses are capitalized on the basis of the costs incurred to acquire and bring to use the specific software. These costs are amortized over their estimated useful lives (three to five years).
Costs associated with developing or maintaining computer software programs are charged to expenses as incurred. Costs that are directly associated with the production of identifiable and unique software products controlled by TEI&C and that will probably generate economic benefits exceeding costs beyond one year, are recognized as intangible assets. Direct costs include the software development employee costs and an appropriate portion of relevant overhead.
Computer software development costs recognized as assets are amortized over their estimated useful lives (not exceeding three years).
gooDWill
Compañía Inversora Ferroviaria S.A.I.F. (“COINFER”)
Goodwill represents the greater cost derived from the investment in the subsidiary FEPSA as a result of the compulsory subscription and payment of the portion of capital corresponding to Ferrocarriles Argentinos (16%) and the portion corresponding to staff (4%) pursuant to the concession contract.
Goodwill is valued at original cost, less accumulated amortization; it is calculated over the term of the concession of the service provided by FEPSA.
g. impairment of non-financial assets
Assets that have an indefinite useful life, for example Goodwill, are not subject to amortization and are tested annually for impairment.
Property and equipment and other non-current assets subject to depreciation, including intangible assets, are reviewed for impairment losses whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognized for the amount by which the carrying amount of the asset exceeds its recoverable amount, which is the higher of an asset net selling price and its value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows.
h. financial assets
The Company classifies its financial assets in the following categories: at fair value through profit or loss, loans and receivables, and available for sale. The classification depends on the purpose for which the financial assets were acquired. Management determines the classification of its financial assets at initial recognition.
financial assets at fair value through profit or loss
Financial assets at fair value through profit or loss are financial assets held for trading. A financial asset is classified in this category if acquired principally for the purpose of selling in the short-term. Derivatives are also categorized as held for trading unless they are designated as hedges. Assets in this category are classified as current assets.
loans anD receivaBles
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They are included in current assets, except for maturities greater than 12 months after the date of the statement of financial position. These are classified as non-current assets.
69 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
availaBle-for-sale financial asset
Available-for-sale financial assets are non-derivatives that are either designated in this category or not classified in any of the other categories. They are included in non-current assets unless management intends to dispose of the investment within 12 months of the end of the reporting period.
Recognition and measurement
Regular purchases and sales of financial assets are recognized on the trade - date - the date on which the Company commits to purchase or sell the asset. Investments are initially recognized at fair value plus transaction costs for all financial assets not carried at fair value through profit or loss. Financial assets carried at fair value through profit or losses are initially recognized at fair value and transaction costs are expensed in the income statement. Financial assets are derecognized when the rights to receive cash flows from the investments have expired or have been transferred and the Company has transferred substantially all risks and rewards of ownership. Available-for-sale financial assets and financial assets at fair value through profit or loss are subsequently carried at fair value. Loans and receivables are carried at amortized cost using the effective interest method.
The Company assesses at each balance sheet date whether there is objective evidence that a financial asset or a group of financial assets is impaired.
i. offsetting financial instruments
Financial assets and liabilities are offset and the net amount reported in the statement of financial position when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis, or realize the asset and settle the liability simultaneously.
j. Derivative financial instruments
Derivatives are initially recognized at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. The method of recognizing the resulting gain or loss depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged.
The Company 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 hedging transactions. TEI&C also documents its assessment, both at hedge inception and on an ongoing basis, of whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in fair values or cash flows of hedged items.
cash floW heDge
The effective portion of changes in the fair value of derivatives denominated and qualified as cash flow hedging is disclosed in other Comprehensive income. The gain or loss related to the ineffective portion is immediately disclosed in the consolidated income statement.
The amounts accumulated in equity are disclosed in the consolidated income statement in the periods in which the hedged item affects gains and losses.
k. inventories
Inventories are stated at the lower of cost or net realizable value less the corresponding allowance for obsolescence. Net realizable value is the estimated selling price in the ordinary course of business, less the costs of completion and direct selling expenses. In general, cost is determined by using weighted average price.
The allowance for obsolescence has been calculated based on Management’s analysis of aging.
70 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
l. construction contracts WorK in progress
A construction contract is a contract specifically negotiated for the construction of an asset or a combination of assets that are closely interrelated or interdependent in terms of their design, technology and functions or their ultimate purpose or use.
When the outcome of a construction contract cannot be reliably estimated, contract revenue is recognized to the extent of contract costs incurred where it is probable those costs will be recoverable. Contract costs are recognized when incurred.
When the outcome of a construction contract can be reliably estimated, contract revenue and contract costs are acknowledged by the percentage of completion method. The stage of completion is measured by reference to the relationship contract costs incurred for work performed to date bear to the estimated total costs for the contract. When it is probable that total contract costs will exceed total contract revenue, the expected loss is immediately recognized as an expense.
Costs incurred in the year in connection with future activity on a contract are excluded from contract costs in determining the stage of completion. They are presented as inventories, prepayments or other assets, depending on their nature.
When a construction contract includes reimbursable works and the Company is responsible for providing design, engineering and construction services and labor and all equipment and materials, construction equipment and supplies, the amount of these works is recognized in revenues and costs.
TEI&C shows as an asset (within Construction contracts work in progress) the gross amount due from clients
for construction contracts for all contracts in progress for which costs incurred plus recognized profits (less recognized losses) exceed progress billings.
TEI&C presents as a liability (within Construction contracts work in progress) the gross amount due to clients for construction contract for all contracts in progress for which progress billings exceed costs incurred plus recognized profits (less recognized losses).
m. other investments
Other investments include deposits in investments funds and equity instruments, which are classified as financial assets “at fair value through profit and loss” or “available for sale”.
Other investment funds comprise mainly financial resources within offshore trusts, the purpose of which is exclusively to ensure that the financial needs for the normal development of their operations are met.
Investments in companies in which TEI&C has less than 20% of the voting rights are valued at cost, because its fair value cannot be reliably measured.
n. traDe anD other receivaBles
Trade and other receivables are initially measured at their fair value, which is generally their nominal value, unless the effect of discounting is material, subsequently measured at amortized cost less provision for impairment.
An allowance for doubtful accounts is established when there is objective evidence that the Company will not be able to collect all amounts due according to the original terms of receivables.
o. traDe anD other payaBles
Trade and other payables are obligations to pay for goods or services that have been acquired in the ordinary course
71 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
of business from suppliers. Accounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities.
Trade and other payables are recognized initially at fair value and subsequently measured at amortized cost using the effective interest method.
p. cash anD cash eQuivalents
Assets recorded in cash and cash equivalents are carried at fair market value or at historical cost which approximates fair market value. For the purposes of the consolidated statement of cash flows, cash and cash equivalents comprise cash on hand, demand deposits with banks and other short-term highly liquid investments with original maturities of three months or less and bank overdrafts.
Bank overdrafts are included within borrowings in current liabilities in the consolidated statement of financial position.
q. eQuity
Ordinary shares are classified as equity. The balances of the consolidated statement of changes in equity at December 31, 2010 and June 30, 2010 include:
The value of share capital, capital surplus, reserve for PP&E revaluation surplus, legal reserve, and retained earnings in accordance with IFRS.
The currency translation differences of TEI&C’s subsidiaries.
Non-controlling interests in subsidiaries.
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.
r. BorroWings
Borrowings are initially recorded based on the fair value of the net proceeds. Borrowings are subsequently stated at amortized cost using the effective yield method; any difference between proceeds (net of transaction costs) and the redemption value is recognized in the income statement over the life of the borrowings.
Borrowings are classified as current liabilities unless TEI&C has an unconditional right and firm intention to defer settlement of the liability for at least twelve months after the balance sheet date.
s. current anD DeferreD income taX
The current income tax charge is calculated on the basis of the tax laws in force in the countries in which TEI&C and each one of its subsidiaries operate.
Deferred income tax is recorded in full, using the liability method, on temporary differences arising between the tax basis of assets and liabilities and their carrying amounts in the consolidated financial statements. Currently enacted tax rates are used in the determination of deferred income tax.
Deferred tax assets are recognized to the extent that it is probable that future taxable profit will be available to offset temporary differences.
Deferred income tax is provided on temporary differences arising on investments in subsidiaries, associated companies and joint ventures, except where the timing of the reversal of the temporary difference can be controlled and it is probable that the temporary difference will not reverse in the foreseeable future.
t. employee Benefits
Certain TEI&C’s subsidiaries have in force benefit plans under the modality of “non-funded defined benefits”
–
–
–
72 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
and “other long-term benefits” which, subject to certain conditions established by such companies, are granted during the term of employment and after retirement, which plans are recorded following the guidelines of accounting rules and regulations in force and effect.
The provisioned liabilities for such employee benefits are recorded at the current value of the future flows of funds, the amount being charged during the relevant employees’ remaining years of services up to the moment when the conditions necessary for the granting of each benefit are satisfied. Such liabilities are calculated by independent actuaries, at least once a year, using the “Projected credit unit” method.
Other subsidiaries have implemented a supplementary pension benefit plan with two programs: “PGBL - Plano Gerador de Benefício Livre” and “VGBL - Programa de Seguro de Vida com Cobertura por Sobrevivência”. These programs are generally funded through payments by the subsidiaries to independent insurance companies. Both programs are defined contribution plans.
pension plans anD other post-retirement Benefits
Certain TEI&C’s subsidiaries officers are covered by a specific employee retirement plan designed to provide retirement, termination and other benefits to those officers.
TEI&C’s subsidiaries are accumulating assets for the ultimate payment of those benefits in the form of investments. The investments are not part of a particular plan, nor are they segregated from TEI&C’s other assets. Due to these conditions, the plan is classified as “unfunded” under IFRS.
Retirement costs are assessed using the projected unit credit method: the cost of providing retirement benefits is charged to the statement of income over the service
lives of employees based on actuarial calculations. This provision is measured at the present value of the estimated future cash outflows, using applicable interest rates. Actuarial gains and losses are recognized over the average remaining service lives of employees.
Benefits provided by the plan are calculated on a seven-year salary average.
The laws in the different countries in which TEI&C’s subsidiaries carry out their operations provide for pension benefits to be paid to retired employees from government pension plans and/or private funds managed plans. Amounts payable to such plans are generally calculated based on a percentage of employee salaries and are accounted for on an accrual basis.
termination Benefits
Termination benefits are payable whenever an employee’s employment is terminated before the normal retirement date or whenever an employee accepts voluntary redundancy in exchange for these benefits.
TEI&C’s subsidiaries recognize termination benefits when it is demonstrably committed to either terminating the employment of current employees according to a detailed formal plan without possibility of withdrawal, or providing termination benefits as a result of an offer made to encourage voluntary redundancy. Benefits falling due more than twelve months after balance sheet date are discounted to present value.
profit-sharing anD Bonus plans
A liability for employee benefits in the form of profit-sharing and bonus plans is recognized in other provisions when there is no realistic alternative but to settle the liability and provided at least one of the following conditions is met:
73 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
there is a formal plan and the amounts to be paid are determined before the time of issuing the financial statements; or
past practice has created a valid expectation in employees that they will receive a bonus/profit-sharing and the amount can be determined before the financial statements are issued.
