Ternium S.A. Form 6-K Summary
Business Context and Reporting Period
This Form 6-K, filed on May 5, 2011, serves as a notice of the Annual General Meeting of Shareholders and an Extraordinary General Meeting of Shareholders scheduled for June 1, 2011, in Luxembourg. The filing includes the Company's 2010 Annual Report, which covers the fiscal year ended December 31, 2010. Ternium S.A. is a leading steel producer in Latin America, manufacturing flat and long steel products with operations in Mexico, Argentina, Colombia, the southern United States, and Guatemala.
Key Financial Metrics (Year Ended December 31, 2010)
| Metric | 2010 (USD) | 2009 (USD) |
|---|---|---|
| Net Sales | $7,382.0 million | $4,959.0 million |
| Operating Income | $1,053.9 million | $296.4 million |
| EBITDA | $1,437.2 million | $708.5 million |
| Profit for the Year | $779.5 million | $767.1 million |
| Profit Attributable to Equity Holders | $622.1 million | $717.4 million |
| Free Cash Flow | $456.7 million | $953.2 million |
| Total Financial Debt | $1,939.7 million | $2,326.7 million |
| Net Cash Position | ($688.2 million) | $184.1 million (Net Debt) |
| Basic EPS (USD) | $0.31 | $0.36 |
Note: Negative Net Cash Position indicates a net cash surplus.
Material Changes vs. Prior Period
- Revenue Growth: Net sales increased 49% year-over-year to $7.4 billion, driven by a 27% increase in shipments (8.1 million tons) and an 18% increase in revenue per ton due to higher steel prices.
- Profitability: Operating income surged 256% to $1.1 billion, and EBITDA more than doubled to $1.4 billion. However, profit attributable to equity holders declined 13% to $622.1 million, primarily due to the absence of discontinued operations income from the Sidor nationalization in 2009.
- Liquidity: The Company improved its financial position from net debt of $184.1 million in 2009 to a net cash position of $688.2 million in 2010.
- Acquisitions: In August 2010, Ternium acquired a 54% interest in Ferrasa S.A.S. (Colombia) and Ferrasa Panamá S.A. for approximately $75 million, expanding its presence in the Colombian market.
Guidance, Outlook, and Corporate Actions
- Dividend Proposal: The Board proposes a dividend of USD 0.075 per share (USD 0.75 per ADS), payable on June 9, 2011. The total distribution is approximately $150.4 million.
- Operational Outlook: Management expects the NAFTA region to accelerate growth in 2011, driven by industrial activity in Mexico. South American economies are also expected to continue growing. Apparent steel use in the region is projected to increase by approximately 6.6%.
- Capital Expenditures: Significant investments are underway, including a new cold-rolling mill and hot-dip galvanizing plant in Mexico (joint venture with Nippon Steel) expected to commence production in 2013, with a total investment of approximately $1.05 billion.
- Corporate Governance Changes: The Extraordinary General Meeting will vote to amend the Articles of Association to adapt to the abolishment of Luxembourg's 1929 holding company regime and to change the date of the Annual General Meeting to the first Wednesday of May.
- Subsequent Event: In February 2011, Ternium repurchased 41.7 million shares from Usiminas for $150 million, increasing the free float to 24%.
Key Facts for Investor Verification
- Dividend Approval: Verify the shareholder vote on the proposed $0.75 per ADS dividend at the June 1, 2011 meeting.
- Tax Regime Change: Confirm the impact of the transition from the Luxembourg 1929 holding company regime to an ordinary public limited liability company on future tax liabilities and dividend withholding.
- Sidor Receivable: Monitor the collection status of the remaining receivable from the Venezuelan government (CVG) regarding the Sidor nationalization, which was rescheduled in December 2010.
- Regulatory Risks in Argentina: Review ongoing legal challenges regarding the voting rights cap for ANSeS (Argentina's social security agency) in Siderar, which could impact dividend distributions and governance.
- Capital Project Execution: Track the progress and cost management of the new $1.05 billion facility in Mexico scheduled for 2013 completion.