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BOARD OF DIRECTORS’ REPORTAND SPECIAL CONSOLIDATED
FINANCIAL STATEMENTS
TECHINT E&C S.A.
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Techint E&C S.A. (TECHINT E&C), is a new holding company of a group of subsidiaries
which provide Engineering, Procurement, Construction, Operation and Management
services for very large and important projects globally in the segments of oil & gas, energy,
industrial plants, oil refineries and petrochemical plants, mining and infrastructure and
architecture civil works. TECHINT E&C, through its subsidiaries, conducts activities
mainly in the markets of America, Europe, Africa and the Middle East. Any references in
this Report to “TECHINT E&C” or “the Entity” or “the Company”, refer to Techint E&C S.A.
and its consolidated subsidiaries.
TECHINT E&C consolidates the provision of engineering, construction and management
services mainly of their subsidiaries in Argentina, Ecuador, Canada, Central America,
Netherlands and Mexico (see further information in Overview of the twelve-month period).
The Company develops highly complex ventures, from design to commissioning and
start-up, taking care of the environment and the welfare of the communities at the
locations where it operates.
TECHINT E&C develops the projects, taking into account the requirements of standards
ISO 9001, ISO 14001 and OHSAS 18001, and using methods which assure the achievement ofthe highest standards relating to quality, safety and health, as well as environmental protection.
TECHINT E&C has gained strength from the new synergies resulting from the integration
with the subsidiaries in the American Continent and Europe, and it offers more customized
services in different industrial sectors (such as oil & gas, energy, industrial plants, mining and
infrastructure) ensuring quality, reliability and expertise to our customers in diversified markets.
For the purpose of providing its customers with comprehensive solutions with a high addedvalue, the Company counts on highly qualified human resources, various skills in engineering
and construction, and the know-how to efficiently manage the projects developed by it.
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THE COMPANY
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REVENUE BY COUNTRY/AREA (*)
ARGENTINA
BRAZIL
MEXICO
PERU
CHILE
ECUADOR
EUROPE, MIDDLE EAST AND AFRICA
OTHERS
33%
16%
14%
14%
9%
7%
4%
3%
PERSONNEL
DEC 2013
20,750
KEY FIGURES
REVENUE
EBITDA
EBITDA %
PROFIT
PROFIT / REVENUE
TOTAL EQUITY
ROE(PROFIT / EQUITY)
2,316.1
172.2
7%
83.2
4%
843.1
9.9%
USD MILLIONSDEC 2013
DEC 31, 2013 (*)
(12 MONTHS)
(*) Europe, Middle East and Africa were
consolidated since November 2013.(*) Europe, Middle East and Africa were
consolidated since November 2013.
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2 0 1 3BOARD OF
DIRECTORS’ REPORT
SPECIAL CONSOLIDATEDFINANCIAL STATEMENTS
Structure of TECHINT E&C
Overview of the twelve-month period
Prospect for the Fiscal Year 2014
Economic and Financial Information
Major Works in Progress per Country / Area
TECHINT E&C in the world
Argentina
Chile
Uruguay
Brazil
Mexico
Central America and the Caribbean
Peru
Ecuador
Colombia
Panama
Europe and Commonwealth of Independent States (CIS)
Middle East Africa
Engineering
Procurement
TECHINT E&C Equipment Division
Health, Safety and Environment (HSE)
Quality
Technology and IT Systems
Human Resources
Board of Directors
Legal Information
Report of the Auditors
Special Consolidated Statement of Financial Position
Special Consolidated Income Statement
Special Consolidated Statement of Comprehensive Income
Special Consolidated Statement of Changes in Equity
Special Consolidated Statement of Cash Flows
Index to the Notes to the Special Consolidated Financial
Statements
09
10
13
16
21
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24
27
28
29
31
33
33
34
34
34
34
3637
38
40
40
40
41
42
43
45
51
52
54
56
57
58
60
63
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BOARD OFDIRECTORS’ REPORT
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Norte II Combined-Cycle Thermal Powerplant in Chihuahua, Mexico, with a constant generating capacity of 433MW.
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STRUCTURE OF TECHINT E&C
The Company was organized on July 4, 2012, originally
under the name PROSAT S.A. On August 26, 2013, a Special
Shareholders’ Meeting resolved to change the original
corporate name to Techint E&C Sociedad Anónima.
During this twelve-month period, ended December 31, 2013,
a corporate restructuring was implemented.
On March 14, 2013, the Company acquired all the outstanding
shares of TEI&C S.A. (TEIC), a company organized under
Uruguayan laws. By virtue of the a new business guidelines,
TEIC provided for a dividend in kind to be paid to TECHINT
E&C, through which payment it transferred all the interests of
the Spanish subsidiaries Techint Ingeniería y Construcciones
SL (TIC) and PREGLOSID SL. On July 24, 2013, the merger of
TIC with PREGLOSID SL was registered with the Business
Registry of Madrid, effective as from January 1, 2013.
During the second half of 2013, a process of management
integration started between the Company and the Italian
company Techint - Compagnia Tecnica Internazionale S.p.A.
(TEMIL) in the segments of engineering & construction, in
order to create synergies in the exploitation of the skills and
the markets under a global perspective, and the study of new
strategic planning.
The integration process was executed in several stageswhich led to the review of the corporate organization, the
optimization of internal processes and the adjustment of
procedures to ensure a greater effectiveness of TEMIL
activities. This organizational integration was implemented
for the purpose of grant the Company a high capacity of
exploiting the business synergies. The ability of offering,
on a global basis, its expertise in a particular range of
products and services in order to introduce itself as a single
and integrated point of reference for the client along the
entire chain of value of EPC projects. Thanks to the know-
how gained in these years by TEMIL, this company can
offer an even more comprehensive value proposal which
derives from being part of a global network and from the
combination of supplementary skills.
As a consequence of this strategic decision, on November 11,
2013 TECHINT E&C, through its dutch subsidiary TE&C
Invesments Netherlands B.V. (formerly known as B.V. de
Nieuwe Weg), acquired shares of TEMIL, a company that in
turn holds participating interests in other companies in Europe,
Africa, and the Middle East. As from such date, TECHINT E&C
consolidates the operations of TEMIL and its subsidiaries.
TEMIL is recognized especially for its skills in the field of
regasification plants of liquefied natural gas, due to the
important references to the energy and petrochemical sector,
but also due to the conceptual engineering and design skills
for civil infrastructure works.
After such process, the family tree for the Company(including the most important operative companies) at
December 31, 2013 is:
Techint Ingenieria y
Construcciones SL
(Spain)
TEI&C S.A.
(Uruguay)
TEI&C E&C S.A.
(Uruguay)
Techint Engenharia e
Construção S/A (Brazil)
Techint Chile S.A.
(Chile)
Techint SAC
(Peru)
Techint SA de CV
(Mexico)
Techint Cia. Tec Int
SACI (Argentina)
Techint SpA
(Italy)
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OVERVIEW OF THE TWELVE-MONTH PERIOD
TECHINT E&C recorded consolidated revenues for USD
2,316.1 million.
In Argentina, in the mining area, the Company through
the subsidiary Techint Compañía Técnica Internacional
S.A.C.I. (TEARG), continued with the procurement and
construction management activities in the Cerro Negro
Project for Oroplata S.A. (a subsidiary of Goldcorp Inc. of
Canada). During the period, the scope of the works was
extended, and it also included engineering, procurement
and construction management of a High Voltage line and the
respective Substation.
The client Barrick Exploraciones Argentinas S.A., an affiliate
of Barrick Gold Corp. of Canada, announced the suspension
of the Pascua Lama project during the implementation of
Phase III, not mentioning anything about new deadlines for
completion.
In the energy sector, the Company continued with the works
for the construction of the Punta Negra dam for Energía
Provincial Sociedad del Estado (EPSE).
Regarding the infrastructure works segment, as regards the
Expansion of Subway Line H, for Subterráneos de Buenos
Aires Sociedad del Estado (SBASE), throughout this period,
it was possible to achieve the completion of the excavationof the Tunnel of tranche C2 and the commencement of final
structural concrete works. In turn, works were also started
for the first stage of the Parque Patricios workshop.
As to iron & steel projects, works have been intensified
through TEARG and Sidernet S.A. in projects both at the
Campana plant for Siderca S.A.I.C., and at the San Nicolás
plant for Siderar S.A.I.C.
Regarding engineering services, the Company continuedwith concept, basic and detail engineering of contracts for
engineering services mainly related to projects in progress
and for clients to whom only engineering services are
provided. Besides, assistance continued to be provided for
the development of technical specifications and assessment
of investment projects.
In Chile, Techint Chile S.A. (TECHI), the Company’s
subsidiary, renewed its contract with Minera Escondida
Limitada for Mechanical Maintenance Service until
September 2014. TECHI also continued working with Sierra
Gorda Sociedad Contractual Minera for the construction
of stations and pipelines for seawater supply. Besides, in
September 2013, all works were completed at Valle de
Huasco Plants (for CAP Minería - Compañía Minera del
Pacífico S.A.). Also during 2013, negotiations were conducted
with Bechtel Chile Limitada, which company invited TECHI
to participate, on a jointly basis, in the execution of the
Escondida Water Supply (EWS) project which belongs to
Minera Escondida Limitada; a contract was signed and the
project will be executed under a joint venture where TECHI
holds a 40% participating interest. The scope includes the
construction of two parallel water pipelines, three pumping
stations, three electrical substations located at each pump
station, and a high voltage - line.
In Uruguay, Techint Compañía Técnica Internacional S.A.C.I.
(TEURU), TECHINT E&C’s subsidiary, completed the
following works: Maldonado Sewage System for Obras
Sanitarias del Estado (OSE), and Construction of Water
Intake and Effluent Outfall Pipeline for Celulosa y Energía
Punta Pereira S.A. Besides, works at Puerto Montes del Plata
continued during the period.
Also in Uruguay, but through the subsidiary TEARG, the
Company continues developing the “San Carlos – Melo
Electricity Interconnection” project for Administración
Nacional de Usinas y Transmisiones Eléctricas de Uruguay.
During the period, the supply of materials was completed
and all the construction phases along the project layout
were launched, with several difficulties of different nature
during execution that have significantly affected the project’s
profitability margin.
In México, through the subsidiary Techint S.A. de C.V.
(TEMEX), the Company continued in the oil & gas segment
with the works for a compression station and facilities in the
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Tamazunchale Gas Pipeline and the Naranjos Compressor
Station project, both projects for Transportadora de Gas
Natural de la Huasteca S. de R.L. de C.V. During the period,
works were completed in the Tuxpan Compressor Station for
Energía Occidente de México S. de R.L. de C.V.
In the pipelines segment, progress continued to be made
in developing the Ethane Pipeline Project for Gasoductos
del Sureste S. de R.L. de C.V., and in the energy area, the
substantial completion was achieved of Norte II Combined
Cycle Power Plant project for KST Electric Power Company.
In addition, works continued at the plants of Ternium de
México S.A. de C.V. and of Tubos de Acero de México S.A. de
C.V. with Sidernet Mexicana S.A de C.V.
On the other hand, during 2013, the Company started
to operate in the United States, under a construction
management contract for a project located in Bay City
(Matagorda County, Texas), which is developed by Tenaris.
This project consists in the building of a seamless tubing
manufacturing facility for the fabrication of a line of products
related to seamless tubes in compliance with the American
Petroleum Institute (API)’s specifications.
In Brazil, the Company’s subsidiary Techint Engenharia e
Construção S.A. (TEBRA) continued working in the Retarded
Coke Unit Complexo Petroquímico do Rio de Janeiro Project
(COMPERJ). Besides the Company was awarded a projectfor the client Petrobras Netherlands B.V. for the construction
of modules and integration of such modules for Platform
FPSO Petrobras-76 (P-76) to be installed by the client in the
Santos Basin (off shore area), approximately 210 km from
the Brazilian shore. In turn, the project Wellhead Platforms
(WHP) 1 and 2 Project for OSX WHP 1 & 2 Leasing Group
B.V. was suspended in August 2013 upon the client’s failure
to pay and entering into Judicial Reorganization (more details
in section Major Works per Country – Brazil).
In Peru, Techint S.A.C. (TESAC), the Company’s subsidiary,
continued working on the Camisea Pipeline Maintenance
Project, the Camisea Well Head Compression Project and
the Toromocho Project for Minera Chinalco Perú S.A. During
the twelve month-period, the Fénix Power Plant and Loops
del Sur Project were completed. Also during this period,
TESAC was awarded the Kepashiato Compression Plant for
Transportadora de Gas del Perú S.A.