Liabilities for profit-sharing and bonus plans are expected to be settled within twelve months and are measured at the amounts expected to be paid when they are settled.
contriBution plans
A defined contribution plan is a pension plan under which the companies pay fixed contributions to a separate entity. Companies have no further payment obligations once the contributions have been paid. The contributions are recognized as employee benefit expense 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.
Contributions by the companies include: (a) Basic contribution – Companies are committed to contribute amounts equal to the amounts contributed by the employees up to certain limits, (b) Extraordinary contributions- Are non-mandatory contributions that can be made on a voluntary basis either by the companies or the employees.
u. provisions
Provisions are recognized when TEI&C has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation, and a reliable estimate of the amount can be made. When TEI&C expects a provision to be reimbursed, for example under an insurance contract, the reimbursement is recognized as a separate asset but only when the reimbursement is virtually certain.
v. revenue recognition
revenues anD cost recognition for long-term construction
contracts
See note 2.l.
sales of services
The Company sells maintenance services. The revenue is generally recognized in the period the services are provided, using a straight-line basis over the term of the contract.
other revenues
Other revenues earned by TEI&C are recognized on the following bases:
Interest income: on the effective yield basis. Dividend income from investments in other companies: when TEI&C’s right to collect is established.
w. leases
Leases in which a significant portion of the risks and rewards of ownership are transferred from the lessor to TEI&C are classified as finance leases. At the commencement of the lease term, TEI&C recognizes finance leases as assets and liabilities in the statement financial position at amounts equal to the value of the leased property or, if lower, the present value of the minimum lease payments, each determined at the inception of the lease. The discount rate used in calculating the present value of the minimum lease payments is the interest rate implicit in the lease should this be practicable to determine; otherwise, the lessee’s incremental borrowing cost is used. Any initial direct costs of the lessee are added to the amount recognized as an asset.
Each lease payment is allocated between the liability and finance charges. The corresponding rental obligations, net of finance charges, are included
–
–
––
74 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
in borrowing. The interest element of the finance cost is charged to the income statement 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 property, plant and equipment acquired under finance leases is depreciated over their estimated useful lives.
See amounts of assets and liabilities held under finance leases in note 22.
Leases in which a significant portion of the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to the income statement on a straight-line basis over the period of the lease.
x. assets anD liaBilities classifieD as helD for sale anD
DiscontinueD operations
Assets of disposal group and liabilities associated with these assets are classified as “assets and liabilities classified as held for sale” when their carrying amount is to be recovered principally through a sale transaction and a sale is considered highly probable.
When the Company intends to dispose of a business component that represents a separate major line of business or geographical area of operations it classifies such operations as discontinued. The post tax profit or loss of the discontinued operations is shown as a single amount on the face of the consolidated income statement, separate from the other results of the Company.
They are stated at the lower of carrying amount and fair value less costs to sell if their carrying amount is to be recovered principally through a sale.
noTE 3.
fInanCIal rISk managEmEnT
The nature of TEI&C’s operations as well as its multinational character expose the Company to a variety of risks, including the effects of changes in foreign currency, exchange rates, capital risk, concentration of credit risk, liquidity risk and interest rates risk. The nature of its contracts implies that TEI&C has to manage risks regarding uncertain conditions in the hiring of procurement, which is usually a large part of the scope of work.
To manage the high volatility related to these financial matters, Management evaluates exposures on a consolidated basis to take advantage of its global and multinational activity. For some of these exposures, the Company or its subsidiaries enter into derivative transactions in order to manage potential adverse impacts on the Company’s financial performance.
a. capital risK
The Company seeks to maintain an adequate debt to total equity ratio considering the risks involved in the industry and the markets where it operates. The period/year end ratio of debt to total equity (where “debt” comprises all financial borrowings and “equity” is the sum of financial borrowings and shareholders’ equity) is 0.06 as of December 31, 2010, and June 30, 2010. The Company does not have to comply with regulatory capital adequancy requirements.
b. foreign eXchange risK
TEI&C’s business activities are conducted in the respective functional currencies of the subsidiaries. However, the Company transacts in currencies other than the respective functional currencies of the subsidiaries. There are significant monetary balances held by the Company at each period/year-end that are denominated in US dollars. It is worth stating that the US dollar is not the functional currency in some subsidiaries.
75 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
The following tables show a breakdown of the TEI&C’s net monetary position in various currencies for the main functional currency in which the Company operates:
ars
BoB
caD
eur
gtQ
hnl
nio
svc
usD
vef
(237)
(2,040)
(10)
131
610
(115)
(82)
1,841
140,009
2,618
142,725
–
–
–
(371)
–
–
–
–
2,583
–
2,212
(237)
–
–
–
–
–
–
–
5,349
–
5,112
–
(2,040)
–
(207)
610
(115)
(82)
1,841
–
2,618
2,625
–
–
–
(196)
–
–
–
–
(893)
–
(1,089)
–
–
–
–
–
–
–
–
25,709
–
25,709
–
–
–
1,153
–
–
–
–
5,209
–
6,362
–
–
–
–
–
–
–
–
48
–
48
–
–
–
–
–
–
–
–
22,031
–
22,031
–
–
–
–
–
–
–
–
13,232
–
13,232
–
–
–
–
–
–
–
–
71,690
–
71,690
–
–
(10)
(248)
–
–
–
–
(4,949)
–
(5,207)
12.31.10
Net moNetary positioN asset / (LiabiLity)
funCTIonal CurrEnCy (In ThouSand uSd)
ToTal vef UyU Usd sar peN mXN eUr CHL Cad brLars
76 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
The Company estimates that the impact under IFRS on the net exposure at December 31, 2010 of a simultaneous 1% favorable or unfavorable movement in the main exchange rates would result in a maximum pre-tax gain or loss of approximately USD 1,427 thousands as compared with a maximum pre-tax gain or loss of approximately USD 1,494 thousands at June 30, 2010.
The Company’s net exposure to the currency other than the functional currency is managed on a case-by-case basis, partly by hedging certain expected cash flows with foreign exchange derivative contracts.
ref:ars: argentine peso mXn: mexican pesoBrl: Brazilian real nio: nicaraguan cordoba oroBoB: Bolivian peso pen: peruvian nuevo solcaD: canadian Dollar sar: saudi riyalchl: chilean peso svc: el salvador coloneur: euro uyu: uruguayan pesogtQ: guatemalan Quetzal vef: venezuelan Bolívar fuertehnl: honduran lempira
ars
BoB
caD
eur
gtQ
hnl
mXn
nio
svc
usD
vef
(183)
282
(10)
508
208
(41)
18,961
12
1,713
125,282
2,658
149,390
–
–
–
(371)
–
–
–
–
–
2,592
–
2,221
(183)
–
–
–
–
–
–
–
–
2,218
–
2,035
-
282
-
666
208
(41)
18,961
12
1,713
–
2,658
24,459
–
–
–
(978)
–
–
–
–
–
(1,102)
–
(2,080)
–
–
–
–
–
–
–
–
–
29,087
–
29,087
–
–
–
1,190
–
–
–
–
–
42,701
–
43,891
–
–
–
–
–
–
–
–
–
(1,689)
–
(1,689)
–
–
–
–
–
–
–
–
–
12,322
–
12,322
–
–
–
–
–
–
–
–
–
13,545
–
13,545
–
–
–
–
–
–
–
–
–
24,587
–
24,587
–
–
(10)
1
–
–
–
–
–
1,021
–
1,012
06.30.10
Net moNetary positioN asset / (LiabiLity)
funCTIonal CurrEnCy (In ThouSand uSd)
ToTal vef UyU Usd sar peN mXN eUr CHL Cad brLars
77 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
c. creDit risK
Most accounts receivable relate to clients operating in a range of industries and countries with contract which require ongoing payments as the development project progresses, upon the rendering of services or upon completion and delivering of the project. It is normal practice that the Company reserves the right to suspend the project if there is a remarkable breach of the contract term, in particular the non-payment of amounts owed.
At the date of these consolidated financial statements most credits past due 1-180 days have been collected. Receivables overdue for more than 180 days are in the process of approval for payment by the ENARGAS (Argentine Gas Regulatory Board).
In general the greatest risk for such assets is the risk of not collecting a trade account receivable. This is because, a) it may be a significant value in the development of works or in the provision of services; b) it is beyond the Company’s control. However, the risk of customers being unable to make a payment in such contracts is considered to be low, and typically relate to problems characterized as technical matters, i.e relating to the risk inherent in the service rendered, under the Company’s control.
The following table sets forth details of the age of trade receivables:
december 31, 2010
trade receivables
allowance for doubtful accounts (see note 8)
net value
June 30, 2010
trade receivables
allowance for doubtful accounts (see note 8)
net value
22,485
(11,706)
10,779
21,875
(10,886)
10,989
174,706
–
174,706
167,104
–
167,104
33,268
(28)
33,240
35,760
(37)
35,723
230,459
(11,734)
218,725
224,739
(10,923)
213,816
> 180 days 1 - 180 days
paST duEnoT duETradE rECEIvaBlES
78 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
d. liQuiDity risK
Management maintains sufficient cash and cash equivalents to finance normal operations and believes that TEI&C also has access to market for short-term working capital requirements.
TEI&C financing strategy is to maintain adequate financial resources and access to additional liquidity. During the six-month period ended December 31, 2010 TEI&C has counted on cash flows from operations as well as additional bank financing to fund its transactions.
TEI&C has a conservative approach to the management of its liquidity, which consists of cash and cash equivalents, comprising cash in banks, short-term money market funds and highly liquid short-term securities.
TEI&C holds its cash and cash equivalents primarily in USD. Liquid financial assets as a whole are 25% of total assets at December 31, 2010 (23% at June 30, 2010).
See note 14 for the maturity of borrowings and note 16 for the maturity of trade and other payables.
e. interest rate risK management
The Company’s financing strategy is to manage interest expense using a mixture of fixed-rate and variable-rate debt.
The following table summarizes the proportions of variable-rate and fixed-rate debt as of each period/year end.
fixed rate
variable rate
24,690
13,266
61%
39%
25,573
16,624
65%
35%
12.31.10 06.30.10
BorrowIngS pErCEnTagE pErCEnTagEBorrowIngS
As the Company has no significant interest-bearing assets, the Company’s income and operating cash flows are substantially independent from changes in market interest rates.
The Company estimated that, if interest rates would have been 100 basic points higher, with all other variables held constant, total profit for the six-month period ended December 31, 2010 would have been USD 166 thousands lower (USD 132 thousands lower at June 30, 2010).
f. fair value estimation
The carrying amount of financial assets and liabilities with maturities of less than one year approximates to their fair value.
See note 10 – “Determining fair values”.
