Ternium S.A. Form 6-K Summary
Business Context and Reporting Period
This Form 6-K reports the resolutions adopted at the Annual General Meeting of Shareholders of Ternium S.A. held on May 4, 2016. The meeting addressed the approval of consolidated financial statements for the years ended December 31, 2015, 2014, and 2013, as well as the annual accounts as of December 31, 2015.
Key Financial Metrics and Dividends
- Dividend Declaration: A dividend of USD 0.09 per share (USD 0.90 per ADR) was approved, payable on May 13, 2016.
- Total Dividend Payout: The aggregate amount to be distributed is USD 176,676,909.84, net of Treasury Shares.
- Source of Funds: The dividend is to be paid from the Company's retained earnings reserve.
- Net Income/Loss: The filing confirms a loss for the year ended December 31, 2015, which was resolved to be absorbed by the retained earnings account.
- Other Metrics: The filing text does not provide specific values for revenue, operating profit, cash flow, margins, debt, or liquidity ratios.
Material Changes and Governance Resolutions
- Board Composition: The Board of Directors was maintained at eight members. All current directors were re-appointed for a term ending at the next annual meeting regarding 2016 accounts.
- Executive Leadership: Mr. Daniel Agustin Novegil was appointed as Chief Executive Officer (Administrateur Délégué) with authority to manage day-to-day business and represent the Company with a sole signature.
- Auditor Appointment: PricewaterhouseCoopers was appointed as the independent auditor for the fiscal year ending December 31, 2016.
- Discharge of Directors: Shareholders discharged all Board members from liability regarding the management of the Company's affairs during 2015.
Compensation and Fees
- Director Compensation (2016): USD 85,000 per director. The Chairman receives an additional USD 295,000. Audit Committee members receive an additional USD 55,000, with the Committee Chairman receiving an extra USD 10,000.
- Auditor Fees (2016): Fees were approved in eight currencies with maximum caps, including USD 62,400, EUR 566,494, and MXN 12,860,675, among others.
Investor Verification Checklist
- Verify the exact number of outstanding shares to confirm the total dividend payout calculation.
- Review the full 20-F annual report to analyze the specific causes and magnitude of the 2015 net loss.
- Confirm the record date for the dividend payment as determined by the Board of Directors.
- Monitor the allocation of the approved multi-currency auditor fee budget throughout the 2016 fiscal year.