In Ecuador, the Company, through its subsidiary,
Construcciones y Prestaciones Petroleras S.A. (CPP),
continues rendering specialized technical services relating
to engineering, procurement management and work
construction at the Shushufindi Aguarico Field, province of
Sucumbíos, eastern Ecuador, for Consorcio Shushufindi,
formed initially by Schlumberger (65%), Tecpetrol (25%)
and KKR (10%). The client’s main goal is to increase the
production of the whole field.
With respect to activities in progress executed by TEMIL, the
following may be highlighted:
In northernFrance
, works are being developed for
construction of one of the largest liquefied natural gas (LNG)
regasification plants in Europe, located in Dunkerque, for
Électricité de France (EDF).
In Poland, engineering works are about to reach the final
phase and construction works represented more than 60%
of the LNG plant of Swinoujscie, for Gaz System (a Polish
State-owned company).
In Russia, TEMIL is making progress with the works on thefront end engineering design (FEED) for construction of a
new plant for reduction of sulfur dioxide pollution caused by
plants in Norilsk (Siberia), for Norilsk Nickel. Design works
related to the nickel plant are already completed; works
associated to the copper plant are in progress.
The LNG plant in Zeebrugge (Belgium) for Fluxys LNG, has
gone through the early stages of development of the project;
progress has been made in engineering works and the
construction stage is just commencing on site.
In Saudi Arabia, the projects YANBU-Solid Handling System,
for Saudi AramcoOil Company and KJO-Upgrading Hout
Onshore Crude Facilities are about to reach the final stages.
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In addition, in the United Arab Emirates, the first train of
Etihad Railways is the first railway line ever built in the
country, and goes through the “Sulfur Handling Terminal 2”
plant that TEMIL is currently completing for Abu Dhabi GasIndustries Ltd. (Gasco).
In Egypt, the power plant in El Ain Sokhna, executed by TEMIL
for the Egyptian Ministry of Electricity is about to be completed.
Parallel to the oil & gas and energy initiatives, TEMIL continues
its activities in the engineering and design of infrastructure
projects, especially focusing on the design of hospitals in
Italy. Among such projects, the following stand out: the new
hospital in Legnano, the Istituto Clinico Humanitas in Rozzanoand the hospital in San Giovanni Rotondo.
TEMIL keeps on fully developing its capability as provider
of engineering services to several types of areas. Also,
from the offices in Mumbai (India), the Company has gained
strength in specialized engineering activities.
Among the most important projects awarded, there is
the project for revamping of an isobutane plant located in
Rotterdam (The Netherlands) for LyondellBasell, a leading
client in the petrochemical industry.
All the operational activities conducted by TECHINT E&C
in the different geographical areas around the world were
carried out paying maximum attention to, and in furtherance
of, the regulations in terms of environmental sustainabilityand the ongoing development of quality and safety aspects.
In El Ain Sokhna, Egypt, Techint E&C is building a steam generating thermal power plant, the first of its type in that region.
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PROSPECTS FOR THE FISCAL YEAR 2014
TECHINT E&C expects to maintain its presence and
operating activities in the relevant markets, paying special
attention to countries it considers more interesting for the
number and type of opportunities in key areas where the
Company wishes to offer added value.
In Latin America, the Company expects to maintain its
presence and activity level in the Latin American (LATAM)
countries where it is currently doing businesses. The
market should continue to be active in terms of engineering
and construction in the oil & gas and power generation
segments. Our extensive deployment in this region, and
the knowledge of clients’ local needs and engineering and
construction practices in these countries will be key and
positive distinctive factors for TECHINT E&C.
In the Southern Region, in the mining area, TECHI will be
active through the execution of the Escondida Water Supply
(EWS) Project –a major mining investment in the Region–
recently awarded to Bechtel Chile, which company partnered
with TECHI, and important opportunities are foreseen in this
market segment, including other major pipeline and station
projects and service/facility maintenance projects as well,
which would be tendered during 2014.
In Argentina, in oil & gas, the segment in which more activity
is envisioned, TEARG will keep on developing its activitiesthrough the provision of engineering and construction
services. Higher investments are anticipated in refining
areas, in which the Company has been working on several
engineering initiatives, so as to gain a better positioning in
view of such investments. In addition, there are business
prospects associated to the development of shale gas
in Argentina. In the infrastructure works segment, the
Company will try to participate in large projects such as
dams, tunnels and other similar works, by assessing, on a
selective basis, the opportunities allowing the Company tokeep its share in areas in which it has been taking part, with
clients that have been developed in recent years and others
that might be developed in the future.
The Company maintains the constant development of
the engineering area as a differentiating factor and for the
development of business at early stages, specifically in the
areas of oil & gas and mining.
In Mexico, the Congress approved a bill to put an end to
a seven-decade long state oil monopoly. In coming years,
foreign companies will be able to invest in Mexico’s oil sector,
thanks to new rules that will allow for production sharing.
These changes will create new opportunities in Mexico.
TEMEX is pursuing some new business opportunities in the
mining sector, in which this company has been creating a
business structure and alliances with related companies.
TEMEX is also seeking to increase its presence in the pipeline
sector where, and based on the ongoing project and the
experience in several bidding processes during the period, it will
take advantage of TECHINT E&C’s subsidiaries’ know-how and
expertise in order to seek business opportunities in public bids,
always on the basis of projects in progress and the experience
gained in several bidding processes during the period.
Also, the Company is expecting to consolidate the know-how
and experience gained during the development of the Norte
II Combined Cycle Power Project for the construction of a
Power Plant being developed by other related companies,that consists in the design, engineering, procurement,
construction, installation, commissioning, testing and
completion of a combined cycle gas turbine power plant
with a net capacity of approximately 840 MW in Monterrey,
Mexico. The commercial strategy in this sector is to increase
its share by developing new opportunities in the future.
In Brazil, for the upcoming year, TECHINT E&C will face the
accomplishment of critical milestones of its projects backlog,
such as, for the project Platform FPSO Petrobras-76 (P-76)initiated in 2013, the achievement of significant advances
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for the Engineering and Procurement, as well as the start
of the Construction phase at the UOT (Unidade Offshore
Techint) yard. Nevertheless a weaker perspective on several
segments of the brazilian economy, including construction,
the Company will maintain its strategic focus on the oil and
gas sector (for offshore, refining, piping projects) as well as
other well-known markets, such as mining, steel and power
plants, by carrying on investments such as the extension
of the UOT yard’s quay and the continuous enhance of its
operational capacity, searching for strategic partnerships and
following closely and actively the demands from traditional
clients, such as Petrobras, Usiminas and Vale, and potential
new opportunities from other companies on these sectors.
In the Andean Region, the Company expects to focus
its activities on key clients, providing a wider range
of services, including not only EPC (Engineering,
Procurement and Construction) or Construction, but also
conceptual and basic engineering, EPCM (Engineering,
Procurement, and Construction Management) and Facilities
Maintenance services.
Additionally we will continue to be active in the oil & gas
and power generation segments, with some decline in the
mining sector.
Regarding the mining sector, we foresee that the
implementation of certain projects may be delayed waiting
for better commodity prices. However, in Peru, we expect toparticipate in selected relevant plant expansions and grass
root copper projects, such as Freeport/Cerro Verde, Chinalco/
Toromocho II, Southern Peru (Grupo México)/Tía María-
Cuajone-Toquepala and Vale’s Bayovar, as well as exploring
maintenance services. In turn, in Colombia and Ecuador,
TECHINT E&C will be analyzing opportunities in the incipient
mining market.
In the oil & gas industry, where TECHINT E&C´s subsidiaries
have actively participated for several years, in Peru weforesee important projects of new cross country pipelines for
Proinversión, TGP Systems’ loops and compression plants.
In Bolivia, we will be targeting mainly engineering efforts
for key clients such as Pluspetrol, Yacimientos Pertrolíferos
Fiscales Bolivianos (YPFB) Transporte and YPFB Andina on
gas treatment and gas pipeline systems.
In the works related to the Shushufindi Project in Ecuador,
the Company expects to maintain at least same level of
activity for the construction of facilities or improved wells, to
increase the execution of flow lines and to continue with the
execution of the several investment projects as well as to
complete the Water Injection Pilot Plant.
Regarding Ecuador and Colombia, we will focus on certain
special pipeline opportunities as well as on refineries for
PetroEcuador, PetroAmazonas, Refinería del Pacífico,
Enbridge, Ocensa, Ecopetrol and Pacific Rubiales, to
maximize our chances of re-starting TEIC’s EPC works in
these countries, in addition to the continued provision of
engineering services. Shale oil & gas opportunity studies may
be commenced in Colombia after the implementation of new
regulations, and TECHINT E&C expect to be present.
In the power generation segment, TECHINT E&C will
continue screening projects to focus on those where it has
the highest chances of success.
In North America, the Company will provide to Tenaris
qualified and specialized personnel to perform supervision andcontrol management activities during the whole execution
of the project located in Bay City (Matagorda County, Texas).
With this project, the Company expects to gain experience in
the American construction market to look for new business
opportunities and increase its presence in the USA.
The target markets of Europe, the Middle East and Africa,
show an encouraging growth rate for the future, and
investments are planned in the sectors of interest for the
Company; however, there are some fundamental variablesto be taken into consideration. The first one is the current
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socio-political situation in some key markets (such as North
Africa) which prevents us from predicting, with some degree
of certainty, the development of investments in these areas.
The second variable is linked to the strong competition that
characterizes the area of engineering and construction,
especially in markets such as the Middle East.
Taking into account the aforesaid, TECHINT E&C, through
its subsidiaries, has the goal of maintaining its primary
role as an engineering company and general contractor in
the different segments (energy, oil & gas, petrochemical,
infrastructure) and geographical areas that the Company
considers a target (Africa, the Middle East, Europe) in the
context of a market for industrial plants posing more and
more challenges.
The commercial and executive commitment in the short
to medium term will focus on the geographical areas
with strong potential for opportunities in engineering and
construction, getting to countries such as Nigeria and Egypt,
but always maintaining a constant presence in its area of
expertise (e.g., Europe and the Middle East).
One of TECHINT E&C’s hallmarks lies in its location capability;
in fact, the TEMIL plans to keep the commercial and
operational branch offices it already owns in key countries,
such as Russia, Saudi Arabia, United Arab Emirates, Egypt
and Nigeria. This location capability allows TECHINT E&C
to maintain direct contact with the client throughout theexecution of activities on site. A deep knowledge of local
markets and suppliers ensures a thorough analysis and
selection of the best partners for execution activities.
In Europe, the Company expects to consolidate its leadership
in the design and construction of systems for regasification
of liquefied natural gas, having strong past and present
references (e.g., plants of Dunkerque EDF, Zeebrugge
Fluxys, Swinoujscie Polskie, Rotterdam Gate). In Europe, the
Company will try to increase its commitment and presencein other core sectors, such as petrochemical and energy,
depending on the type and volume of investments planned
in the short term in the European Union.
The area comprising Russia and the Community of
Independent States (CIS) offers interesting opportunities,
especially in the upstream/downstream and mining segments.
The Company will closely monitor the developments in these
areas, focusing on engineering services and revamping of
existing refinery plants. From the point of view of mining
opportunities, it will plan collaborations with other related
companies bringing expertise and supplementary skills in
order to provide the client with a complete service at the
different stages of design and construction.
In the Middle East, the Company plans to take advantage
of its experience in the field of Solid Handling. In addition,
thanks to its presence in Saudi Arabia and the United Arab
Emirates, the Company will monitor the progress in the
upstream and downstream areas, since the Middle East
is one of the major markets in terms of the number and
importance of oil & gas investments. TECHINT E&C’s aim is
also to access to bidding processes for LNG regasification
as part of its overall strategy, with the goal of increasing its
market share. The Company estimates that the LNG sector
in the Middle East will become increasingly active with
significant investments in the medium term.
The Company expects a positive development of the pipelines
market both in Eastern Europe and in the Middle East in thenear future, and to such effect it shall make good use of the
experience of the American sector in such market.
In Egypt and Nigeria, the Company is planning to carry out
activities in energy and petrochemical areas, as well as in oil &
gas onshore projects.
TECHINT E&C’s capability to provide timely and creative
solutions to critical projects, under safety and quality worldwide
standards, will be the Company’s key pillar to become leader inthe countries where it develops its activities.