79 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
noTE 4.
propErTy, planT and EQuIpmEnT (pp&E)
The item evolution is as follows (*):
The item consists in the following:
Beginning of the period (*)
additions
Disposals
Depreciation
translation differences
other movements
transferred to disposal group classified as held for sale
impairment loss
december 31, 2010
land and buildings
equipment and machinery
vehicles
other assets
Total december 31, 2010
52,964
13,543
(214)
(5,070)
(66)
(45)
(62)
(1,558)
59,492
(23,277)
(148,841)
(50,381)
(72,951)
(295,450)
48,138
8,938
(3,012)
(4,638)
712
45
(105)
(394)
49,684
86,474
296,865
100,065
132,443
615,847
150,297
12,128
(3,790)
(9,722)
2,832
–
(854)
(2,867)
148,024
58,324
5,165
–
(1,235)
943
–
–
–
63,197
309,723
39,774
(7,016)
(20,665)
4,421
–
(1,021)
(4,819)
320,397
63,197
148,024
49,684
59,492
320,397
non-CurrEnT
aCCumulaTEd dEprECIaTIon
orIgInal valuE
ToTal 12.31.10
nET valuE 12.31.10
(*) see note 2.a.
(1) it includes deferred costs of our subsidiary fepsa and miscellaneous assets.
oThEr aSSETS (1)
vEhIClESEQuIpmEnT and maChInEry
landS and BuIldIngS
80 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
The item evolution is as follows:
The item consists in the following:
Lease rentals amounting to USD 38,381 thousand (at June 30, 2010: USD 44,946 thousand) relating to the lease of machinery, construction equipment and vehicles, are included in the income statement.
Beginning of the year
additions
Disposals
annual depreciation
translation differences
other movements
revaluation surplus (2)
impairment loss
June 30, 2010
land and buildings
equipment and machinery
vehicles
other assets
Total June 30, 2010
53,109
11,090
(3,264)
(10,141)
(1,202)
1,494
2,446
(568)
52,964
(21,342)
(151,059)
(61,005)
(72,213)
(305,619)
36,186
8,593
(2,000)
(12,521)
(74)
(8,734)
27,205
(517)
48,138
79,666
301,356
109,143
125,177
615,342
115,275
25,569
(6,294)
(23,110)
(72)
2,028
41,517
(4,616)
150,297
49,806
5,689
–
(2,261)
(122)
5,212
–
–
58,324
254,376
50,941
(11,558)
(48,033)
(1,470)
–
71,168
(5,701)
309,723
58,324
150,297
48,138
52,964
309,723
non-CurrEnT
aCCumulaTEd dEprECIaTIon
orIgInal valuE
ToTal 06.30.10
nET valuE 06.30.10
(1) it includes deferred costs of our subsidiary fepsa and miscellaneous assets.(2) it includes gain on revaluation of pp&e usD 76,976 and decrease of revaluation of pp&e usD 5,808.
oThEr aSSETS (1)
vEhIClESEQuIpmEnT and maChInEry
landS and BuIldIngS
81 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
technical appraisal of pp&e
The technical appraisal was performed by external professionally qualified valuation specialists in relation to machinery, construction equipment and vehicles, based on periodic valuations of the assets in order not to differ materially from their fair value at the financial statements date.
Management believes that the resulting value approximates fair value. As per International Accounting Standard N° 16 “Property, plant and equipment” (“IAS 16”), when an item of property and equipment is revalued, the entire class of property and equipment to which that asset belongs should be revalued. Machinery, construction equipment and vehicles corresponding to the subsidiaries that did not make the abovementioned revaluation are not significant.
The “sales comparison” method was used to obtain the fair value of these assets for which there is a wide and transparent secondary market. This approach consists in obtaining information from recent sales or offers of assets bearing similar characteristics, age and condition. Correction factors that take into account the status of the market offer and demand prevailing as of the date of the appraisal, the relative age, probable residual useful life, state of conservation and asset obsolescence are applied to the sales price. The “cost less depreciation” method was used to obtain the fair value of assets with a restricted sales market.
Depreciation was computed based on generally used and accepted engineering criteria which led to establishing the reasonable value of PP&E. Such criteria take into account factors such as the age of each asset, probable
residual or expected life, state of conservation and degree of obsolescence. The market value was obtained by applying the depreciation ratio to the value of a new asset.
These subsidiaries intend to perform this appraisal with the frequency required by IAS 16 in order to keep fair values of appraised assets updated.
The net decrease in value of machinery, construction equipment and vehicles resulting from the technical appraisal performed on December 31, 2010 amounted to USD 4,819 thousand and was attributed USD 2,389 thousand to comprehensive income and accumulated in equity under “Reserve for PP&E revaluation surplus” (corresponding to decrease in previously revaluated assets) and USD 2,430 thousand to the Consolidated Income Statement as an impairment loss in “Other operating results”.
The increase in value of machinery, construction equipment and vehicles resulting from the technical appraisal performed on June 30, 2010 amounted to USD 76,976 thousand and has been recorded net of tax effects USD 20,981 thousand in other comprehensive income and accumulated in equity under the heading of “Reserve for PP&E revaluation surplus”. The decrease in the carrying amount of asset as a result of revaluation (amounting to USD 5,701 thousand) has been recorded in the Consolidated Income Statement in “Other income and expenses, net”, during the fiscal year ended June 30, 2010. The decrease of prior revaluation increases of the same asset were charged to other comprehensive income and accumulated in equity under “Reserve for PP&E revaluation surplus” amounted to USD 5,808 thousand and has been recorded net of tax effects USD 841 thousand.
82 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
If machinery, equipment and vehicles had been valued at historical cost, the values would have been the following:
historical cost
accumulated depreciation
residual value
236,371
(153,995)
82,376
240,858
(156,628)
84,230
12.31.10 06.30.10
The “Reserve for PP&E revaluation surplus” is reversed, net of tax effects, through (i) the retirement of the equipment appraised or (ii) depreciation charges. The difference between depreciation of appraised assets and depreciation of the historical values of such assets is charged against accumulated results.
The straight-line method has been used to calculate depreciation, by applying annual ratios sufficient to terminate the value of each item as to the end of their estimated useful life.
83 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
Beginning of the period (*)
additions
amortization
translation differences
december 31, 2010
566
–
(34)
2
534
2,096
1,480
(426)
142
3,292
2,662
1,480
(460)
144
3,826
goodwIll CoInfEr
SySTEmS dEvElopmEnT
12.31.10
(*) see note 2.a.
noTE 5.
InTangIBlE aSSETS
The item evolution is as follows (*):
The item consists in the following:
systems development
goodwill – coinfer
Total december 31, 2010
(11,596)
(1,315)
(12,911)
14,888
1,849
16,737
3,292
534
3,826
aCCumulaTEd amorTIzaTIon
orIgInal valuE
nET valuE 12.31.10
84 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
Beginning of the year
additions
amortization
translation differences
June 30, 2010
640
–
(52)
(22)
566
1,839
915
(760)
102
2,096
2,479
915
(812)
80
2,662
goodwIll CoInfEr
SySTEmS dEvElopmEnT
06.30.10
The item evolution is as follows:
The item consists in the following:
systems development
goodwill – coinfer
Total June 30, 2010
(11,174)
(1,304)
(12,478)
13,270
1,870
15,140
2,096
566
2,662
aCCumulaTEd amorTIzaTIon
orIgInal valuE
nET valuE 06.30.10
85 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
non-Current
norpower s.a. de c.v.
fluor techint s.r.l. construcción y servicios ltda.
other
Total Investment in associated companies
Beginning of the period/year (*)
translation differences
result from investments
sale and disposal of investments
investment adquisition and contributions
amount recorded in liabilities at the beginning of the period/year
End of the period/year (*)
40%
50%
–
40%
50%
–
886
297
206
1,389
91
1,336
197
1,624
355
208
2,724
(254)
1,027
(2,671)
1,389
1,389
(211)
446
–
–
–
1,624
% of owNersHip
% of ownErShIp
book vaLUe
Book valuE
noTE 6.
InvESTmEnTS In aSSoCIaTEd CompanIES
12.31.10
12.31.10
06.30.10
06.30.10
(*) see note 2.a.
86 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
The result from investments has arisen from the Company’s participation in the results of the following companies:
(*) see note 2.a.
fluor techint s.r.l. construcción y servicios ltda.
norpower s.a. de c.v.
others
2,329
705
(310)
2,724
974
(128)
(400)
446
12.31.106 months (*)
06.30.1012 months (*)
The following amounts represent the assets, liabilities, revenues and results of the most important associated companies:
december 31, 2010
norpower s.a. de c.v.
fluor techint s.r.l. construcción y servicios ltda.
June 30, 2010
norpower s.a. de c.v.
fluor techint s.r.l. construcción y servicios ltda.
9,411
59,272
5,584
36,241
19,547
9,217
7,184
9,291
19,775
11,889
9,400
9,886
(321)
1,948
1,763
4,659
rEvEnuES (*)lIaBIlITIESaSSETS rESulTS (*)
(*) see note 2.a.
87 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
non-Current
other investment fund
la nacion’s trust fund
other
Total non-Current other investments
Current
low liquidity funds in correspondent accounts
temporary placements
Total Current other investments
non-Current
Beginning of the period/year (*)
translation differences
result from other investments
increase of other investments
reclasification
Decrease of other investments
End of the period/year (*)
Current
Beginning of the period/year (*)
translation differences
reclassification
increase of other investments
Decrease of other investments
End of the period/year (*)
6,597
140
37
6,774
990
20
1,010
6,076
(205)
205
1,091
(33)
(360)
6,774
158
(5)
33
990
(166)
1,010
7,328
136
36
7,500
602
20
622
6,774
–
122
604
–
–
7,500
1,010
(11)
–
–
(377)
622
12.31.10
12.31.10
06.30.10
06.30.10
noTE 7.
oThEr InvESTmEnTS
(*) see note 2.a.
88 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
non-Current
other trade receivables – net
receivables for sales of investments
invoice holdback
trade receivables – net
trade receivables from related parties (see note 24)
other receivables from related parties (see note 24)
other
Total non-Current Trade and other receivables
Current
trade receivables – net
trade receivables from related parties (see note 24)
invoice holdback
other trade receivables – net
other receivables from related parties (see note 24)
other receivables
advanced to suppliers and subcontractors
prepayments
Total Current Trade and other receivables
12,393
3,755
5,491
–
59
9,494
2,256
33,448
213,816
28,477
11,862
565
2,090
26,841
32,239
3,569
319,459
12,958
2,508
–
2,399
71
8,826
2,284
29,046
216,326
36,160
12,576
595
4,891
24,366
33,210
4,861
332,985
12.31.10 06.30.10
noTE 8.
TradE and oThEr rECEIvaBlES
89 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
non-Current
Beginning of the period/year
translation differences
reversal
additions
End of the period/year
Current
Beginning of the period/year
translation
reversal
additions
used
End of the period/year
–
(15)
–
870
855
10,955
425
(529)
73
(1)
10,923
855
(9)
(45)
–
801
10,923
622
(9)
198
–
11,734
12.31.10 06.30.10
At December 31, 2010 and June 30, 2010 the evolution of the allowance for doubtful accounts that was deducted from Trade receivables is (*):
(*) see note 2.a.
90 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
(*) see note 2.a.
materials and spare parts
others
valuation allowance
Total Inventories
Beginning of the period/year
translation differences
reversal
additions
used
End of the period/year
41,786
160
(6,098)
35,848
2,996
118
(24)
4,478
(1,470)
6,098
37,560
–
(7,092)
30,468
6,098
147
(341)
5,080
(3,892)
7,092
12.31.10
12.31.10
06.30.10
06.30.10
noTE 9.
InvEnTorIES
The item consists in the following:
At December 31, 2010 and June 30, 2010 the evolution of the valuation allowance that was deducted from Inventories is (*):
91 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
assets as per balance sheet
trade and other receivables (1)
other investments
cash and cash equivalents
Total
liabilities as per balance sheet
Borrowings
financial lease liabilities
trade and other payables (1)
other liabilities
Total
–
36
–
36
40,691
1,506
147,959
118,511
308,667
357,170
602
–
357,772
–
7,484
320,215
327,699
357,170
8,122
320,215
685,507
40,691
1,506
147,959
118,511
308,667
avaIlaBlE- for-SalE
oThEr fInanCIal lIaBIlITIES aT
amorTIzEd CoST
ToTal
ToTal
loanS and rECEIvaBlES
aSSETS aT faIr valuE Through
ThE profIT and loSS
12.31.10
(1) excluding prepayments.
(1) excluding social security contributions.
noTE 10.
fInanCIal InSTrumEnTS By CaTEgory
92 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
assets as per balance sheet
trade and other receivables (1)
other investments
cash and cash equivalents
Total
liabilities as per balance sheet
Borrowings
financial lease liabilities
trade and other payables (1)
other liabilities
Total
–
37
–
37
35,340
2,616
155,830
139,261
333,047
349,338
990
–
350,328
–
6,757
283,567
290,324
349,338
7,784
283,567
640,689
35,340
2,616
155,830
139,261
333,047
avaIlaBlE- for-SalE
oThEr fInanCIal lIaBIlITIES aT
amorTIzEd CoST
ToTal
ToTal
loanS and rECEIvaBlES
aSSETS aT faIr valuE Through
ThE profIT and loSS
06.30.10
(1) excluding prepayments.
(1) excluding social security contributions.
93 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
Determining fair values
The table below analyzes financial instruments carried at fair value, by valuation method.
The different methods have been defined as follows:
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 table presents the assets that are measured at fair value:
assets at december 31, 2010
cash and cash equivalents
other investments
Total
assets at June 30, 2010
cash and cash equivalents
other investments
Total
–
136
136
–
140
140
–
–
–
–
–
–
320,215
7,348
327,563
283,567
6,617
290,184
320,215
7,484
327,699
283,567
6,757
290,324
lEvEl 3lEvEl 2lEvEl 1 ToTal
94 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
noTE 11.
aSSETS and lIaBIlITIES ClaSSIfIEd aS hEld for SalE
assets
The item consists in the following:
liaBilities
The item consists in the following:
assets of disposal group classified as held for sale
property, plant and equipment
construction contracts work in progress
trade and other receivables
cash and cash equivalents
Discontinued operations
other investment
Total held – for – sale assets
liabilities of disposal group classified as held for sale
trade and other payables
customer advances
Total held – for – sale liabilities
–
–
–
–
45
22
67
–
–
–
1,021
1,127
7,192
6,891
45
22
16,298
4,546
2,446
6,992
12.31.10
12.31.10
06.30.10
06.30.10notes
notes
31
31
23
95 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
noTE 12.
CaSh and CaSh EQuIvalEnTS
cash at bank and on hand
short-term bank deposits
Total Cash and cash equivalents
cash and cash equivalents
Bank overdrafts
cash and cash equivalents classified to held for sale (1)
Total Cash and cash equivalents
56,033
227,534
283,567
283,567
(1,141)
–
282,426
57,949
262,266
320,215
320,215
(144)
6,891
326,962
12.31.10
12.31.10
06.30.10
06.30.10
Cash, cash equivalents and bank overdrafts include the following for the purposes of the consolidated statement of cash flows:
(1) see note 11.
96 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
noTE 13.
SharE CapITal
The composition of the Company’s capital is as follows:
at June 30, 2010 (1)
at december 31, 2010 (1)
5,181,537
5,181,537
5,181,537
5,181,537
ordInary SharES
numBEr of SharES
(1) including a provisional certificate by uyu 581.537 thousands, to be replaced by bearer shares after the auditoria interna de la nación (ain) authorization.
in thousanDs of shares
The ordinary shares have a value of UYU 1 per share and one vote per five shares. All issued shares are fully paid.
At June 30, 2008 the authorized capital stock amounted to UYU 4,600,000 thousand.
On June 26, 2008, the Special Shareholders’ Meeting decided to increase the authorized capital to UYU 5,500,000 thousand and accepted an Irrevocable Contribution of USD 30,000 thousand (equivalent to UYU 586,830 thousand) from Techint Investments NV, the parent company of Techint Limited.
The Special Shareholders’ Meeting of September 30, 2008 ratified the decisions taken at the previous Special Shareholders’ Meetings and decided to change from nominative shares to bearer shares and capitalize all the pending irrevocable contributions (USD 72,317 thousand).
The new authorized capital, the capitalization and the change in the type of shares are under process of authorization in the AIN.
97 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
noTE 14.
BorrowIngS
non-Current
coinfer
coinfer
tearg
tearg
tenco
techi
sidernet s.a.
sidernet mexicana s.a. de c.v.
teBra
Total non-Current Borrowings
Banco supervielle s.a.
Banco itaú BBa s.a.
standard Bank argentina s.a.
Banco itaú s.a. (new york)
caterpillar leasing chile s.a.
Banco itaú chile s.a.
cgm leasing argentina s.a.
santander s.a.
pnc Bank n.a.
39
365
13
10,928
6,445
848
10
–
–
18,648
–
ars
–
usD
usD
clp
–
mXn
usD
–
17.40%
–
liBor 6m + 2%
6.00%
4.70%
–
9.00%
liBor + 2%
–
177
–
10,444
5,664
893
–
3,682
1,402
22,262
(*)
(*)
(*)
Company lEndEr
amounTInTErEST raTECurrEnCyamounT
12.31.10 06.30.10
(*) variable rate.
(*)
(*)
(*)
98 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
Current
coinfer
coinfer
coinfer
tearg
tearg
tearg
tearg
tearg
tearg
tearg
teBra
teBra
tmr
sidernet s.a.
sidernet s.a.
prestaciones globales
siderúrgicas s.a.i.f.
prestaciones globales
siderúrgicas s.a.i.f.
tenco
tenco
techi
techint s.a.c.
techint s.a.c.
teuru
teuru
sidernet mexicana s.a. de c.v.
temeX
temeX
other
Total Current Borrowings
Banco supervielle s.a.
Banco supervielle s.a.
Banco itaú BBa s.a.
BBva Banco francés s.a.
Banco itaú s.a. (new york)
Banco itaú s.a. (new york)
standard Bank argentina s.a.
Banco galicia s.a. (new york)
hsBc Bank argentina s.a.
santa maría s.a.i.y f.
Banco itaú s.a.
pnc Bank n.a.
BBva Banco francés s.a.
standard Bank argentina s.a.
cgm leasing argentina s.a.
santa maría s.a.i.y f.
agrupación fdo. copartic. financ. ace
Banco itaú BBa s.a.
caterpillar leasing chile s.a.
Banco itaú chile s.a.
hsBc Bank perú s.a.
Banco internacional del perú s.a.
– interbank
hsBc Bank (uruguay) s.a.
crédit uruguay Banco s.a.
Banco nacional de méxico s.a.
Banco nacional de méxico s.a.
santander s.a.
13
–
–
32
1,166
440
27
–
220
2,176
–
–
251
411
211
39
29
273
1,531
136
220
71
600
284
42
5,018
5,015
1,103
19,308
ars
ars
ars
–
usD
–
ars
usD
usD
–
Brl
usD
–
ars
usD
–
–
usD
usD
chl
–
usD
–
–
mXn
usD
–
–
17.40%
20.00%
17.40%
–
liBor 6m + 2%
–
14.00%
2.50%
8.75%
–
12.96%
liBor + 2%
–
14.00%
12.80%
–
–
liBor 6m + 2.5%
6.00%
4.70%
–
7.00%
–
–
liBor 6m + 2.65%
2.95%
–
–
31
11
119
–
1,111
–
26
4,940
61
–
3,002
410
–
153
97
–
–
141
1,574
218
–
15
–
–
2,789
5,017
–
220
19,935
(*)
(*)
(*)
(*)
(*)
(*)
(*)
(*)
(*)
(*)
(*)
Company lEndEr
amounTInTErEST raTECurrEnCyamounT
12.31.10 06.30.10
(*) variable rate. note: ars: argentine peso, mXn: mexican peso, Brl: Brazilian real, chl: chilean peso
99 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
financial leases
other borrowings
Total Borrowings
Interest to be accrued
financial leases
other borrowings
Total Borrowings
Interest to be accrued
251
3,340
3,591
125
207
2,866
3,073
165
175
5,465
5,640
70
217
2,548
2,765
49
–
6,091
6,091
–
37
6,684
6,721
–
228
3,162
3,390
375
414
2,565
2,979
388
613
19,322
19,935
708
1,341
17,967
19,308
713
–
–
–
–
–
–
–
–
239
3,311
3,550
253
400
2,710
3,110
276
wIThouT duE daTE
wIThouT duE daTE
1 yEar or lESS
1 yEar or lESS
1 - 2 yEarS
1 - 2 yEarS
2 - 3 yEarS
2 - 3 yEarS
3 - 4 yEarS
3 - 4 yEarS
4 - 5 yEarS
4 - 5 yEarS
ovEr 5 yEarS
ovEr 5 yEarS
The maturity of borrowings is as follows:
The fair value of borrowings equals their carrying amount, as the impact of discounting is not significant.
12.31.10
06.30.10
100 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
noTE 15.
dEfErrEd InComE TaxES
As further explained in note 2.s., TEI&C and most of the Company’s subsidiaries are subject to income taxes. At December 31, 2010 and June 30, 2010 the Company discloses under the caption “deferred income tax assets” the net balance recognized by those subsidiaries that
recorded a net deferred income tax asset, while the net balance recognized by those subsidiaries that recorded a net deferred income tax liability has been disclosed under “deferred income tax liabilities” in the consolidated statement of financial position.
The main subsidiaries generating deferred income tax balances are detailed below:
deferred income tax assets
teBra
temeX’s subsidiaries
tenco’s subsidiaries
other
deferred income tax liabilities
tearg
tenco’s subsidiaries
temeX‘s subsidiaries
fepsa
other
51,615
10,405
215
597
62,832
(6,629)
(6,985)
(3,834)
(10,040)
(2,324)
(29,812)
36,639
11,176
–
414
48,229
(14,959)
(7,160)
(7,494)
(9,867)
(3,504)
(42,984)
12.31.10 06.30.10
101 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
At December 31, 2010 and June 30, 2010 the deferred tax balance is originated by the following items:
deferred income tax assets
tax-loss carry-forwards
provisions
Deferred costs/construction contracts
advances from clients
Different criterion used to assess the tax gain/(loss) of the Jv techint cía.técnica internacional
s.a.c.i. - impregilo s.p.a. (suc.argentina) - iglys s.a.
other
Subtotal
deferred income tax liabilities
committed investment fepsa
pp&e
exchange differences
Deferred income/construction contracts
pp&e revaluation
inventories
other
Subtotal
net deferred income tax assets
61,669
31,721
1,891
951
1,075
892
98,199
12,379
1,146
–
17,697
28,030
2,579
3,348
65,179
33,020
54,914
37,997
2,705
1,308
353
1,065
98,342
11,970
1,436
349
41,493
31,741
2,731
3,377
93,097
5,245
notes 12.31.10 06.30.10
4
102 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
The evolution of net deferred income tax asset / (liability) during the six-month period/year is as follows (*):
Beginning of the period/year
translation differences
pp&e revaluation (net)
income statement credit / (charge)
End of the period/year
5,245
1,157
–
26,618
33,020
34,525
6,945
(20,140)
(16,085)
5,245
4
notes 12.31.10 06.30.10
The amounts shown in the consolidated statement of financial position include the following:
Deferred tax assets to be recovered within 12 months
Deferred tax assets to be recovered after more than 12 months
Deferred tax liabilities to be recovered within 12 months
Deferred tax liabilities to be recovered after more than 12 months
net deferred income tax assets
10,697
87,502
(13,491)
(51,688)
33,020
21,069
77,273
(26,344)
(66,753)
5,245
12.31.10 06.30.10
(*) see note 2.a.