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ECONOMIC AND FINANCIAL INFORMATION
SUMMARY OF SPECIAL CONSOLIDATED INCOME STATEMENT
USD MILLIONS
Revenues from construction contracts and other services
Cost of revenue
Gross profit
General, administrative and selling expenses
Other operating results
Net financial result
Result from investments accounted for using the equity method
Income before income tax
Income taxNet income
Attributable to:
Equity holder of the Company
Non-controlling interests
EBITDA (1)
EBITDA margin (% of revenues)
DEC 31, 2013
2,316.1
(2,005.9)
310.2
13%
(180.2)
(12.2)
12.1
5.8
135.7
(52.5)
83.2
4%
78.9
4.3
172.2
7%
(1) EBITDA is equivalent to Gross profit plus General, administrative and selling expenses minus Depreciation and amortization.
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2 0 1 3
Net income for the twelve-month period was USD 83.2 million,
representing 4% of revenues.
Gross profit for this period was USD 310.2 million, accounting
for 13% of the revenues.
EBITDA (Earnings before Interest, Tax, Depreciation and
Amortization) for this period was USD 172.2 million,
representing 7% on revenues.
General, administrative and selling expenses represented
8% of the revenues.
The other operating results showed a loss for USD 12.2 million,
mainly due to the loss of sale investment in TEMIL and the
TEMIL restructuring costs net of reversals of provisions of
certain defined benefit plans unfunded.
Financial results showed a gain of USD 12.1 million
mainly originated in the financial result from accrual of the
Reference Stabilization Index (Coeficiente de Estabilización
de Referencia - CER ) of the balance to be collected from the
Argentine Government by TEARG in its capacity as a member
of the JV Techint Compañía Técnica Internacional S.A.C.I.
– Impregilo S.p.A. (Sucursal Argentina) – Iglys S.A. and the
restatement and interest on claims.
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T E C H I N T
E & C
S . A .
Equity at the end of the twelve-month period amounted to
USD 843.1 million with a Capital Stock of USD 709 million.
The Equity increased mainly due to the Capital increase,
the net income for the twelve-month period, the irrevocable
contributions and the net revaluation of PP&E net of thecurrency translation differences.
Working capital as of December 31, 2013 was
USD 426.9 million.
SUMMARY OF CONSOLIDATED
STATEMENT OF FINANCIAL POSITION
USD MILLIONS
Assets
Non-current assets
Current assets
Total Assets
Equity
Majority Shareholders
Non-Controlling interests
Total Equity
Liabilities
Non-current liabilities
Current liabilitiesTotal Liabilities
Total Equity and Liabilities
DEC 31, 2013
768.8
1,562.4
2,331.2
828.3
14.8
843.1
352.6
1,135.5
1,488.1
2,331.2
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SUMMARY OF SPECIAL CONSOLIDATED
STATEMENT OF CASH FLOWS
Cash and cash equivalents reaching USD 565.8 million at the
end of the twelve-month period.
The Company generated operating funds for USD 117.7
million. This generation of funds, derived from the result of
the twelve-month period, the items that do not generate
movement of funds and the changes in trade accounts
receivable and tax assets net of other liabilities payments
and the income tax payment.
Among investment activities, the effect of group´s
restructure operation and the increase due to business
combination, net of the purchase of PP&E resulted in a
cash increase of USD 416.4 million.
Financing activities generated funds for USD 48.9 million
mainly due to the shareholders contribution net of the cash
flow for borrowings proceeds-repayment. The effect of
exchange rate changes were USD 17.2 million.
USD MILLIONS
Cash and cash equivalents at the beginning of the year
Net cash generated by operating activities
Net cash generated by investing activities
Net cash generated by financing activities
Net increase in cash and cash equivalents
Effect of exchange rates changes
Cash and cash equivalents at the end of the twelve-month period
DEC 31, 2013
–
117.7
416.4
48.9
583.0
(17.2)
565.8
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T E C H I N T
E & C
S . A .
Some important ratios are the following:
Financial solvency (Assets / Liabilities)
Liquidity (Current Assets / Current Liabilities )
Indebtedness (Liabilities / Equity)
Solvency (Equity/Liabilities)
Immobilization of Capital
(Non Current Assets / Assets)
Profitability (Net Income / Equity)
DEC 31, 2013
1.6
1.4
1.8
0.6
0.3
9.9%
INDICATORS
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A N N U A L R E P O R T
2 0 1 3
MAJOR WORKS IN PROGRESS PER COUNTRY / AREA
AFRICA
El Ain El Sokhna – Supercritical Thermal Power Plant (Egypt)
ARGENTINA
Subway Line H Expansion
Punta Negra Hydroelectric Power Station
Works and Services in siderurgical plants
BRAZIL
Retarded Coke Unit Complexo Petroquímico
do Rio de Janeiro (COMPERJ)
Modules for P-76 Platform
CHILE
Escondida Water Supply (EWS) Project
Construction of Stations and Pipeline for Seawater Supply
Mechanical Maintenance Service
ECUADOR
Shushufindi Services
EUROPE
Polskie LNG (Poland)Dunkerque LNG (France)
Norilsk – Copper and Nickel Plant (Siberia, Russia)
Zeebrugge LNG (Belgium)
Isobutano Rotterdam (Netherlands)
East Delta Electricity Production Company (EDEPC)
Subterráneos de Buenos Aires S.E. (SBASE) /
Ministerio de Desarrollo Urbano (MDU)
Energía Provincial S.E.
Siderar S.A.I.C. - Siderca S.A.I.C.
COMPERJ Petroquímicos Básicos S.A.
Petrobras Netherlands B.V.
Betchel Chile Limitada
Sierra Gorda Sociedad Contractual Minera
Minera Escondida Limitada
Consorcio Shushufindi
Polskie LNG (Gaz System)Électricité de France (EDF)
Norilsk Nickel
Fluxys LNG
LyondelBasell
CONTRACT
TOTAL AMOUNT
(USD MILLION)
COUNTRY / AREA
PROJECT
CLIENT
69
476
399
167
1,569
871
691
193
142
136
782765
124
103
11
(a) Proyects under a consortium/JV. The amount corresponds to total contract amount at 100%.
See note 20 to the Special Consolidated Financial Statements.
(b) The amount corresponds to annual revenues.
(a)
(a)
(b)
(a)
(a)
(a)
(b)
(b)
(a)
(a)
(a)
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T E C H I N T
E & C
S . A .
MEXICO
Works and Services in siderurgical plants
Ethane Pipeline Project
Tamazunchale Facilities
Naranjos Compressor Station
Petacalco Project - Maintenance and Operational Contract
MIDDLE EAST
Ruwais Sulfur Handling Terminal 2
(Abu Dhabi, United Arab Emirates)Yanbu – Solid Handling System (Saudi Arabia)
Upgrading Hout Onshore Crude Facilities (Saudi Arabia)
PERU
Toromocho Project
Kepashiato Compression Plant Project
Camisea Pipeline Maintenance
URUGUAYPuerto Montes del Plata
San Carlos – Melo Electricity Interconnection
Route 9
Environmental Works in Maldonado and Punta del Este
Ternium de México S.A. de C.V. -
Tubos de Aceros de México S.A. de C.V.
Gasoductos del Sureste S. de R.L. de C.V.
Transportadora de Gas Natural de la Huasteca
S. de R.L. de C.V.
Transportadora de Gas Natural de la Huasteca
S. de R.L. de C.V.
Comisión Federal de Electricidad (CFE)
GASCO (ADNOC)
YASREF
Al-Khafji Joint Operations (KJO)
Minera Chinalco Perú S.A.
Transportadora de Gas del Perú S.A. (TGP)
Compañía Operadora de Gas del Amazonas S.A.
(COGA)
Zona Franca Punta Pereira S.A.
Administración Nacional de Usinas
y Transmisiones Eléctricas
Corporación Vial del Uruguay S.A.
Obras Sanitarias del Estado (OSE)
COUNTRY / AREA
PROJECT
CLIENT
278
242
70
39
39
331
269
178
247
132
95
171
89
19
15
MAJOR WORKS IN PROGRESS PER COUNTRY / AREA
(CONT’D.)
(b)
(a)
(a)
(a)
(b)
CONTRACT
TOTAL AMOUNT
(USD MILLION)
(a) Proyects under a consortium/JV. The amount corresponds to total contract amount at 100%.
See note 20 to the Special Consolidated Financial Statements.
(b) The amount corresponds to annual revenues.
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A N N U A L R E P O R T
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TECHINT E&C IN THE WORLD
Regional Headquarters
Engineering Centers
Commercial & Operating Centers
Centers Offshore Yard
Paraná
MexicoCity
Quito
Lima
Santiago
Buenos Aires
Milan
Moscow
São Paulo
Rio de Janeiro
Montevideo
Lagos
Cairo
AbuDhabi
Damman
Mumbai
Bogotá
During this period, the Company determined and carried out
different undertakings in the oil & gas field, pipelines as well as
infrastructure works for mining companies and other civil works.
Projects were developed from different offices around
the world:
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T E C H I N T
E & C
S . A .
TECHINT E&C SUBSIDIARIES’ ACTIVITIES FOR THE
TWELVE-MONTH PERIOD ENDED DECEMBRE 31, 2013
ARGENTINA
During the twelve-month period, activities in Argentinawere developed by Argentinian subsidiaries TEARG,
Sidernet S.A. and Ferroexpreso Pampeano S.A.
Concesionaria (FEPSA).
Punta Negra Hydroelectric Station – Energía Provincial S.E.
The contract was executed between Energía Provincial
S.E. and the JV formed by Techint Compañía Técnica
Internacional S.A.C.I. and Panedile Argentina S.A., in
which the Company holds a 75% participating interest.
This project is on the San Juan River, 20 Km. downstreamLos 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, the river deviation
channel was executed in August 2011 and, at present, the
different works to be executed are in progress. The updatedcontract amount is approximately USD 399 million, and
works are estimated to be completed in November 2015.
As of December 31, 2013, the progress rate was 69%.
Subway Line H Expansion - Subterráneos de Buenos Aires S.E.
(SBASE) / Ministerio de Desarrollo Urbano (MDU)
On August 15, 2011, SBASE awarded to the Techint – Dycasa
Joint Venture (in which the Company holds a 60% participating
interest) the integral construction and commissioning in
conditions of commercial exploitation of the current SubwayLine H. The project includes 4.5 km of tunnels with six
stations, workshops, parking lots and a rectifier substation.
Techint E&C is developing in Argentina, together with the Dycasa company, the expansion of the H Line for Subterráneosde Buenos Aires S.E. The work will add 4 km to the transportation network, benefiting more than 65,000 people.
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The project comprises civil and electromechanical works,
including tracks, power installations, pulling, signaling,
communications, mechanical stairs, elevators and
station equipment.
The contract between the JV and SBASE was signed on
September 16, 2011. The Acknowledgement of Commencement
was granted on October 4, 2011, for a total term of 43 months.
The delay in passing a resolution with respect to the legal
action (for the protection of constitutional rights) filed by a
NGO, which resulted in the suspension of works in one of
the stations, in addition to client’s failure to define certain
aspects in the South tranche, as well as on the execution of
the workshop and parking space, have led SBASE and the JV
to execute a Memorandum of Understanding to adjust the
initial contract amount, establishing a contractual extension
for an additional 24-month term (until April 2017).
Additionally, in July 2013, SBASE and the Government of
the City of Buenos Aires (GCBA) entered into an agreement
which established the transfer of the Technical Direction of
the works to the Ministry of Urban Development (MDU). That
notwithstanding, SBASE keeps all the rights and duties deriving
from the contractual relationship and its capacity as Principal.
As of December 31, 2013, the progress rate was 11%. The
contract amount, including the Memorandum of Understanding,
and taking into account the last price adjustment of June 2013,
reaches approximately USD 476 million.
Works in Plants - Siderar S.A.I.C. (San Nicolás)
The following works carried out in 2013 can be highlighted:In steel-making, works were started for the new
Continuous Casting, the new water plant; in addition, the
electromechanical works related to Vacuum Degassing (RH
Furnace) were continued.
The new Continuous Casting requires works for construction,
assembly and start-up, the main function of which is to
transform liquid steel in order to give it a geometrical shape
making it possible to perform the subsequent forming
processes, to produce 2,500,000 tons of steel slabs each
year. Such works in Continuous Casting include peripheralprojects necessary for installation and operation, such as
the Shim Steel Cyclone, the structural reinforcement of
the Steel-making Area and the modification of the tundish
(molten metal holder) repair area. During execution of the
project, 19,355 cubic meters of concrete were poured,
structures were assembled for 1,496 tons, mechanical
assembly works were executed for 2,273 tons, 268 km of
cable were installed and piping was mounted for 236 tons.