103 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
The evolution of deferred income tax assets and liabilities during the six-month period is as follows (*):
Beginning of the period
translation differences
income statement charge / (credit)
End of the period
Beginning of the period
translation differences
income statement charge / (credit)
End of the period
1,418
(57)
606
1,967
5,162
28
(696)
4,494
98,342
1,727
(1,870)
98,199
93,097
570
(28,488)
65,179
2,705
247
(1,061)
1,891
31,741
68
(3,779)
28,030
37,997
877
(7,153)
31,721
41,493
613
(24,409)
17,697
54,914
660
6,095
61,669
11,970
(139)
548
12,379
1,308
–
(357)
951
2,731
–
(152)
2,579
Tax-loSS Carry-
forwardS
CommITTEd InvESTmEnT
fEpSa
dEfErrEd Tax aSSETS
dEfErrEd Tax lIaBIlITIES
provISIonS
dEfErrEd InComE/ConSTruCTIon
ConTraCTS
dEfErrEd CoSTS/ConSTruCTIon
ConTraCTS
pp&E rEvaluaTIon
advanCES from
ClIEnTS
InvEnTorIES
oThErS
oThErS
ToTal
ToTal
(*) see note 2.a.
104 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
The evolution of deferred income tax assets and liabilities during the previous year is as follows (*):
Beginning of the year
translation differences
income statement charge / (credit)
End of the year
Beginning of the year
translation differences
pp&e revaluation
income statement charge / (credit)
End of the year
2,605
512
(1,699)
1,418
4,432
419
–
311
5,162
94,299
4,264
(221)
98,342
59,774
(2,681)
20,140
15,864
93,097
5,199
386
(2,880)
2,705
17,414
(928)
20,140
(4,885)
31,741
40,284
170
(2,457)
37,997
23,874
(1,761)
–
19,380
41,493
44,908
3,191
6,815
54,914
11,760
(411)
–
621
11,970
1,303
5
–
1,308
2,294
–
–
437
2,731
Tax-loSS Carry-
forwardS
CommITTEd InvESTmEnT
fEpSa
dEfErrEd Tax aSSETS
dEfErrEd Tax lIaBIlITIES
provISIonS
dEfErrEd InComE/ConSTruCTIon
ConTraCTS
dEfErrEd CoSTS ConSTruCTIon
ConTraCTS
pp&E rEvaluaTIon
advanCES from
ClIEnTS
InvEnTorIES
oThErS
oThEr
ToTal
ToTal
(*) see note 2.a.
105 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
The tax loss carry-forwards mature as detailed below:
2011
2012
2013
2014
2015
2016
2017
2018
2019
2020
Without maturity
2
37
81
120
4,269
3,009
21,203
35,356
22,880
10,856
141,536
239,349
2
38
82
1,302
3,129
89
20,463
33,272
21,716
32,203
108,049
220,345
yEar 12.31.10 06.30.10
The recoverable value of deferred tax assets depends on the existence of future income subject to income tax, sufficient to be used before their legal prescription. In this regard, Management estimates that TEI&C’s subsidiaries will generate sufficient taxable income in future periods so as to offset the net balance of deferred income tax assets recorded at December 31, 2010.
106 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
noTE 16.
TradE and oThEr payaBlES
non-Current
trade payables
social security contributions
Total non-Current Trade and other payables
Current
trade payables
social security contributions
amounts due to related parties
other payables
Total Current Trade and other payables
20
25,258
25,278
145,910
85,181
237
1,792
233,120
467
21,849
22,316
149,444
91,508
4,120
1,799
246,871
24
notes 12.31.10 06.30.10
trade and other payables
Total Trade and other payables
trade and other payables
Total Trade and other payables
–
–
959
959
6,918
6,918
4,054
4,054
–
–
7,065
7,065
233,120
233,120
246,871
246,871
14,191
14,191
8,110
8,110
4,169
4,169
2,128
2,128
wIThouT duE daTE
wIThouT duE daTE
1 yEar or lESS
1 yEar or lESS
1 - 2 yEarS
1 - 2 yEarS
2 - 3 yEarS
2 - 3 yEarS
3 - 4 yEarS
3 - 4 yEarS
ovEr 4 yEarS
ovEr 4 yEarS
The maturity of trade and other payables is as follows:
12.31.10
06.30.10
107 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
noTE 17.
oThEr lIaBIlITIES
non-Current
provisions
advances received on construction contracts
amounts due to related parties
other liabilities
Total non-Current other liabilities
Current
provisions
advances received on construction contracts
advances received on construction contracts from related parties
amounts due to related parties
other liabilities and provisions
Total Current other liabilities
23,748
1,634
696
15,378
41,456
14,948
48,699
117
668
12,623
77,055
26,332
–
748
9,392
36,472
14,607
81,677
115
1,000
5,390
102,789
18
24
18
24
24
notes 12.31.10 06.30.10
108 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
noTE 18.
provISIonS
The evolution of provisions during the six-months period/ year is as follows (*):
Beginning of the period
translation differences
reversal
additions
used
End of the period
Beginning of the period
translation differences
reversal
additions (a)
used
End of the period
9,257
637
(2,716)
81
(6)
7,253
3,733
(12)
(179)
19
–
3,561
1,281
927
(1,197)
516
(561)
966
3,586
–
–
10
–
3,596
6,533
330
(1,516)
1,348
(342)
6,353
1,046
12
(671)
223
–
610
9,261
101
(532)
1,520
(1,174)
9,176
6,242
–
–
1,000
(61)
7,181
26,332
1,995
(5,961)
3,465
(2,083)
23,748
14,607
–
(850)
1,252
(61)
14,948
12.31.10
laBor TaxES oThEr ToTalCIvIlS
non-Current
Current
(*) see note 2.a.
(a) the saudi techint ltd.’s minority shareholder filed a complaint against tenco before the 15th commercial tribunal of the Board of grievances of saudi arabia seeking relief for damages and claim; therefore, the company, in the previous fiscal year created an allowance for usD 6 million. in the current six-month period the company increased it in usD 1 million (see note 31).
109 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
Beginning of the year
translation differences
reversal
additions
used
End of the year
Beginning of the year
translation differences
reversal
additions (a)
used
End of the year
7,970
468
(555)
1,181
193
9,257
4,459
(16)
(1,500)
790
–
3,733
5,061
394
(5,118)
1,270
(326)
1,281
3,586
–
–
–
–
3,586
6,975
138
(2,408)
3,647
(1,819)
6,533
1,625
14
–
960
(1,553)
1,046
11,107
5
(2,000)
2,290
(2,141)
9,261
630
–
–
6,137
(525)
6,242
31,113
1,005
(10,081)
8,388
(4,093)
26,332
10,300
(2)
(1,500)
7,887
(2,078)
14,607
06.30.10
laBor TaxES oThEr ToTalCIvIlS
non-Current
Current
(a) the saudi techint ltd.’s minority shareholder filed a complaint against tenco before the 15th commercial tribunal of the Board of grievances of saudi arabia seeking relief for damages and claim; therefore, the company, in the previous fiscal year created an allowance for usD 6 million. in the current six-month period the company increased it in usD 1 million (see note 31).
110 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
(*) see note 2.a.
noTE 19.
EmployEE BEnEfITS
non-funDeD DefineD Benefits anD other long-term Benefits
The amounts recognized in the consolidated statement financial position are determined as follows:
The amounts recognized in the consolidated income statement are as follows (*):
present value of unfunded obligations
costs for services rendered in the past not recorded
unrecognized actuarial losses
liability in the consolidated statement financial position
current service cost
interest cost
net actuarial (gains) losses recognized in the six-month period/year
amortization of costs for services rendered in the past not recorded
Total included in labor costs
32,389
(1,089)
(9,127)
22,173
1,368
2,450
1,385
332
5,535
27,033
(1,251)
(7,907)
17,875
2,201
2,833
879
515
6,428
12.31.10 06.30.10
12.31.106 months
06.30.1012 months
111 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
The amounts and movements in the liabilities recognized in the consolidated statement financial position are determined as follows (*):
At December 31, 2010 and June 30, 2010, the main actuarial premises used for calculation of such plans contemplate a discount rate of 7% and of 6% (real) and a salary increase rate of 2% and 3%, respectively. The actuarial premises used in TEMEX for calculation of such plans contemplate a discount rate of 7.50%(real) during the six-month period ended December 31, 2010 and 8.58%(real) during the year ended June 30, 2010 and a salary increase rate of 5.61% and 6.08% respectively.
Beginning of the period/year
translation differences
transfers and new participants of the plan
total expense
services rendered in the past not recorded
contributions paid
End of the period/year
17,875
(96)
(47)
5,535
(264)
(830)
22,173
13,005
(387)
(315)
6,428
773
(1,629)
17,875
12.31.10 06.30.10
contriBution plans
During the six-month period ended December 31, 2010 TEBRA contributed USD 748 thousand to the defined contribution plans (Year ended June 30, 2010 USD 1,229 thousand).
(*) see note 2.a.
112 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
noTE 20.
parTICIpaTIon In JoInT vEnTurES
The Company’s subsidiaries were part of different JVs which also perform engineering, procurement and
construction activities. The Company’s participation in those JVs was recorded through proportional consolidation of assets, liabilities and results. The following balances represent the JVs assets and liabilities at December 31, 2010 and June 30, 2010:
techint cía. técnica internacional s.a.c.i. - panedile
argentina s.a. - unión transitoria de empresas - complejos
“los caracoles” and “punta negra” (1)
techint cía. técnica internacional s.a.c.i. - impregilo s.p.a
(sucursal argentina)- iglys s.a. - unión transitoria de
empresas - complejo penitenciario ezeiza (1)
techint cía. técnica internacional s.a.c.i. - luis m.
pagliara s.a. - unión transitoria de empresas - c. re. ma.
malla 332 (1)
techint cía. técnica internacional s.a.c.i. - B. roggio e hijos
s.a. - unión transitoria de empresas – subte línea a (1)
techint cía. técnica internacional s.a.c.e i. - fluor inc. -
unión transitoria de empresas - proyecto: pascua lama (1)
techint cía. técnica internacional s.a.c.e i. - fluor inc. -
unión transitoria de empresas - proyecto: expansión
veladero (1)
consórcio techint confab umsa - lot i tanks refinaria do
nordeste, abreu e lima (rnest) (2)
26,071
17,248
1,162
588
1,998
2,677
136,741
75.00%
65.00%
60.00%
50.00%
50.00%
50.00%
41.00%
38,150
1,571
19
78
9,121
453
68,449
37,339
16,067
728
181
9,341
2,634
2,459
26,820
1,580
236
88
2,250
518
82,551
75.00%
65.00%
60.00%
50.00%
50.00%
50.00%
41.00%
12.31.10
ToTal Jv’S lIaBIlITIES
ToTal Jv’S aSSETS
% of ownErShIp
ToTal Jv’S lIaBIlITIES
% of ownErShIp
ToTal Jv’S aSSETS
maIn JoInT vEnTurES
06.30.10
113 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
7,266
196
54,574
16,946
13,448
17,097
13,003
–
70
26,774
3,093
10,968
174
46,734
10,518
10,425
2,142
11,105
1,452
1,679
3,631
8,485
50.00%
50.00%
50.00%
50.00%
50.00%
50.00%
60.00%
50.00%
50.00%
50.00%
50.00%
12.31.10
ToTal Jv’S lIaBIlITIES
ToTal Jv’S aSSETS
% of ownErShIp
ToTal Jv’S lIaBIlITIES
% of ownErShIp
ToTal Jv’S aSSETS
maIn JoInT vEnTurES (ConT’d.)
(1) controlling interest through tearg.(2) controlling interest through teBra.(3) controlling interest through tenco.(4) controlling interest through temeX.
06.30.10
consorcio andrade gutierrez - techint (ag-tech) Diesel unit
of landulpho alves - mataripe refinery (rlam) (2)
consorcio odebrecht-techint (oDetech)-gasduc iii (2)
tamburí comércio de máquinas e serviços de engenharia
ltda. (tamburí) (2)
consorcio andrade gutierrez - techint (te - ag) (2)
aBB lummus techint trinidad Joint venture - gasoline
optimization program upgrade - petroleum company of
trinidad and tobago limited - construction management
services (1)
aBB lummus techint Bahamas Joint venture - gasoline
optimization program upgrade - petroleum company of
trinidad and tobago limited - engineering, procurement
and management services (3)
chiquintirca Joint venture - chiquintirca gas compression
plant (3)
techint / somerville - Waupisoo project (4)
techint / somerville - corridor project (4)
techint / somerville - clipper project (4)
techint / Black & veatch - lng costa azul project (4)
7,868
–
27,702
7,594
11,825
16,759
5,629
–
44
11,456
5,416
125,798
–
12,462
84,598
9,834
2,032
3,794
2
–
60
6,830
50.00%
50.00%
50.00%
50.00%
50.00%
50.00%
60.00%
50.00%
50.00%
50.00%
50.00%
114 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
The following balances represent the JVs results at December 31, 2010 and June 30, 2010:
techint cía. técnica internacional s.a.c.i. - panedile
argentina s.a. - unión transitoria de empresas - complejos
“los caracoles” and “punta negra” (1)
techint cía. técnica internacional s.a.c.i. - impregilo s.p.a
(sucursal argentina)- iglys s.a. - unión transitoria de
empresas - complejo penitenciario ezeiza (1)
techint cía. técnica internacional s.a.c.i. - luis m.
pagliara s.a. - unión transitoria de empresas - c. re. ma.
malla 332 (1)
techint cía. técnica internacional s.a.c.i. - B. roggio e hijos
s.a. - unión transitoria de empresas – subte línea a (1)
techint cía. técnica internacional s.a.c.e i. - fluor inc. -
unión transitoria de empresas - proyecto: pascua lama (1)
techint cía. técnica internacional s.a.c.e i. - fluor inc. -
unión transitoria de empresas - proyecto: expansión
veladero (1)
consórcio techint confab umsa - lot i tanks refinaria do
nordeste, abreu e lima (rnest) (2)
75.00%
65.00%
60.00%
50.00%
50.00%
50.00%
41.00%
(70)
(1,000)
(204)
(13)
606
46
44,176
11,258
(2,200)
(117)
(572)
1,229
2,625
17,146
75.00%
65.00%
60.00%
50.00%
50.00%
50.00%
41.00%
12.31.106 months (*)
Jv’S rESulTS
% of ownErShIp
Jv’S rESulTS
% of ownErShIp
maIn JoInT vEnTurES
06.30.1012 months (*)
115 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
The following balances represent the JVs results at December 31, 2010 and June 30, 2010:
consorcio andrade gutierrez - techint (ag-tech) Diesel unit
of landulpho alves - mataripe refinery (rlam) (2)
consorcio odebrecht-techint (oDetech)-gasduc iii (2)
tamburí comércio de máquinas e serviços de engenharia
ltda. (tamburí) (2)
consorcio andrade gutierrez - techint (te - ag) (2)
aBB lummus techint trinidad Joint venture - gasoline
optimization program upgrade - petroleum company of
trinidad and tobago limited - construction management
services (1)
aBB lummus techint Bahamas Joint venture - gasoline
optimization program upgrade - petroleum company of
trinidad and tobago limited - engineering, procurement
and management services (3)
chiquintirca Joint venture - chiquintirca gas compression
plant (3)
techint / somerville - Waupisoo project (4)
techint / somerville - corridor project (4)
techint / somerville - clipper project (4)
techint / Black & veatch - lng costa azul project (4)
50.00%
50.00%
50.00%
50.00%
50.00%
50.00%
60.00%
50.00%
50.00%
50.00%
50.00%
30,070
(50,014)
(278)
15,878
(1,044)
(673)
1,360
–
–
710
(284)
10,542
78,316
2,352
4,806
(1,805)
(486)
4,905
180
1,595
114,489
(2,017)
50.00%
50.00%
50.00%
50.00%
50.00%
50.00%
60.00%
50.00%
50.00%
50.00%
50.00%
12.31.106 months (*)
Jv’S rESulTS
% of ownErShIp
Jv’S rESulTS
% of ownErShIp
maIn JoInT vEnTurES (ConT’d.)
06.30.1012 months (*)
(1) controlling interest through tearg.(2) controlling interest through teBra.(3) controlling interest through tenco.(4) controlling interest through temeX.
(*) see note 2.a.
116 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
noTE 21.
ConTIngEnCIES and CommITmEnTS
a. guarantees anD BonDs granteD
TEI&C and its subsidiaries have entered into a series of guarantee contracts with third parties through which they undertake the unconditional and irrevocable obligation to guarantee the prompt and complete payment and
performance of certain liabilities incurred by related parties. In addition, certain of the Company’s subsidiaries issued a number of guarantees to provide for the obligations assumed in the normal course of business.
As of December 31, 2010 and June 30, 2010, TEI&C issued the following guarantees on behalf of other companies, as follows:
granted in favor of:
sidor c.a.
Barrick explotaciones arg. s.a.
caterpillar financial services corporation
siderca s.a.i.c.
tecgas n.v.
tecpetrol internacional s.a.
tecpetrol internacional s.l.
aBB lummus global overseas corporation
aBB lummus global inc.
Jgc arabia limited
Jgc corporation
minera panama s.a.
anglo american sur s.a.
Total
10.9
23.0
–
0.8
2.9
5.7
1.2
7.0
9.5
18.4
30.1
36.0
121.9
267.4
10.9
23.0
0.3
0.8
–
–
–
7.0
9.5
18.4
30.1
–
116.2
216.2
in millon of usD 12.31.10 06.30.10
117 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
b. WorKs eXecuteD unDer a trust, construction,
anD leasing agreement
TEARG, as a member of the JV Techint Compañía Técnica Internacional S.A.C.I. - Impregilo S.p.A. (Sucursal Argentina) - Iglys S.A., has signed a contract with the Argentine Government for the construction of a penitentiary institution, under the turnkey system, located in Ezeiza, province of Buenos Aires, payable in 60 quarterly installments as canon, nominated in USD.
The JV accepted the pesification of canons at a ARS 1-USD 1 rate and the application of the Reference Stabilization Index (RSI) until the effective date of payment, according to the Agreements executed by the JV with the Ministry of Justice and Human Rights, dated November 19, 2003 and September 9, 2004. The canons collected plus RSI after the Agreement dated September 9, 2004, were Nº 17, 18, 19, 20, 21 and 22. On the other hand, before execution of such Agreement, canon N° 8 was also collected plus RSI in January 2003.
That notwithstanding, the JV received from such Ministry payments for several canons not applying the RSI, which have been taken by the JV as partial payments of the total amount due and payable arising from the Agreement dated September 9, 2004.
Thus, from January 2006 to the date of issue of these financial statements, the JV received as partial payment a total amount of USD 42,453(1) thousand corresponding to canons 10 to 16 and 23 to 45 at a ARS 1-USD 1 rate, not applying the RSI. Taking into account this situation, the JV Management made a new estimate of the date of probable collection of the RSI past due and to become due.
The proportional participation of TEARG in the total balance receivable of the JV with the Argentine Government as of
November 30, 2010 amounts to USD 54,469(1) thousand (at May 31, 2010: USD 56,630(1) thousand).
The amount of such credit recorded in these consolidated financial statements, which arises from discounting the amounts mentioned above from their current value on November 30, 2010, is equal to USD 27,142(1) thousand, capital USD 9,150(1) thousand and RSI USD 17,992(1) thousand, (at May 31, 2010: USD 28,285(1) thousand, capital USD 10,087(1) thousand and RSI USD 18,198(1) thousand) of which the amount of USD 11,540(1) thousand is past due at December 31, 2010 (at June 30, 2010: USD 10,857(1) thousand).
All these financial credits correspond to the canons receivable from the Argentine Government, due and to become due, which were recorded as per the Agreement executed on September 9, 2004 with the Undersecretariat of Coordination and Innovation under the National Ministry of Justice and Human Rights, in Pesos at a rate of ARS 1-USD 1 and adjusted with RSI up to December 31, 2008. As from such date, credits were no longer adjusted with RSI as a result of the filing of the Arbitration Claim before the International Court of Arbitration of the International Chamber of Commerce stated in the following paragraph.
Taking into account the Ministry of Justice’s delay as to a resolution and payment of the overdue debt, Santander Río Trust S.A., in its capacity as Trustee and Grantor of the Leasing, on July 4, 2008, following the JV’s express instructions, submitted a note demanding payment of amounts due. Upon failure to answer by the Ministry of Justice, on November 28, 2008, an Arbitration Claim was filed before the International Court of Arbitration of the International Chamber of Commerce, for the purpose of appointing an arbitration tribunal consisting of three arbitrators and to hold the respondent, the Argentine Government, liable for payment of the amounts claimed
(1) outstanding collecting amounts are nominated in argentine peso. the figures shown in usD belong to the amounts in argentine pesos which were translated at the year end exchange rate. (December 31, 2010: usD 1 – ars 3,976 and June 30, 2010: usD 1 – ars 3,931)
118 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
plus any interest that may be accrued and the new terms of the debt to expire during the arbitration process. The arbitration claim was notified to the Argentine Government in May 2009, the Arbitral Tribunal was constituted and the Mission Statement was issued on December 7, 2010. In the opinion of the JV’s Management and of its legal advisors, it is estimated that, by application of the legal rules and regulations regarding pesification (application of RSI to due canons) which should be applicable to this contractual structure, the JV has a solid legal position to collect its credits within the scope of the abovementioned legal rules and regulations.