The RH Furnace consists in a degassing station for liquid
steel through recirculation of such steel inside a container
submitted to vacuum conditions, with oxygen blow by means
of a water-cooled lance and also comprises the supply
system of common ferroalloys. For construction 1,240 cubic
meters of concrete, 1,517 tons of structures, and 1,215 tons
of mechanical assembly were used, and 80 km of cables
were installed.
Total income for this period was approximately USD 81 million,
using 3,100,000 man-hours.
Works in Plants - Siderca S.A.I.C. (Campana)
The main works executed during this period include the plant
extraordinary repair (REX) 2013, where works were mostly
carried out in steel-making and in the continuous cold strip mill
(LACO) 2.
Total income for this period was approximately USD 29
million, using 1,265,000 man-hours.
Services in Plant - Siderar S.A.I.C. (San Nicolás) y Siderca
S.A.I.C. (Campana)
During the period, Sidernet S.A. and TEARG executed these
main services:Heavy duty cleaning and recycling of iron & steel sub-products.
Steel and tinplate reel packing.
Light duty cleaning.
Total income for this period was approximately USD 57 million.
Pascua Lama - Barrick Exploraciones Argentinas S.A.
This is a bi-national mining undertaking (gold and silver),
located in the border between Chile and Argentina. The
Company is associated under a JV, on a 50%/50% basis,
with Fluor Argentina Inc. Sucursal Argentina to carry out theworks divided into three phases: Phase I - Consolidation
of Basic Engineering and Feasibility Study of the Project;
>
>
>
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T E C H I N T
E & C
S . A .
The works were suspended in December 2012, and on
March 12, 2013, the client notified the JV of the cancellation
of the project and the resulting unilateral termination of the
contract for construction of the plant, and it requested the
Company to cease the provision of goods and services.Therefore, TEARG and its partners took the relevant steps
and implemented a closing plan, taking into consideration
economic, legal and contractual conditions; in turn,
demobilization measures were taken for the whole project.
Agreements and acknowledgements of completion were
executed with all subcontractors and suppliers, all liabilities
as of the closing date were cancelled, and the final
settlement and payment was made to all the Company’s
personnel working for the JV, under a detailed schedule. The
client accepted all the costs associated to the demobilizationworks and contractual termination.
Phase II - Detail Engineering and Procurement Management,
and Phase III – integral Construction Management and
Construction of the Processing Plant. Phase I was completed
in 2007, and Phase II, during 2011.
In October 2013, during execution of Phase III, the clientnotified the suspension of the project, not mentioning
anything about new deadlines for completion, as a result of
which demobilization works were performed.
Potasio Río Colorado – Potasio Río Colorado S.A.
On October 25, 2010, a Joint Venture was created between
Constructora Norberto Odebrecht (45%), Odebrecht
Argentina (15%) and TEARG (40%) for management and
construction of Phase I of the Potasio Río Colorado plant,
comprising the facilities for extraction, processing andcommercialization of potassium chloride.
Pascua-Lama: bi-national mining project on the Argentine-Chilean border, for the development of an open-pit goldmine, located at more than 4,000 masl.
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SERVICES
Cargo Railway 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 holder of the
cargo railway transportation concession providing services
towards the ports of Bahía Blanca, Rosario, San Lorenzo
and San Martín to exporters, storage companies and large
producers of a vast area of the Wet Pampas region.
During the twelve-month period, 3.7 million tons were
transported, down 12% against the volume transported in
the previous period.
This reduction of transported volume is mainly due to the
stop of trade operations by the producers, who withhold
goods expecting an improvement of trade conditions.
This has resulted in a reduction of transportation to export
terminals and to grinding facilities, and this situation
prevails to date.
CHILE
During the period, TECHI has increased its revenues.
Works have been executed in the following projects:
Escondida Water Supply (EWS) Project – Betchtel Chile Limitada.
Bechtel Chile Limitada invited Techint Chile S.A. to participate
on a jointly basis in the construction of part of the project“Escondida Water Supply Project” (EWS Project), for the
client Minera Escondida Limitada. This project is managed by
Bechtel Chile Limitada. For such purposes, the companies
became associated, where TECHI participation is 40%.
In December 2013, two contracts were executed: one
construction contract for the execution of: two parallel 42"
water pipelines and 177 km long each one; three pumping
stations; three electric substations located at the site of each
one of the three pumping stations; a 220 KV high voltage
line; two 36" water pipelines for distribution to the mine, witha total length of 23 km; and a reservoir. The other contract
includes the procurement of equipment and minor tools
required for construction.
The estimated amount of both contracts is USD 691 million.
As of this date, no progress rate can be provided for this
project, since it is at the stage of studies and coordination
with the partner, prior to construction.
Construction of Stations and Pipeline for Seawater Supply –
Sierra Gorda Sociedad Contractual Minera
On November 16, 2012, a contract was signed between the
client Sierra Gorda Sociedad Contractual Minera (SGSCM)
and TECHI for the “Construction of Stations and Pipeline for
Seawater Supply” [“Construcción de Estaciones y Pipeline
Conducción Agua de Mar ”], located 4.5 km to the Northwest
of the Sierra Gorda town, in Antofagasta.
The contract comprises the instal lation of piping for seawater
drive and supply to be used in the mining process in the
mine sector and the processing plants, which will connect
the Mina-Planta and Mejillones sectors, approximately
145 km long. The seawater drive works for the Sierra
Gorda project encompass the construction of a system
consisting of GFRP (glass-fiber reinforced plastic) tubing
and carbon steel tubing, both of them with a 36” diameter,
laid underground (for GFRP tubing) and over the surface (for
carbon steel tubing), a capture and lift station located inside
the thermal power plant at Mejillones, two main pumping
stations located along the outline and a terminal station
located inside the mine site, at Sierra Gorda.
As of December 31, 2013, the contract amount is USD 193million and the project records 96% progress.
Mechanical Maintenance Service – Minera Escondida Limitada.
In November 2009, a contract was entered into with Minera
Escondida Limitada. This contract corresponds to the
mechanical maintenance service of concentration plants and an
oxide plant located in Antofagasta. In November 2013, it was
agreed with the client to extend the contract for maintenance
services until September 30, 2014. This extension increased
the sale value up to a total of USD 142 million, approximately.As of December 31, 2013, the project recorded 83% progress.
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T E C H I N T
E & C
S . A .
Valle de Huasco Plants – CAP Minería – Compañía Minera del
Pacífico S.A.
In December 2010, TECHI was awarded an EPCM project to
increase the capacity of Los Colorados plants for pellets (iron
ore). These works comprise the execution of several phases
of the contract, such as management, review and validation
of basic engineering, detail engineering development,
procurement management, construction administration,
commissioning and start-up. All works were completed
during September 2013. As of December 31, 2013, this
project is subject to the contract closing process.
URUGUAY
During the period, the works developed in road, water and
civil projects were as follows:
San Carlos – Melo Electricity Interconnection - Administración
Nacional de Usinas y Transmisiones Eléctricas
During December 2011, TEARG (Sucursal Uruguay) entered
into a contract with Administración Nacional de Usinas
y Transmisiones Eléctricas de Uruguay (UTE) for a sum
equivalent to USD 89 million for the construction of a 500
kV high voltage line, 348 km long. The project comprises
the development of engineering, supply of materials and
construction of the transmission line under a Lump Sum
Turn Key contract. During this period, the supply of materials
was completed and all construction phases along the project
layout were launched. The development of this project
was adversely affected by changes of design caused bydeficiencies in the topographic survey furnished by the client,
the winter weather conditions, and trade union issues as
well. In October 2013, an agreement was executed with the
client, mainly for the partial recognition of extra costs and an
extension of the deadline for completion until June 30, 2014.
As of December 31, 2013, the progress rate was 74 %.
Maldonado Sewage System – Obras Sanitarias del Estado (OSE)
In December 2013, the Company completed the works of
the project “Treatment and final disposal of Maldonado and
Punta del Este sewage system”. The contract, executed
by the joint venture formed by TEURU, TEARG Sucursal
Uruguay, Montec and Belfi, and OSE, comprised the
construction of 35 km of tubing, a 4-km land outfall, civil
and architecture works in seven pumping stations (works
executed by Techint), and a 1 km long off-shore outfall
(executed by Montec and Belfi). Works started in January
2010 and ended in December 2013.
Puerto Montes del Plata – Zona Franca Punta Pereira S.A.
In June and July 2011, Zona Franca Punta Pereira S.A.
awarded the Company two contracts for the preliminary
works for the terminal at Conchillas Port, Department of
Colonia, and the construction of such terminal. For the
execution of these works, a joint venture was created
between Constructora Belfi S.A. Sucursal Uruguay (60%
participating interest) and TEURU (40% participating interest).
Both contracts amount to an aggregate of USD 171 million,
and as of December 2013, the works recorded 78% progress.
The project completion is scheduled for September 2014.
Route 9 – Corporación Vial del Uruguay S.A.
TEURU was awarded by Corporación Vial del Uruguay S.A.
the works for the Reinstatement and Maintenance by
services levels of Route 9, section: Pan de Azucar – Rocha.
The term for the project is 60 months and the contract
amount is USD 19 million.
Environmental Works in Maldonado and Punta del Este – ObrasSanitarias del Estado (OSE)
The contract for OSE includes four groups of works:
works for the maintenance of sewage and drinkable water
networks at Maldonado, Punta del Este and other locations
within the Department of Maldonado; sanitation works in the
city of Maldonado; sanitation works in the city of Piriápolis,
and an effluent treatment plant in Punta Fría (Piriápolis).
In this year, the Company continued with part of the works
scheduled for the extension of the contract with the UDG
(Unidad de Gestión Desconcentrada ) in Maldonado. The total
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contract amount is USD 15 million, records 92% progress and
it is expected to be completed next year upon the execution
of sanitation works in Maldonado, and with maintenance
works for the sewage network in such same city.
Construction of Water Intake and Effluent Outfall Pipeline –
Celulosa y Energía Punta Pereira S.A.
In January 2012, the above-mentioned joint venture was
awarded a contract by Celulosa y Energía Punta Pereira S.A.
for the construction of the water intake and effluent outfall
pipeline of a paper pulp plant.
The contract comprised the supply of labor, tools,
equipment, materials and accessory elements necessary
for construction.
In December 2013, the project reached 100% progress.
BRAZIL
TEBRA and its subsidiaries perform activities related to
engineering, construction, erection, project management,
petrochemical facilities, off-shore projects, power generation,
transmission and distribution, iron and steel units,transportation systems and infrastructure works in general.
During the current year, works were performed in the
following projects:
Retarded Coke Unit Complexo Petroquímico do Rio de Janeiro
(COMPERJ) - COMPERJ Petroquímicos Básicos S.A.
In April 2010, a contract was executed with Petrobras
for the preparation of the consistency review of the
basic engineering, preparation of the detail engineering,
Puerto Montes del Plata project, Uruguay: the Techint E&C- Belfi consortium has built the port terminal for the newcellulose plant of Montes del Plata.
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T E C H I N T
E & C
S . A .
partial supply of equipment, supply of bulk material, civil
construction, electromechanical erection, interconnections,
commissioning, pre-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.
TEBRA is part of the TE-AG JV with Andrade Gutiérrez, with a
50% participating interest each, under the leadership of TEBRA.
The total value of the contract is USD 1.57 billion (at 100% of the
JV) and the estimated date for completion is December 2016.
The general progress of the project is 82%.
Modules for P-76 Platform – Petrobras Netherlands B.V.
In April 2013, a contract was executed with Petrobras
Netherlands B.V. (PNBV) for the construction of modules
and integration of such modules for Platform FPSO
Petrobras-76 (P-76) to be installed by the client in the
Santos Basin off shore area, approximately 210 km from
the Brazilian shore, with a production capacity of 150,000
barrels/day (oil) and 7 MM3/day (gas).
The contract modality is lump sum EPC Turn-key, and
includes FEED endorsement, detail engineering, supply of
materials and partial supply of equipment, manufacturing,
construction and assembly of the elements for the modules,
and integration of such modules to the hull. The contract also
includes conditioning and commissioning, inclination tests,
transportation from worksite to the entrance to Paranaguá
Bay, pre-operation, start-up and certification of the Platform.
TEBRA is part of the TTP-76 JV with Technip, with a 50%participating interest each partner, under the leadership of Technip.