In May 2009, the JV was informed of the passing of Executive Order N° 541/09, which empowers UNIREN to renegotiate the Construction, Trust and Leasing Agreement executed in 1998 in relation to Penitentiary Complex I (Ezeiza). The JV has not consented to the provisions of such executive order by virtue of the defects thereof. On June 18, 2009, a letter was submitted through Santander Río Trust S.A., in its capacity as Trustee and Grantor of the Leasing, following the JV’s express instructions, to the above-stated respect claiming the unlawful nature of such executive order. That notwithstanding, and making it clear that this entails no waiver whatsoever of its rights, including the right to enforce its rights and defenses in the ongoing arbitration proceeding, on September 8, 2010, the JV executed a Memorandum of Understanding with UNIREN since it believes that under the terms of such MOU (i) the acknowledgement made in the Agreement executed with the Ministry of Justice on September 9, 2004 is ratified, (ii) UNIREN acknowledges the debt upon failure to apply the RSI and (iii) the JV states its position that as to all the claims and its intention of suspending the arbitration upon actual payment by the State of all amounts due.
As of the date of issue of these financial statements, while the arbitration proceeding continues, the claimants
and respondent continue holding conversations in order to assess the possibility of an eventual solution of the conflict.
c. other contingencies anD uncertainties
The Company has tax and civil lawsuits for which the legal advisors do not expect a probable unfavorable outcome and, therefore, no provision was set up. The amounts of these contingencies amount as of December 31, 2010 to USD 14,109 thousand for tax contingencies and USD 2,847 thousand for civil contingencies (At June 30, 2010: USD 9,611 thousand for tax contingencies and USD 4,198 thousand for civil contingencies).
noTE 22.
rESTrICTEd aSSETS
tenco anD suBsiDiaries
At December 31, 2010 and June 30, 2010, the net carrying amounts of the PP&E held under finance lease amount to USD 1,798 thousand and USD 5,992 thousand, respectively. At December 31, 2010 and June 30, 2010, liabilities for finance leases amount to USD 1,126 thousand and USD 1,275 thousand, respectively.
tearg
At December 31, 2010, there are PP&E with a residual book value of USD 1,026 thousand (at June 30, 2010: USD 1,107 thousand) which are pledged as guarantee for liabilities under leasing agreements for USD 87 thousand (at June 30, 2010: USD 279 thousand and USD 13 thousand, current and non-current, respectively), included in the account “Borrowings”.
coincar s.a.
Under the Credit Facility Agreement entered into by Coincar S.A. with Banco Río de la Plata S.A. and Banco de Galicia y Buenos Aires S.A., Coincar S.A. agrees not to sell
119 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
nor cause to be sold, assign in ownership and/or use and/or usufruct, mortgage, pledge, loan and/or loan for use, levy in any manner whatsoever, lease and/or enter into a leasing, grant a security and/or personal interest with respect to, not to transfer and/or in any manner dispose of, either in a transaction or a series of transactions, all or a substantial portion of any of its assets, goods and/or rights and/or of its assets, goods and/or rights to be acquired in the future, nor to distribute dividends, pay fees to the company’s directors or consultants, without the prior consent of the majority of the banks that granted the Credit Facility Agreement.
coinfer
Licensed assets:In conformity with the regulations established in the bid specifications and the License Agreement, the subsidiary FEPSA received from Ferrocarriles Argentinos assets of its own to be used in the operation (included in “Property, plant and equipment” non-current). They primarily comprise infrastructure (main and secondary railway network), real property (warehouses and buildings), transportation material (locomotives and coaches), fixed facilities and other. Upon expiration of the license, the assets will be returned to Ferrocarriles Argentinos, at no additional cost, in their normal condition of maintenance, except for the wear and tear over time and the normal use.
teBra
At December 31, 2010, the Company had USD 2,581 thousand (at June 30, 2010: USD 4,007 thousand) in assets granted as guarantee for different proceedings. temeX
At December 31, 2010 and June 30, 2010, TEMEX and its subsidiaries had obtained resources from financial entities amounting to USD 21,220 thousand and USD 45,639 thousand respectively, which shall be settled by the cession
of the rights collection of the projects at the time of getting partial or total acceptance of the construction works.
siDernet s.a.
At December 31, 2010, there are PP&E with a residual book value of USD 911 thousand (at June 30, 2010: USD 1,205 thousand) which are pledged as guarantee for liabilities under leasing agreements for USD 250 thousand (at June 30, 2010: USD 622 thousand and USD 10 thousand, current and non-current, respectively), included in the account “Borrowings” (current and non-current, respectively).
noTE 23.
dISConTInuEd opEraTIonS
In April 2008, the Government of the Bolivarian Republic of Venezuela made public its decision to nationalize SIDOR C.A., Sidernet de Venezuela C.A. (“Sidernet”) and Servicios Siderúrgicos Sersisa, S.A. (“Sersisa”)’s only client. On April 29, 2008, the National Assembly of Venezuela agreed to declare SIDOR C.A.’s shares of public use and social interest. On April 30, 2008, the President of Venezuela sent to the Supreme Court of Justice an Executive Order with the rank, value and force of an Organic Law (Ley Orgánica de Ordenación) to regulate the companies involved in iron & steel activities in the Region of Guayana, for such Court to render an opinion on the constitutional standing of the Executive Order’s organic nature. On May 9, 2008, the Supreme Court of Justice declared the constitutionality of the organic nature and ordered the transformation of SIDOR C.A, its affiliates and subsidiaries into state-owned companies, and declared the activities performed by SIDOR C.A., its affiliates and subsidiaries, as well as the works, tasks and services required to perform such activities, of public use and social interest.
120 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
Based on the foregoing, on June 12, 2008, the Sidernet’s management sent a notification to SIDOR C.A.’s new board stating its intention to transfer the services rendered by the Company to SIDOR C.A. through the sale of all its pieces of equipment, fixtures and fittings and other investments made, as well as to transfer its entire and detailed payroll, except for expatriated personnel, together with the stock of spare parts, tools and consumables in the inventory, and the services paid in advance as of the date the service is transferred.
On September 26, 2008, SIDOR was notified of the company’s intention to early terminate the contract, which early termination took place on April 7, 2009. On such date, SIDOR and Sidernet executed the Agreement for Early Termination of “The Contract”, Final Receipt of services and delivery of equipment and spare parts, whereby both parties stated that the business relationship existing between them by virtue of such Contract was terminated, and therefore, all the obligations to do (affirmative
covenants) assumed by the companies deriving from the execution of “The Contract” became extinguished, except as otherwise provided for in such document.
The acknowledgment of completion for the Contract of Heavy Cleaning and Raw Material Handling Services was executed in November 2010; therefore, the commercial relationship between Sidernet and SIDOR was terminated. This acknowledgment of completion set forth the time schedule for invoicing and collection of the debt deriving from such document.
Based on the facts and circumstances described above the Company ceased consolidating Sidernet and Sersisa’s results of operations as from July 1, 2007 and classified a group of assets and liabilities as held-for-sale.
The results of operations generated by Sidernet and Sersisa as held-for-sale were presented as discontinued operations in these financial statements.
analysis of the result of discontinued operations:
cost of sales
gross loss
general and administrative expenses
other operating results
operating (loss) / profit
financial results, net
results before income tax
income tax
results from discontinued operations
(43)
(43)
(172)
6
(209)
605
396
–
396
(494)
(494)
(1,173)
13,969
12,302
(2,135)
10,167
(4,931)
5,236
notes 12.31.106 months (*)
06.30.1012 months (*)
(*) see note 2.a.
26
26
28
27
29
121 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
noTE 24.
rElaTEd parTy TranSaCTIonS
The group is controlled by Techint Limited, which owns 88.67% of the company’s shares. The ultimate parent of the group is San Faustin S.A.
perioD/year-enD Balances With relateD parties others than
the parent company.
non-Current assets
trade receivables from related parties
other receivables from related parties
Current assets
trade receivables
fluor techint s.r.l. construcción y servicios limitada – chile
norpower s.a. de c.v.
Trade receivables from associated parties
trade receivables from related parties
other receivables from related parties
non-Current liabilities
other liabilities due to related parties
Current liabilities
advances received on construction contracts from related parties
other liabilities due to related parties
trade and other payables due to related parties
Borrowings from related parties
71
8,826
1,139
3,246
4,385
31,775
4,891
696
117
668
237
–
59
9,494
711
1,699
2,410
26,067
2,090
748
115
1,000
4,120
2,244
8
8
8
8
8
17
17
17
16
14
12.31.10notes 06.30.10
122 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
transactions With associateD parties
transactions With relateD parties others than
the parent company
sales of goods and services
fluor techint s.r.l. construcción y servicios limitada - chile
sales of goods and services
purchases of goods and services
3,970
125,950
255
3,363
191,206
6,773
(*) see note 2.a.
12.31.106 months (*)
06.30.1012 months (*)
12.31.10(6 months) (*)
06.30.1012 months (*)
The aggregate compensation of the directors and executive officers earned during the six-month period ended December 31, 2010 and the annual year ended June 30, 2010 amounts to USD 11,289 thousand and USD 12,105 thousand respectively.
123 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
noTE 25.
SuBSIdIarIES
B.v. de nieuwe Weg
Bvt lng costa azul, s. de r.l. de c.v.
caminos del oeste s.a.
carbonser, s.a. de c.v.
carbontec, s.a. de c.v.
cimimontubi s.a.
coincar s.a.
compañía interamericana de trabajos civiles comintrac s.a.
compañía inversora ferroviaria s.a.i.f.
constructora mexicana electromecánica y de instrumentación, s.a. de c.v.
cotecol compañía técnica de construcciones s.a.
elina 406, s.a. de c.v.
elina de occidente, s.a. de c.v.
elina lt, s.a. de c.v.
elina sureste, s.a. de c.v.
elinatech, s.a. de c.v.
energía tamaulipas s.a. de c.v.
ferroexpreso pampeano s.a.c.
fidelis management s.a.
flinwok s.a.
mexcarbón, s.a. de c.v.
nitroelina, s.a. de c.v.
norgas s.a.
preglosid s.l.u.
prestaciones globales siderúrgicas s.a.i.f.
saudi techint ltd.
servicios siderúrgicos sersisa, s.a.
servicios y prestaciones techint funchal - serviços, comércio e gestão de projectos lda.
sici - servicios de ingeniería y construcciones industriales s.a. de c.v.
sidernet s.a.
sidernet de venezuela c.a.
sidernet mexicana s.a. de c.v
socominter sociedade comercial internacional ltda.
tanks technologies, s.a. de c.v.
100.00%
50.00%
(1)
50.00%
50.00%
100.00%
65.00%
100.00%
77.14%
100.00%
99.86%
51.00%
100.00%
50.00%
53.00%
(3)
100.00%
(4)
100.00%
100.00%
50.00%
70.00%
50.00%
100.00%
100.00%
60.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
51.00%
holland
mexico
argentina
mexico
mexico
venezuela
argentina
ecuador
argentina
mexico
colombia
mexico
mexico
mexico
mexico
mexico
mexico
argentina
panama
uruguay
mexico
mexico
argentina
spain
argentina
saudi arabia
venezuela
portugal
mexico
argentina
venezuela
mexico
Brazil
mexico
100.00%
50.00%
(1)
50.00%
50.00%
100.00%
65.00%
100.00%
77.14%
100.00%
99.86%
51.00%
(3)
50.00%
(3)
-
100.00%
(4)
100.00%
100.00%
50.00%
70.00%
50.00%
100.00%
100.00%
60.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
51.00%
12.31.10 (*)
% of owNersHip6.30.10 (*)
% of owNersHipCounTryCompany
(2)
(2)
(2)
(6)
124 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
12.31.10 (*)
% of owNersHip6.30.10 (*)
% of owNersHipCounTry
(*) Direct and indirect participating interests are included. (1) at December 31, 2010 and June 30, 2010 the company decided to include its proportional shareholders’ equity in the liabilities since the subsidiary has a negative shareholders’ equity. (2) temeX has the power to govern the financial and operating policies of the entity.(3) During the six-month period or previous fiscal year, these companies were wound-up.(4) controlling interest through compañía inversora ferroviaria s.a.i.f. (5) see note 1. (6) see note 31.
techint chile s.a.
techint compañía técnica internacional s.a.c.i.
techint compañía técnica internacional s.a.c.i.
techint compañía técnica internacional s.a.
techint construction limited
techint e&c, s.a. de c.v.
techint engenharia e construção s.a.
techint e&c, inc.
techint international construction corp. (tenco)
techint ingeniería y construccion Bolivia s.a.
techint ingeniería y construcciones, s.l.u.
techint inversiones s.a.i.f.
techint nigeria limited
techint s.a.c.
techint, s.a.
techint, s.a. de c.v.
techint, s.a. de c.v.
techint, s.a.
techint, s.a.
techint servicios, s.a. de c.v.
tecnomatter instalaciones y construcciones s.a.i.f.
tecnomatter s.a. de c.v.
tecnopower s.a de c.v.
terminales portuarias del pacífico, s.a.p.i. de c.v.
tgt de méxico, s.a. de c.v.
100.00%
100.00%
100.00%
100.00%
–
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
(3)
66.66%
(5)
(5)
chile
argentina
uruguay
venezuela
canada
el salvador
Brazil
canada
Bahamas
Bolivia
spain
argentina
nigeria
peru
guatemala
honduras
mexico
nicaragua
panama
mexico
argentina
mexico
mexico
mexico
mexico
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
–
100.00%
–
–
Company
(5)
125 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
(*) see note 2.a.
noTE 26.
CoST of SalES and ExpEnSES By naTurE
labor costs
taxes, rates and contributions
fees and technical advice
sub-contract for services
purchases of material and supplies
pp&e depreciation
intangible assets amortization
Work structure expenses
office structure expenses
participation in Jv balances
unallocated costs
Subtotal
Discontinued operations (see note 23)
Total december 31, 2010
Total June 30, 2010
589,634
29,010
51,748
219,034
247,311
48,033
812
27,065
58,892
53,481
37,880
1,362,900
(1,667)
–
1,361,233
3,386
680
543
2,381
3
–
–
14
1,400
–
892
9,299
–
9,299
9,944
313,973
6,525
10,867
107,068
138,414
18,659
108
14,476
14,397
21,340
16,384
662,211
(43)
662,168
1,225,766
41,326
3,734
9,832
5,839
985
2,006
352
1,270
5,693
–
5,931
76,968
(172)
76,796
125,523
358,685
10,939
21,242
115,288
139,402
20,665
460
15,760
21,490
21,340
23,207
748,478
(215)
748,263
–
SEllIng ExpEnSES
CoST of SalES
gEnEral and admInISTraTIvE ExpEnSES
12.31.106 months (*)
06.30.1012 months (*)
126 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
(*) see note 2.a.
noTE 27.
fInanCIal rESulTS
Income
interests and indexation
Derivate financial instruments
Discount at current value credits techint cía. técnica int. s.a.c.i.- impregilo s.p.a. (suc. argentina) - iglys s.a. - u.t.e.
holding results
other
Discontinued operations (see note 23)
Costs
interests and indexation
net foreign exchange transaction
Derivate financial instruments
holding results
comissions
other
Discontinued operations (see note 23)
3,166
–
702
713
(52)
4,529
(759)
3,770
(2,487)
(2,053)
–
–
(902)
(83)
(5,525)
154
(5,371)
10,723
586
1,600
2,870
26
15,805
(6,687)
9,118
(7,344)
(6,832)
(304)
(101)
(3,648)
(1,166)
(19,395)
8,822
(10,573)
12.31.106 months (*)
06.30.1012 months (*)
127 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
(*) see note 2.a.
(*) see note 2.a.
noTE 28.
oThEr opEraTIng rESulTS
noTE 29.
InComE Tax ExpEnSE
gain from the sale of pp&e
impairment loss
net result for provisions for legal claims and contingencies
other
Discontinued operations (see note 23)
current income tax
Deferred income tax (see note 15)
Discontinued operations (see note 23)
4,727
(2,430)
(249)
(290)
1,758
(6)
1,752
(15,805)
26,618
10,813
–
10,813
13,399
(5,701)
601
744
9,043
(13,969)
(4,926)
(45,388)
(16,085)
(61,473)
4,931
(56,542)
12.31.106 months (*)
12.31.106 months (*)
06.30.1012 months (*)
06.30.1012 months (*)
128 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
(*) see note 2.a.
The net difference between the tax calculated at the rate in effect in each country and the total charge for the period/year is generated by the following (*):
Tax calculated at the applicable rate on the result for the period/year
effect of restatement in constant currency
result due to participating interests in subsidiaries and related companies
Dividends earned
provisions for deferred tax assets
recognition of deferred tax assets
tax benefit arising from the reversal of impairment of net operating losses recognized in prior years
pp&e
tax-deductible interest on own capital
non-deductible expenses
other, net
Income Tax
(9,327)
926
(349)
332
(1,116)
14,512
–
1,057
1,200
640
2,938
10,813
(60,066)
1,153
4,180
544
(7,765)
–
2,514
(1,410)
5,582
(2,944)
(3,261)
(61,473)
12.31.10 06.30.10
129 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
noTE 30.
maIn ConTraCTS In progrESS
argentina
punta negra hydroelectric station
engineering services, supplies and mechanical assembly at
the ancillary Building of the reactor in atucha ii - stage i
engineering services, supplies and mechanical assembly at
the ancillary Building of the reactor in atucha ii - stage ii
gas oil hydrotreatment at la plata industrial complex
(htg at cilp)
loops tgn - stage ii
escobar cardales lng gas pipeline
Bolivia
third processing train of the sábalo gas treatment plant
margarita project
peru
south loops - early Works
camisea pipeline maintenance - stage i
camisea pipeline maintenance - stage ii
Chile
construction of sea Water Drive pipeline- minera esperanza
minera escondida limitada service of equipment and
installation maintenance
replacement of mineral pipeline and reclaimed Water
system and construction of stations and singular points for
the reclaimed Water system mina los Bronces
Saudi arabia
manifa - tanajib Water pipeline
uruguay
environmental and sewage Works of maldonado and punta
del este
road 18
new maldonado sewage system
ciudad de la costa Drainage system
387
113
110
79
20
18
88
80
63
152
126
144
58
180
48
15
9
37
20
8%
98%
31%
6%
34%
10%
69%
–
44%
–
–
100%
47%
56%
–
76%
88%
34%
1%
3%
95%
–
–
–
–
3%
–
–
–
–
67%
35%
11%
–
18%
10%
20%
0%
368
114
111
–
–
–
87
–
63
152
–
133
51
156
48
15
8
37
20
(1)
12.31.10
phySICal progrESS
phySICal progrESS
ToTal ConTraCT amounT (uSd mIllIon)
ToTal ConTraCT amounT (uSd mIllIon)
CounTry / work
06.30.10
130 TEI&C S.a.
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
12.31.10
phySICal progrESS
phySICal progrESS
ToTal ConTraCT amounT (uSd mIllIon)
ToTal ConTraCT amounT (uSd mIllIon)
CounTry / work
06.30.10
Brazil
gasoline unit of president Bernardes de cubatão refinery
(rpBc)
Diesel unit of landulpho alves - mataripe refinery (rlam)
oil and Water storage
tanks refinaria do nordeste, abreu e lima (rnest)
retarded coke unit - complexo petroquímico do
rio de Janeiro (comperJ)
mexico
slt 1125 Distribution overhead transmission line - stage ii
slt 1119 transmission and transformation of the southeast
Central america & The Caribbean
gasoline optimization program upgrade project for
petroleum company of trinidad and tobago
siepac substations
siepac i
siepac ii
96%
71%
52%
5%
98%
100%
99%
77%
81%
77%
400
875
292
1,180
46
92
330
43
141
55
92%
49%
30%
1%
67%
90%
94%
72%
74%
64%
380
782
200
1,058
46
91
318
43
139
57
(2)
(3)
(2)
(4)
(2)
ref:(1) the company’s participation is 75%.(2) the company’s participation is 50%.(3) the company’s participation is 60%.(4) the company’s participation is 43%.
131 consoliDateD financial statements siX-month perioD enDeD DecemBer 31, 2010 anD year enDeD June 30, 2010
noTES To ThE ConSolIdaTEd fInanCIal STaTEmEnTS (ConT’d.)
all amounts are shoWn in usD thousanDs, unless otherWise stateD.
noTE 31.
SuBSEQuEnT EvEnTS
On February 15, 2011, the subsidiary TENCO executed the sale and purchase agreement with a related company. All the quotas of Saudi Techint Limited (60%) were transferred to such company; the selling price was USD 5.5 million.
On February 16, 2011, TENCO and the minority shareholder of the company in Saudi Techint Ltd. executed a settlement agreement whereby TENCO agrees to pay the sum of USD 7 million, thus settling the disputes for the complaint for damages and claim filed by such minority shareholder before the 15th Commercial Tribunal of the Board of Grievances of Saudi Arabia. Additionally, TENCO shall recapitalize Saudi Techint Ltd. with a total of USD 9.3 million to cover all the accumulated losses as at December 31, 2010 and to increase the share capital with no dilution of minority shareholder’s participation in Saudi Techint Ltd. (resulting a change in non-controlling interest amounted to USD 3.7 million).
The Company´s Board of Directors, at a meeting held on February 15, 2011, decided to distribute a dividend in cash for USD 65 million, which shall be ratified by the Shareholder´s Meeting to be held to consider the results of the irregular period ended December 31, 2010.
On March 14, 2011, the Company acquired 27,279,110 quotas of Tecpetrol do Brasil Ltda., representing 100% of such company’s capital stock.
On April 4, 2011, the Superior Court of Justice rendered a decision in the proceedings filed by the subsidiary TEBRA against Unión Federal. Such decision upheld the claim for damages deriving from the unilateral termination of the contract executed in the 90´s for the construction of a Center for Children Integral Care subject to coordination by the Ministry of Education. The amount of the claim to be received by the company shall be determined by professionals qualified for such purposes.