Engineering and procurement works are carried out in the
city of Rio de Janeiro, and the construction and integration
works will be executed at the yard owned by TEBRA in
Pontal do Paraná, State of Paraná, which was properly
conditioned for execution of this project.
The contract amount is USD 871 million, and it is estimated
that works will be completed in June 2017.
WHP 1 and WHP 2 Platforms - OSX WHP 1 & 2 Leasing Group
B.V. (“OSX”)
In June 2011, a contract was executed with OSX for the
supply of two drilling and operation fixed platforms (WHP1
and WHP2), to be installed by the client at the Campos
Basin, approximately 90 km off the Brazilian shore. The
contract included the execution of basic engineering, detail
engineering, materials and equipment supply, manufacture,
construction and erection of the elements of these platforms.
Up to June 2013, the contract was duly performed by the
Company, and all contractual obligations were fully complied
with within the schedule timelines. However, progress in
the projects, as measured in measurement reports (BMs) in
June (BM 32), July (BM33) and August (BM34) 2013, was not
paid by OSX on the respective due dates.
In July 2013, the client cancelled the construction of the
WHP-1 Platform.
The project was suspended in August 2013 upon the client’s
failure to pay. When the works were suspended, the progress
rate for construction of the WHP-2 Platform was 45%.
A Contractual Amendment dated September 27, 2013,
formally cancelled the services and supply relating to
platform WHP 1, and the Company's rights arising from such
termination were maintained.
On October 02, 2013, Company initiated judicial proceedings
aiming to receive the amounts due under BM´s 32 and 33.
On October 30, 2013, OSX started an arbitration process
against TEBRA in order to discuss the termination of the
contract for the construction of WHP-2. On November 8,2013, OSX sent TEBRA the notice to inform that the contract
has been terminated by TEBRA´s exclusive fault, and to
reiterate that the BMs are not payable.
On November 11, 2013, a counter-notification was sent
which alleged that OSX was the sole responsible for the
termination of the contract.
On that same day, OSX requested Judicial Reorganization
for its Brazilian group of companies, which was granted
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MÉXICO
During this year, the Company’s subsidiary in Mexico, Techint
S.A. de C.V. (TEMEX), completed two projects: the Tuxpan
Compressor Station project for Energía de Occidente de
México S. de R.L. de C.V. and the Norte II Combined CyclePower Plant for KST Electric Power Company.
The main project executed during the period are:
Tamazunchale Facilities – Transportadora de Gas Natural de la
Huasteca S. de R.L. de C.V.
This project consists in the engineering, procurement,
construction and commissioning of one compressor station,
by the Courts of Rio de Janeiro, preventing the creditors
to receive the amounts due. Therefore, the judicial
proceedings initiated aiming to receive payment for the
BMs 32 and 33 were suspended.
On December 20, 2013, the defense in the arbitrationprocess was filed, together with a counterclaim related to the
construction of WHP-2. The arbitration process against OSX for
discussing the termination of WHP-1 started on this same date.
Given this scenario, the Company discontinued the
performance of the contract and limited revenue from this
project to those amounts that had been actually collected.
Also, the Company recognized costs incurred and measured
up to December 31, 2013.
Techint was chosen to build in Mexico the Compression Station and the expansion of existing facilities of theNaranjos - Tamazunchale Natural Gas Pipeline. This work will allow the expansion of the 123-km pipeline from465 MMSCFD to 886 MMSCFD.
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and five additional stations for control, measurement and
regulation purposes. These works are being performed in
Tamazunchale (San Luis Potosi State), El Cardonal (Hidalgo
State) and El Sauz (Queretaro State). The total contract value
is USD 70 million. As of December 31, 2013, the overall
progress of the project was 83%.
Naranjos Compressor Station – Transportadora de Gas Natural
de la Huasteca S. de R.L. de C.V.
This project consists in the design, engineering, procurement,
construction and commissioning of one compressor station
at Km 18 of the Tamazunchale Pipeline in Naranjos (Veracruz
State). It also includes the expansion of the measurement,
reception and control station in Naranjos site and the delivery
station in Tamazunchale. The total amount of the contract
is USD 39 million. As of December 31, 2013, the overall
progress of the project was 58%.
Tuxpan Compressor Station – Energía Occidente de México S.
de R.L. de C.V.
The project, whose completion was achieved in January
2013, consisted in the engineering, procurement and
construction of facilities for the assembly and commissioning
of the compressor station. The client was in charge of the
procurement activities related to the compressor.
Norte II CCC Power Project - KST Electric Power Company
The completion of this project was achieved in December
2013. The project consisted in the design, engineering,procurement, construction, installation, commissioning,
testing and completion of a combined cycle gas turbine
power plant with a net capacity of at least 433 MW in
Chihuahua, Mexico. The contract was developed under a JV
with Samsung Engineering, where TEMEX’s participating
interest was 19%.
Ethane Pipeline Project - Gasoductos del Sureste S. de R.L. de C.V.
The project scope includes the engineering, procurement,
construction, commissioning, testing and start up of the 24’,
20’ and 16’ ethane gas and liquid pipeline, approximately
236 km long, and related facilities, which begins near Ciudad
Pemex (Tabasco State) and ends at the delivery point next
to Ethylene XXI Plant (Veracruz State). The contract amount
for this project is USD 242 million. As of December 31, 2013,
the overall progress of the project was 26%.
Construction Works - Ternium de México S.A. de C.V.
Professional services for placement of personnel and
materials for the execution of construction works (including
civil and electromechanical works) and structure mountings.
During this year, the most important activities were
performed for the Greenfield Pesqueria Project. This Project
entails a Galvanizing Plant to provide the automotive industry
with steel products, and a Cool Rolling Plant to process
the Hot Rolled pickled strips. As of December 31, 2013 the
overall progress was about 95%.
Additionally, TEMEX executed different works in Ternium
plants all over Monterrey City.
Total income for this period was USD 225 million.
Construction Works – Tubos de Aceros de México S.A. de C.V.
This contract provides professional services for placement
of personnel and materials for the execution of construction
works (including civil and electromechanical works), structure
mounting and maintenance with an average of 600 people
working on a direct basis, in Veracruz State. Total income for
this period was USD 45 million.
Heavy Duty Cleaning Service – Tubos de Aceros de México S.A.
de C.V.
This service is being provided through Sidernet S.A. de
C.V. 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 period, this contract had an average of 180
people working on a direct basis. Total revenue for the year
was approximately USD 8 million. The current contract was
awarded in 2009 for a nine-year term.
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additional orders is USD 247 million. As of December 31,
2013, the works recorded 98% progress.
Camisea Pipeline Maintenance – Compañía Operadora de Gas
del Amazonas S.A. (COGA)
The Company provides the maintenance of this gas pipeline.
In December 2013, the contract was renewed for a 24-month
period and for an amount of USD 95 million.
Kepashiato Compression Plant Project – Transportadora de Gas
del Perú S.A. (TGP)
TESAC (60%) and the company Graña y Montero S.A.
(GyM) (40%) created in Peru the joint venture Consorcio
Construcciones y Montajes (CCM) for the sole purpose of
signing for and executing the works of engineering, partial
procurement and construction of a natural gas compression
plant which will be located at kilometric mark 127 of TGP’s
Natural Gas Transportation System.
In September 2013, the joint venture signed the above-
mentioned contract with Transportadora de Gas del Perú S.A.
(TGP). The works will be executed at Kepashiato (Department
of Cusco) and the mobilization stage for this project
commenced in October 2013, and the term for development
will extend until December 2015. The contract amount is
USD 132 million.
Camisea Well Head Compression Project
EPC 30 – Pluspetrol Perú Corporation S.A.
In December 2011, the Company received from PluspetrolPerú Corporation S.A. a Letter of Intent and a Notice to
Proceed with the engineering and procurement of main
materials and the installation of two gas compression trains.
The works were commenced in January 2012 and were
completed in May 2014.
Fénix Power Project – Fénix Power Perú S.A.
In October 2011, the Company was awarded a contract for
the above ground mechanical instal lation for Fénix Power
Perú S.A. This includes the installation of the steam turbine
Petacalco Project, Maintenance and Operational Contract -
Comisión Federal de Electricidad (CFE)
Carbonser, S. A. de C.V., of which TEMEX owns 50%, was
established on August 8, 1994, and its main activity is
to provide services for loading and transportation of coal
from Lázaro Cardenas port to the President Plutarco Elias
Calles power plant, located in Petacalco Guerrero. During
this twelve-month period ended December 31, 2013, the
Company unloaded 5.6 million tons of coal and delivered
5.8 million tons. Total revenue for this year amounted to
USD 39 million.
CENTRAL AMERICA AND THE CARIBBEAN
During the twelve-month period ended December 31, 2013,
the Company continued working in the Central American
Interconnection System (SIEPAC), focusing on performing
pending issues during the guarantee period of the project.
During this period, TEMEX is expecting to receive the
final acknowledgement of the project after the end of the
guarantee period.
PERU
TESAC, the Company’s subsidiary in Peru, continues
increasing its sales during this period.
The most outstanding projects in progress executed during
the period are the followings:
Toromocho – Minera Chinalco Perú S.A.In March 2012, the Company was awarded a contract by
Minera Chinalco Perú S.A. for the partial procurement and
complete construction of concrete placement; structural
steel, architectural, mechanical, piping, painting, electrical and
instrumentation services for the hydromet plant, filter plant
and offloading and storage facilities in the rail yard area, as
well as the procurement and construction of all electrical and
instrumentation works of several areas for the same project.
The project started in March 2012 and it is estimated to
be completed in June 2014. The contract amount plus any
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generator, steam surface condenser, steel structures, piping,
and all balance of plant equipment.
At the end of December 2011, TESAC was awarded an
extension of the main contract for the installation of all
the above ground electrical package. In October 2013, the
Company received the Certificate of Substantial Completion,
effective on June 26, 2013.
ECUADOR
Shushufindi Services – Consorcio Shushufindi
The Company, through its subsidiary, Construcciones y
Prestaciones Petroleras S.A. (CPP), renders specialized
technical services relating to engineering, procurement
management and work construction at the Shushufindi
Aguarico field, province of Sucumbíos, eastern Ecuador, for
Consorcio Shushufindi (formed initially by Schlumberger
(65%), Tecpetrol (25%) and KKR (10%)). The client aims at
increasing the production of the whole field.
During this period, the following activities were executed:
construction of facilities and 43 new wells on new platforms
or extension of existing ones, improvement of facilities and
20 existing wells on old platforms, execution of 28 km in flow
lines for testing and conduction (4" and 6"), and execution of
10 km of electricity lines, 15 KVA.
Besides, it is important to highlight the commencement of
construction of a Water Injection Pilot Plant at the Northern
Station for secondary recovery of 40,000 Bpd.
Total income for the twelve-month period was approximately
USD 136 million, using 1,700,000 man-hours.
COLOMBIA
Oleoducto Al Pacífico Project – Enbridge (Colombia) S.A.S.
Enbridge awarded the Colombian branch a contract for the
conceptual engineering of a pipeline to transport heavy crude
along 700 km from the Llanos basin to the Pacific coast.
During 2013, the Company continued with the first stage of
the Environmental Diagnosis of Alternatives. This contract
was awarded in February 2013 and it was completed in
June 2013. In August 2013, a new contract was signed forExtended Engineering Phase I.
PANAMA
EPCM – Mina de Cobre Panama Project – Minera Panama S.A.
(MPSA)
This project was executed by Joint Venture Panama INC. (JVP),
the company was created between The Company (15%),
SNC Lavalin (70%) and Graña y Montero (15%). The scope of
the works involved basic engineering for a processing plant,
tailings management facility, port facility, coastal road and
utility corridor from the port facility to the processing plant,
filtration plant, concentrate storage facility, together with all
associated civil and earthworks and all ancillary and supporting
structures, improvements and interconnections, related to
the development of the Mina de Cobre Panama; as well as
basic engineering for all earthworks related to the power
plant, and detailed engineering, procurement and construction
management services for all aspects of the project, other than
the processing plant.
During 2013, MPSA informed that First Quantum had
acquired its control shares. Immediately after that takeover,
MPSA ordered the suspension of the works, and therefore
instructed JVP to begin with demobilization actions. As of
the date of this Annual Report, JVP is subject to a process of
contractual termination with the client.
EUROPE AND COMMONWEALTH OF INDEPENDENT
STATES (CIS)
Projects developed by TEMIL and their subsidiaries:
Dunkerque LNG (France) - Électricité de France (EDF)This contract, awarded in 2011, is an engineering, procurement
and construction (EPC) contract under a Lump Sum Turn Key
formula (LSTK) for a regasification terminal for liquefied natural
gas (LNG) located in Dunkerque (France) for the customer EDF
(Électricité de France). The plant has a regasification capacity
equal to 13 billion m3 a year. The terminal comprises three
cryogenic tanks with a storage capacity of 190,000 m3 each
and a jetty for the berthing of LNG tank ships with a capacity
of up to 70,000 m3. Approximately 2,400,000 direct hours
are budgeted for construction.TEMIL leads the joint venture with the Spanish company,
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Baltic Sea), in the northwest of Poland.
At December 31, 2013, the physical part of the project is
78% completed. The project is scheduled for completion at
the beginning of 2015.
Zeebrugge LNG (Belgium) - Fluxys LNG
The project was awarded to TEMIL in April 2013 by the
customer Fluxys LNG, the main Transmission System
Operator (TSO) of gas in Belgium and one of the biggest in
Europe. This is an EPC LSTK contract for the expansion of the
LNG regasification terminal, including the commissioning,
start-up and the performance test, at the port of Zeebrugge
in Belgium. Specifically, the scope of the work includes
the construction of the loading arms on the second quay
(including related civil works), interconnecting to the plantand expansion of the fuel gas system.
Sener Ingeniería y Sistemas S.A., in building the plant,
including marine works.
The contract amount is USD 765 million, TEMIL´s share is 50%.
At December 31, 2013, works recorded 40% progress. The
conclusion of the project is scheduled for the end of 2015.
Polskie LNG (Poland) - Polskie LNG (Gaz System)
The scope of the work involves the construction of an LNG
terminal for a regasification capacity of 5 billion m3 a year,
with two tanks with a capacity of 160,000 m3 each and a
jetty. This is an EPC LSTK contract. TEMIL participates in the
project in an agreement with Saipem and the Polish company
PBG. The client is Polskie LNG (owned of Gaz-System S.A.).
The contract was signed in July 2010 and is approximately
worth USD 782 million, TEMIL’s share is USD 261 million.The LNG terminal is being built in Swinoujscie, (a port on the
Dunkerque project (France): Techint E&C, in consortium with Sener, is building an LNG regasification terminal forElectricité de France with an annual capacity of 13 million cubic meters, equivalent to 20 % of the Belgian and Frenchannual consumption of natural gas.
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At the level of the execution plan, TEMIL is in a 50%/50%
joint venture with Sener Ingeniería y Sistemas S.A. The
duration of the project up to when the terminal will be taken
over by the client is expected to be 26 months. The contract
is worth USD 103 million (TEMIL share is USD 51,5).
At December 31, 2013 works recorded 8% progress.
Norilsk – Copper and nickel Plant (Siberia, Russia) - Norilsk Nickel
The project consists of the development of the Front End
Engineering Design (FEED) and obtaining the relevant
permits for the construction of two plants for reducing
emissions of sulfur dioxide (SO2) produced by two existing
copper and nickel treatment plants. These plants are located
in Norilsk, a Siberian city located beyond the Arctic Circle.
The customer, Norilsk Nickel, is one of the world's leading
manufacturers of nickel and palladium and has the largest
reserves in the world of nickel and copper. The contract value
of the project is approximately USD 124 million.
The activities on the copper plant are scheduled for
completion by the end of 2015. At December 31, 2013 total
activities on the copper plant are 63% completed.
Isobutano Rotterdam (Netherlands) - LyondelBasell
For the client LyondelBasell, TEMIL is performing services
for the engineering, procurement and management of the
activities on site, in particular the construction supervision and
commissioning assistance. The scope of the work is a plant
revamping to double capacity with an increase of 63,000 kg/h.
The project is worth more than USD 11 million and completionis scheduled for 2015.
MIDDLE EAST
Yanbu – Solid Handling System (Saudi Arabia) - YASREF
(JV formed by Saudi Aramco Oil Company and China
Petrochemical Corporation (Sinopec))
The Yanbu Export Refinery Project (YERP) includes the
construction of a new grass roots refinery capable of processing
400,000 barrels/day. TEMIL scope includes Engineering,
Procurement, Construction, Commissioning Support and Start-
up of the package related to the movement system for sulfur
and coke, which comprises the following units: Sulfur Pelletizer
& Transport & Storage, Coke Transport & Storage and Industrial
Port Storage & Loadout Facilities.
The molten sulfur is solidified, reduced in pellets and
transported to a loading station. The coke is transported
from the Coke Delayed Coker (outside the work scope) to a
loading station. Finally, coke and the sulfur solids are stored
and loaded on a ship with a ship loader.
The project is worth more than USD 269 million. The client
is YASREF. The project started in October 2010 and at
December 31, 2013 is 91% completed. Conclusion of the
work is estimated for August 2014.
Ruwais Sulfur Handling Terminal 2 (Abu Dhabi, United Arab
Emirates) – Abu Dhabi Gas Industries Ltd. (GASCO) – Abu Dhabi
National Oil Company (ADNOC)
The project is located in Al Ruwais, Abu Dhabi, United Arab
Emirates, and includes engineering, procurement, construction
and commissioning for the construction of a plant for storage
and handling of 11,000 tn of sulfur per day (both liquid and
solid). The project was commissioned by GASCO, an important
Oil & Gas company, which is part of the ADNOC group. The
value of the project is approximately USD 331 million.
Solid sulfur is transported by rail from the GASCO plants,
where it is solidified into pellets. Once unloaded from the
trains, the sulfur is stored in the storage buildings andsubsequently prepared for export through a system of
movement consisting of conveyor belts and a ship loader.
The project started in January 2011, and at December
31, 2013 is 94% completed. The project is scheduled for
completion in the second half of 2014.
Upgrading Hout Onshore Crude Facilities (Saudi Arabia) - Al-Khafji
Joint Operations (KJO)
The project covers the EPC for the upgrading of a petrochemical
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AFRICA
El Ain El Sokhna – Supercritical Thermal Power Plant (Egypt) -
East Delta Electricity Production Company (EDEPC)
The project includes the balance of mechanical plant for
the supercritical thermal power plant at El Ain El Sokhnacomposed of two 650-MW units (about 60 km south of
Suez in Egypt)
The project is worth more than USD 69 million.
The customer is East Delta Electricity Production Company
(EDEPC), owned and controlled by the Egyptian Ministry of
Electricity and Energy. The work began in May 2011 and at
December 31, 2013 is more than 98% complete.
The project is scheduled for completion in September 2014.
plant located in Khafji (Saudi Arabia), near the border with
Kuwait, aimed at maintaining the current production capacity of
50,000 barrels a day.
The process consists of the separation of the emulsified
water and hydrogen sulfide, found in always higherpercentages in extracted crude oil.
The customer is Al-Khafji Joint Operations (KJO), a
partnership between ARAMCO Gulf Operations Company
(AGOC) and Kuwait Gulf Oil Company (KGOC).
This is an EPC LSTK contract worth more than USD 178 million.
Engineering and procurement activities were successfully
completed, and construction activities recorded 94%
progress. The project is expected to be completed by the
second half of 2014
Ruwais project: in the Arab Emirates Techint E&C is building a sulphur handling terminal. The project consists of aterminal to receive, store and export 22,000 Tons per day of granulated sulphur coming from Habshan and Shah plantsvia rail network.
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ENGINEERING
The engineering department, with the incorporation of
Milan and India offices, is currently structured to executed
about 1,7 million man-hours per year.
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): Development
of detail engineering of the dam and other facilities of the project.
Axion Energy (Argentina): Feasibility studies; concept
engineering; basic and/or extended basic engineering; processunits and services of the Campana Refinery Expansion Project.
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LimaPerú
Santiago
Chile
Buenos Aires
Argentina
MilánItalia
São PauloBrasil
BombayIndia
BogotáColombia
OUR ENGINEERING OFFICES
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YPF (Argentina): Development of engineering (concept / basic
/ extended basic) at new facilities and/or plants or modifications
to existing facilities and/or plants, belonging to the different
YPF’s business units in Argentina.
Comperj (Brazil): Engineering of the project for execution of
the Delayed Coking Unit, Power Substations and other works
for Rio de Janeiro Petrochemical Complex.
Platform P-76 (Brazil): Engineering services including
technical analysis of FEED and basic engineering under a JV
with Technip for Petrobras.
Direct Reduced Iron (DRI) Plant – Vale (Brazil): Engineering
studies for a steel production plant based on Direct Reduced
Iron (DRI).
Solvents Extraction and Electrowinning Plant - Antucoya
Project for Bateman Chile S.A. (Chile): Detail engineering
for final client Minera Antucoya, including engineering on
Extraction Trains, Loaded Organic Matter Ponds, Refining and
Electrolyte Post Decanters, Electrolyte Pumping Systems,
Electrolytic, Rectifying Transformers and Bar Systems, Gantry
Cranes, Cathode Washing and Removing Machine.
Consulting Services Project – Oleoducto Central S.A.
(Colombia): Concept engineering, including analysis and
selection of alternatives. This contract was awarded in March
2013 and it was completed in September 2013.
Shushufindi Field Project (Ecuador): Development of
engineering (basic or detail) in new facilities and/or plants,
or in changes to existing facilities and/or plants, in relation to
hydrocarbon exploitation fields; preparation of documents
necessary for: specification of equipments and materials, sub-
contracts for accessory/supplementary works and services
(civil, electricity, mechanical, etc.), and the relevant assembly.
Basic Engineering for Pesquería Thermal Power Plant(Mexico): Development of basic engineering for a power
generation plant consisting in a Combined Cycle Power
Plant with a 3 x 1 arrangement, related to a 400kW
Power Substation. Basic engineering for transmission line
between the 400kW Power Substation and the Ternium
Pesquería Plant.
Cangrejera Ethane Pipeline (Mexico): Detail engineering
according to the client’s design bases, technical procurement
for material and equipment, management of tests on site
and ex works (at the factory).
Naranjos Facilities (Mexico): Detail engineering for this
project including, among other activities, facilities design, on-
site assistance during construction, testing, commissioning
and performance test; material specifications, issuance of
BOM, HAZOP, etc.
Gas Compression Station KP127 (Peru): Basic and detail
engineering, procurement management of main equipment
for Transportadora de Gas del Peru.
Norilsk Copper - Sulfur Recovery Plant: Completion of
tests on pilot plants, engineering activities for Front End
Engineering Design.
ENEL (Ente Nazionale per l´Energia elettrica ) Nuclear
Plant Mochovce - Auxiliary Unit Design: Project validation
task completion, completing tasks of detail engineering
for piping and supports. Other engineering services at thetechnical department of the site and ENEL offices.
APG (Associated Petroleum Gas) SIBUR: Preliminary
project for LPG recovery from the associated gas.
LNG Dunkerque: Continuation of the detail design activities
for the regasification terminal.
Sulfur Terminal 2 Ruwais: Technical office activities on site,
functional tests for Distributed Control System (DCS) andtelecommunication system.
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PROCUREMENT
The main actions of Procurement were related to the projects
in progress stated in the section Engineering and Construction,
and also to the bidding processes carried out in this period.
The goals set for this twelve-month period go deeper into
the global strategy of Procurement and the continuous
improvement process started in previous stages, focusing
on enhancing the Company’s competitiveness based on the
following initiatives:
Global: Permanent improvement in IT tools and systems
tools applied to the management, getting efficiency,
standardization of processes and procedures and uniformity.
Thorough analysis of the competitors in the market,
identifying both technical and commercial opportunities for
the Company, with the goal of increasing our potential in bids
and our efficiency in the projects in progress (environment,
safety, productivity, reliability, etc.).
Such activity is supported by a scouting and sourcing
process, which started in 2011 and which was instrumented
through the execution of long-term agreements with
alternative supply sources.
Policies and Procedures: The Company kept on developing
new procedures and processes jointly with the AuditDepartment and the Improvement Committee, which ensure
the global application of best practices so as to optimize
management transparency and cost efficiency.
Workshops: several activities were conducted, with a
focus on keeping practices and processes aligned and
strengthening the implementation of IT tools, such as the
Suppliers’ Portal, the bidding portal, and the bid system
(PReMO), in order to intensify their use.
Full revision of the methodologies used in European Sector,
in order to take all the appropriate actions necessary to
achieve full alignment with the Company.
Involvement of the Procurement department in the bid phase
Such activities and principles will be reinforced so as to keep
on identifying opportunities, at Company level as well as in
the market.
TECHINT E&C EQUIPMENT DIVISION
During the period, the Equipment Management sector
completed the implementation of a reengineering process
for this area, aimed at optimizing investment in construction
equipments and their allocation to projects, reducing
operating costs, by means of the improvement, among
other aspects, of efficiency and efficacy of repairs, building
a differentiating and competitive improvement factor, and
increasing productivity in projects.
This Division completed the implementation of new control
tools , and this enabled the follow-up of this management
through key performance indicators.
The investment value in equipment, machinery and vehicles
for the twelve-month period was USD 35 million.
HEALTH, SAFETY AND ENVIRONMENT (HSE)
TECHINT E&C has consolidated its preventive management(industrial safety, occupational health and environmental
protection) as an intrinsic value of its activities, by assigning
high priority to such management. The Company focused
on the effectiveness and productivity of preventive tools, by
means of the implementation of the Integrated Management
System (IMS).
The IMS is based on the principles of self-management
and good practices, which are possible taking into account
a key factor: thoroughness and discipline in operations,thus promoting the culture of prevention, starting with
self-reflection and effective actions to apply the IMS on a
constant and effective basis in each scenario.
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A N N U A L R E P O R T
2 0 1 3
The IMS, endorsed by our clients, has been certified
under the most stringent international standards set forth
in ISO 14.001:2004 and OHSAS 18.001:2007, for all the
projects of the Company.
The sustainable reduction of global accident rates proves
the IMS to be sound and shows the strong commitment to
prevention at all Company levels, which is acknowledged as
a value by all clients.
Management’s leadership has strongly contributed to
creating commitment in the entire Organization so as to
minimize the recurrence of incidents and accidents, in
addition to taking actions related to equipment and facilities
as well as safety at the workplace.
We must state that preventive actions in the period have
achieved the following:
Safety: low loss results.
Predictability: planning and compliance with such plans.
Thoroughness: in preventive tools with high Company’s
standards.
Transparency: timely communication, participative discussionand traceability of decisions.
Professionalism: rational and methodic actions.
HR Development: preventive training, awareness and
opportunity for growth.
Consolidation in the use of indicators: to improve
performance and a timely decision-making.
QUALITY
The Company established and sustains a Management
Policy focusing its efforts on meeting and exceeding the
expectations of its clients, shareholders, collaborators,
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In Argentina, Techint E&C is carrying out the management of the Cerro Negro mining project, which includes theconstruction management of 60 km of a 132 kV line and a transforming station.
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T E C H I N T
E & C
S . A .
suppliers and the communities where it operates.
In particular, the Company has specially focused on
improving the reliability of the products offered and services
rendered.
The Company is clearly oriented to continuous improvement,
and it pays special attention to efficiency, simplification of
processes and value added in each of its operations.
During 2013, the following actions have been completed,
among others:
Increasing progress in the Knowledge Management Project,
including tools for capturing lessons learned in projects at
all levels.
Development of a new model of simplified performance
indicators scorecard to be implemented in all Company’s
processes.
Systematic analysis of client’s satisfaction in the different
projects, and reporting to the Management for the purposes
of centralized decision-making.
Consolidation of staff teams for projects. Rotations
and training.
During 2013, the Company received two external audits from
Det Norske Veritas to verify compliance with standards ISO
9001:2008, with positive results.
The Company has maintained and consolidated a directionfocused on the adoption for its projects of standardized
methodologies based on experience, as well as the
reliance on truthful, updated and transparent information
so as to minimize risks, avert problems and ensure
the predictability of results in order to comply with its
commitment to meet and exceed the expectations of all
related stakeholders.
TECHNOLOGY AND IT SYSTEMS
During the period, progress continued to be made in
several IT internal 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:
Completion of the project for the implementation of new
SAP modules for HR management.
Internal scorecards for the Procurement and HSE-MASS areas.
Launching of a project for control and follow-up of purchases.
Expediting system.
Progress was made in the implementation of the Company’s
new Web Site.
Progress was also made in an internal review project to
detect needs for implementation of new tools, with a
higher integration for Engineering, Material Management,
Procurement, Planning, Management Control, and Document
Management processes.
Launching of the project for integration of Engineering tools
2D / 3D Intergraph SmartPlant and completion of the 4D
pilot project, integrating Smartplant Schedule Review with
Primavera.
Completion of the implementation of the SAP – GRC Access
Control solution, to facilitate and improve access control and
permit allocation within SAP.
SAP“Go Live
” to replace the SAP system which was used in
the European Sector; as a consequence of such launching, may
training activities are being conducted which involve all users.
In order to offer standalone technological infrastructure and to
increase its level of reliability, it was decided to install a new
Data Center, which is administered by a subcontractor company
located in Milan, having a Tier 3+ certification; such Data Center
will become integrated to the corporate information system.
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T E C H I N T
E & C
S . A .
In San Juan, Argentina, Techint E&C is carrying out the Punta Negra Hydroelectric Station project, constituted by a dam that willgenerate a reservoir with a surface of 1,214 hectares, and a hydroelectric powerplant with two turbines of 31.1 MW each.
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A N N U A L R E P O R T
2 0 1 3
SPECIALCONSOLIDATEDFINANCIAL STATEMENTS
TWELVE-MONTH PERIOD ENDED DECEMBER 31, 2013
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T E C H I N T
E & C
S . A .
In the northwest of the province of Santa Cruz, Argentina, the location of the Deseado Massif, the source ofmineralizations bearing gold and silver, Techint E&C is managing the work of the contractors of the client GoldCorp.
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T E C H I N T
E & C
S . A .
ALL AMOUNTS IN USD THOUSANDS
ASSETS
Non-current assets
Property, plant and equipment (PP&E)
Intangible assets
Investments accounted for using the equity method
Other investments
Non-current tax assets
Trade and other receivables
Deferred income tax assets
Total non-current assets
Current assetsInventories
Derivative financial instruments
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
354,478
10,687
10,066
7,567
33,319
271,114
81,572
768,803
41,782
4,119
70,568
797,188
72,276
165
12
576,242
1,562,352
2,331,155
4
5
6
7
8
15
9
26
8
11
7
12
DEC 31, 2013 (*)
SPECIAL CONSOLIDATED STATEMENT
OF FINANCIAL POSITION
Twelve-month period ended December 31, 2013
NOTES
(*) See note 2.a
The accompanying notes are an integral part of these special consolidated financial statements.
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T E C H I N T
E & C
S . A .
ALL AMOUNTS IN USD THOUSANDS
Revenues from construction contracts and other services
Cost of revenue
Gross profit
General administrative and selling expenses
Other operating results
Operating income
Financial income
Financial costs
Result from investments accounted for using the equity method
Income before income tax
Income tax expense
Net Income (1)
(1) Attributable to:
Equity holders of the Company
Non-controlling interests
Net Income
2,316,134
(2,005,873)
310,261
(180,215)
(12,235)
117,811
34,852
(22,741)
5,848
135,770
(52,509)
83,261
78,974
4,287
83,261
27
27
29
28
28
6
30
DEC 31, 2013 (*)NOTES
SPECIAL CONSOLIDATED INCOME STATEMENT
Twelve-month period ended December 31, 2013
(*) See note 2.a The accompanying notes are an integral part of these special consolidated financial statements.
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A N N U A L R E P O R T
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Net Income
Other comprehensive income:
Items that will not be reclassified to profit or loss
Increase of revaluation of PP&E net of tax
Decrease of revaluation of PP&E net of tax
Pension Plan Benefits
Subtotal items that will not be reclassified to profit or loss
Items that may be subsequently reclassified to profit or loss
Currency translation differences
Cash flow hedgeSubtotal items that may be subsequently reclassified to profit or loss
Other comprehensive income for the twelve-month period, net of tax
Total comprehensive income for the twelve-month period (2)
(2) Attributable to:
Equity holders of the Company
Non-controlling interest
83,261
59,358
(2,798)
(1,935)
54,625
(83,676)
830
(82,846)
(28,221)
55,040
53,936
1,104
55,040
4
4
SPECIAL CONSOLIDATED STATEMENT
OF COMPREHENSIVE INCOME
Twelve-month period ended December 31, 2013
ALL AMOUNTS IN USD THOUSANDS NOTES DEC 31, 2013 (*)
(*) See note 2.a The accompanying notes are an integral part of these special consolidated financial statements.
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T E C H I N T
E & C
S . A .
Balance at December 31, 2012
Net income for the twelve-month period
Other comprehensive income
Increase of revaluation of PP&E net of tax
Decrease of revaluation of PP&E net of tax
Depreciation of reserve for PP&E revaluation surplus net of tax Decrease of reserve for revaluation surplus due to PP&E disposal net of tax
Pension Plan Benefits
Cash flow Hedge
Currency translation differences
Total comprehensive income for the twelve –month period
Capital increase approved by the Extraordinary Shareholders’ meeting held on 03.15.13
Incorporation of subsidiary – TEIC
Resolution of the Shareholder´s meeting held on 10.21.13:
Board of Directors' fees Legal Reserve
Reserve for future dividends
Incorporation of subsidiary - TEMIL
Irrevocable contributions approved by the Board of Director´s meeting held on 12.06.13
Changes in non-controlling interests – Dividend distribution
Balance at December 31, 2013
LEGAL
RESERVE
–
–
–
–
–
–
–
–
–
–
–
–
–1,216
–
–
–
–
1,216
CAPITAL
STOCK
3
–
–
–
–
–
–
–
–
–
709,178
–
––
–
–
–
–
709,181
IRREVOCABLE
CONTRIBUTIONS
–
–
–
–
–
–
–
–
–
–
–
–
––
–
–
67,300
–
67,300
SPECIAL CONSOLIDATED STATEMENT
OF CHANGES IN EQUITY
Twelve-month period ended December 31, 2013(*)
ALL AMOUNTS IN USD THOUSANDS
4
4
4
4
1
1
NOTES
(*) See note 2.a
The accompanying notes are an integral part of these special consolidated financial statements
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A N N U A L R E P O R T
2 0 1 3
CAPITAL
SURPLUS
–
–
–
–
–
–
–
–
–
–
–
94,654
––
–
(3,631)
–
–
91,023
CUMULATIVE
TRANSLATION
DIFFERENCES
–
–
–
–
–
–
–
–
(80,143)
(80,143)
–
(129,142)
––
–
1,870
–
–
(207,415)
RESERVE
FOR PP&E
REVALUATION
SURPLUS
–
–
59,287
(2,798)
(7,133)
(3,174)
–
–
–
46,182
–
34,300
––
–
–
–
–
80,482
RETAINED
EARNINGS
–
78,974
–
–
7,133
3,174
–
–
–
89,281
–
–
(21)(1,216)
(29,000)
–
–
–
59,044
RESERVE
FOR CASH
FLOW HEDGE
–
–
–
–
–
–
–
830
–
830
–
188
––
–
7
–
–
1,025
RESERVE FOR
PENSION
PLAN
BENEFITS
–
–
–
–
–
–
(2,214)
–
–
(2,214)
–
–
––
–
(317)
–
–
(2,531)
RESERVE
FOR FUTURE
DIVIDENDS
–
–
–
–
–
–
–
–
–
–
–
–
––
29,000
–
–
–
29,000
TOTAL
3
78,974
59,287
(2,798)
–
–
(2,214)
830
(80,143)
53,936
709,178
–
–
(21)–
–
(2,071)
67,300
–
828,325
NON -
CONTROLLING
INTERESTS
–
4,287
71
–
–
–
279
–
(3,533)
1,104
–
19,460
–
––
–
862
–
(6,678)
14,748
TOTAL
EQUITY
3
83,261
59,358
(2,798)
–
–
(1,935)
830
(83,676)
55,040
709,178
19,460
–
(21)–
–
(1,209)
67,300
(6,678)
843,073
ATTRIBUTABLE TO THE COMPANY´S EQUITY HOLDERS
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T E C H I N T
E & C
S . A .
Cash flows from operating activities
Net Income for the twelve-month period
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
Inventories valuation allowance
Income Tax accrued
Gain from the sales of PP&EImpairment loss
Interest accrued from trade and other receivables
Interest accrued from borrowings
Result from other investments
Result from investments accounted for using the equity method
Other, including currency translation differences
Changes in balances corresponding to:
Trade accounts receivable and tax assets
InventoriesTrade and other payables and tax liabilities
Assets of disposal group classified as held for sale
Income tax payments
Other liabilities
Board of Director´s fees
Changes in non-controlling interests
Net cash generated by operating activities
83,261
50,244
4,167
(5,985)
(12,276)
18,858
10,905
52,509
(5,510)
5,535
(2,941)
5,101
(391)
(5,848)
(4,569)
89,697
21,290(27,384)
864
(42,219)
(110,929)
(21)
(6,678)
117,680
4
5
8
9
30
29
4
7
6
SPECIAL CONSOLIDATED STATEMENT
OF CASH FLOWS
Twelve-month period ended December 31, 2013
ALL AMOUNTS IN USD THOUSANDS DEC 31, 2013 (*)NOTES
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Cash flows from investing activities
Proceeds from disposal of PP&E
Purchases of PP&E
Purchases of intangible assets
Other investments and investment accounted for using the equity method (net)
Dividend collected from investments accounted for using the equity method
Effect of Group’s restructure operation
Increase due to business combination
Net cash generated by investing activities
Cash flow from financing activities
Shareholders contributionProceeds from borrowings
Repayments of borrowings
Net cash generated by financing activities
Net increase in cash and cash equivalents
Cash and cash equivalents at the beginning of the twelve- month period
Effect of exchange rate changes
Cash and cash equivalents at the end of the twelve-month period
Non-cash transactions
Capital Increase
Increase of revaluation of PP&E, net of tax effects
Decrease on revaluation of PP&E, net of tax effects
Pension plan benefits
Finance leases
Cash flow hedge
19,708
(55,643)
(4,301)
15,027
1,091
268,088
172,440
416,410
67,300
46,282
(64,681)
48,901
582,991
–
(17,168)
565,823
709,178
59,358
(2,798)
(1,935)
(5,434)
830
5
1
1
12
4
4
SPECIAL CONSOLIDATED STATEMENT
OF CASH FLOWS (cont’d.)
Twelve-month period ended December 31, 2013
ALL AMOUNTS IN USD THOUSANDS DEC 31, 2013 (*)NOTES
(*) See note 2.a
The accompanying notes are an integral part of these special consolidated financial statements
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T E C H I N T
E & C
S . A .
In Argentina, the Punta Negra Hydroelectric Station project is advancing successfully on all working fronts, enriched by the experience of a great team of co-workers.
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INDEX TO THE NOTES TO THE SPECIAL
CONSOLIDATED FINANCIAL STATEMENTS
Basis of preparation
Consolidation
Foreign currency translation
Use of estimates
Property, plant and equipment (PP&E)
Intangible assets
Impairment of non-financial assets
Financial assets
Offsetting financial instruments
Derivative financial instruments
Inventories
Construction contracts work
in progress
Other investments
Trade and other receivables
Trade and other payables
Cash and cash equivalents
Equity
Borrowings
Current and deferred income tax
Employee benefits
Provisions
Revenue recognitionLeases
Assets of disposal group classified
as held for sale
General Information
Accounting policies
1.
2.
a.
b.
c.
d.
e.
f.
g.
h.
i.
j.
k.
l.
m.
n.
o.
p.
q.
r.
s.
t.
u.
v.w.
x.
3.
4.
5.
6.
7.
8.
9.
10.
11.
12.
13.
14.
15.16.
17.
18.
19.
20.
21.
22.
23.
24.
25.26.
27.
28.
29.
30.
31.
32.
33.34.
Financial risk management
Property, plant and equipment (PP&E)
Intangible assets
Investments accounted for using
the equity method
Other investments
Trade and other receivables
Inventories
Financial instruments by category
Assets of disposal group classified
as held for sale
Cash and cash equivalents
Capital stock
Borrowings
Deferred income taxesTrade and other payables
Other liabilities
Provisions
Employee benefits
Participation in Joint Ventures
Contingencies and commitments
Restricted assets
Claims Receivables
Related party transactions
Principal SubsidiariesDerivative financial instruments
Cost of revenue and expenses by nature
Financial results
Other operating results
Income tax
Main contracts in progress
Contract with customer under judicial
recovery - WHP 1 and WHP 2 Platforms -
OSX WHP 1 & 2 Leasing Group B.V. (“OSX”)
Group´s restructure operationSubsequent events
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T E C H I N T
E & C
S . A .
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
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NOTE 1.
GENERAL INFORMATION
LEGAL INFORMATION
Techint E&C Sociedad Anónima (Ex PROSAT S.A.) (“TECHINT
E&C”), a company controlled by Techint Investments N.V. is
a part of the Techint Group (“TG”). TECHINT E&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 special consolidated financial statements to
“TECHINT E&C” or “Company” refer to TECHINT E&C S.A.
and its consolidated subsidiaries.
The Company was organized on July 4, 2012, originally
under the name PROSAT S.A., and its by-laws were written
according to the rules and regulations in force in Uruguay and
approved by the Uruguayan Domestic Audit Office (Auditoría
Interna de la Nación - AIN) on August 10, 2012.
In February 2013, a Special General Shareholders’ Meeting of
the Company changed the end of the Company’s fiscal year
to December 31 each year, and such change was effective as
from this year. On August 26, 2013, a Special Shareholders’
Meeting resolved to change the original corporate name of
the Company to Techint E&C Sociedad Anónima, and this
resolution was approved by AIN on May 14, 2014.
The Company holds the following direct investments:TEI&C S.A. (hereinafter, “TEIC”): Uruguayan company (100%)
Techint Ingeniería y Construcciones S.L.U. (hereinafter,
“TIC”): Spanish company, (100%), company merged with
Preglosid S.L.U. on July 24, 2013.
These special consolidated financial statements were approved
for issue by the Company’s Board of Directors on April 29, 2014.
CHANGES IN TECHINT E&C
On March 14, 2013, the Company acquired all the outstandingshares of TEIC, a company organized under Uruguayan laws,
and by virtue of this transaction it assumed a debt payable
to the controlling shareholder, Techint Investments N.V. On
March 15, 2013, a Special General Shareholders’ Meeting of
the Company decided to accept the capital contribution by
means of capitalization of a debt.
By virtue of the new business guidelines, TEIC provided for
a dividend in kind for the sum of USD 349,568 to be paid to
TECHINT E&C, through which payment it transferred all the
interests of the Spanish subsidiaries TIC and PREGLOSID
SLU, which companies consolidate the provision of
engineering, construction and management services mainly
of their subsidiaries in Argentina, Ecuador, Canada, Central
America, Netherlands and Mexico.
As a result of these transactions, TEIC focussed on
engineering, construction and management services,
especially of its subsidiaries in Brazil, Chile, Colombia, Peru,
and Uruguay.
CHANGES IN TECHINT E&C´SUBSIDIARIES
In April 2013, Techint S.A. de C.V. (“TEMEX”) acquired 100%
of a subsidiary in the United States of America, Techint
Engineering Technical and Commercial Services LLC, which
company has not started to operate yet. Also in April 2013,
the Special and Regular General Shareholders’ Meeting of
the ecuatorian company Construcciones y Prestaciones
Petroleras S.A. (“CPP”) capitalized contributions made by TIC.
On June 3, 2013, the Company decided to increase the
capital stock of TIC in Euro 13,804 thousand, equivalent to
USD 17,595 and this was charged to “Other shareholders’
contributions.”
On June 28, 2013, Techint Ingeniería y Construcción Bolivia
S.A. (“TEBOL”), increased its Capital for the amount of
USD 19.9 million by the partial capital ization of Techint
International Construction Corp. (TENCO) (“TENCO”)’s
last year contribution. Then TEBOL reduced its Capital byoffsetting accumulated losses in USD 19.7 million.
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
On July 24, 2013, the merger of TIC with Preglosid SLU was
registered with the Business Registry of Madrid, effective
as from January 1, 2013. Such merger took place within a
restructuring process intended to concentrate the equity
and activity in the absorbing company, with the resulting
simplification of management and administration of the
business, by means of the adjustment of legal structures into
a single corporate unit.
On October 9, 2013, at a Board of Director’s Meeting,
TENCO decided to subscribe and register all the capital
stock of a new subsidiary in Uruguay, under the name of
“Wisdery S.A.”.
On November 11, 2013, as a consequence of a Group’s
strategic decision, TE&C Investments Netherlands B.V.
(formerly known as B.V. de Nieuwe Weg.) (“TE&C”) acquired
from two related companies 100% of their shares in the italian
company Techint Compagnia Tecnica Internazionale S.pA.
(“TEMIL”), which company, in turn, holds participating interests
in other companies in Europe, Asia and Africa.
On December 6, 2013, TIC received from the Company a
new contribution to its own funds for USD 68,000.
On December 9, 2013, Techint Chile S.A. (“TECHI”) and
Bechtel Chile Ltda, created two new companies in Chile:
“Ingeniería y Construcción Bechtel Techint EWS Ltda.” and
“Bechtel Techint Servicios Complementarios Ltda.”, being inboth cases TECHI’s participation 40% and Bechtel’s 60%.
On such same date, TEMIL became the owner of 100% of
Verrinvest Luxembourg S.A.
For the purposes of reestablishing the working capital of
TEMIL, on December 18, 2013, TE&C made a contribution for
USD 48,121 to cover accumulated losses, and on December
20, it also granted a financial loan for Euro 15 million.
On December 19, 2013, 100% of the investment in TechbauS.p.A. held by TEMIL was sold to third parties, which resulted
in a loss of Euro 10,192 equivalent to USD 13,894, included in
“Other operating results.”
On December 20, 2013, TENCO decided to make a
contribution for the amount of USD 12 million in the
uruguayan subsidiary Flinwok S.A. in order to reinforce
the financial position of its Uruguayan subsidiary Techint
Compañía Técnica Internacional S.A.C.I. (“TEURU”), Flinwok
used such funds to make a contribution for the total amount
of USD 13 million. On such same date, TEMIL sold the
whole investment in Limited Liability Company TMR –
Federazione Russa.
During this twelve-month period, the argentine company
Techint Compañía Técnica Internacional S.A.C.I. (“TEARG”)
increased its capital stock through the capitalization of
irrevocable contributions as partial payment for future
subscriptions of capital stock made in October 2012, and a
new contribution received from the controlling shareholder
in September 2013. Besides, the argentine holding Techint
Inversiones S.A.I.F. (“TEINVA”) capitalized irrevocable
contributions as partial payments for future subscriptions
of capital stock made by its shareholders in October 2012.
NOTE 2.
ACCOUNTING POLICIES
The principal accounting policies applied in the preparationof these special consolidated financial statements are set
out below.
a. BASIS OF PREPARATION
COMPARATIVE INFORMATION
The Company began to operate upon the incorporation of
TEIC (see Note 1), which was made effective based on the
consolidated financial statements of TEIC as of December
31, 2012. These special consolidated financial statements
comprise the special twelve-month period ended onDecember 31, 2013.
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
During the first period of activity, from July 4, 2012 to
December 31, 2012, the Company only received a capital
contribution commitment for incorporation purposes; it made
no other transactions.
The information of the Company’s balances, on a comparative
basis, as of the December 31, 2012 is shown below:
SPECIAL CONSOLIDATED STATEMENT
OF FINANCIAL POSITION
For the period ended December 31, 2012
SPECIAL CONSOLIDATED STATEMENT
OF CHANGES IN EQUITY
For the period ended December 31, 2012
ALL AMOUNTS IN USD THOUSANDS
ALL AMOUNTS IN USD THOUSANDS
Assets
Current assets
Trade and other receivables
Other receivables
Total Assets
Equity
Capital Stocks
Total Equity
Initial Capital
Balance at December 31. 2012
DEC 31, 2012
3
3
3
3
3
3
3
CAPITAL
STOCK
3
3
TOTAL
3
3
NON -
CONTROLLING
INTERESTS
–
–
TOTAL
EQUITY
3
3
ATTRIBUTABLE TO THE COMPANY´S
EQUITY HOLDERS
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
ACCOUNTING POLICIES
These special 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, and translation of
subsidiaries whose functional currency is the currency of a
hyperinflationary economy. The special consolidated financial
statements are presented in thousands of U.S. dollars
(“USD”), which is the functional currency of TECHINT E&C.
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 special
consolidated financial statements, are disclosed in note 2.d.
CHANGES IN ACCOUNTING POLICY AND DISCLOSURES
Standards and amended standards mandatory for the first time
for the Financial Statements beginning January 1, 2013 and
adopted by the Company
IFRS 10, “Consolidated financial statements”
In May 2011, the IASB issued IFRS 10, “Consolidatedfinancial statements”. IFRS 10 replaces all of the guidance
on control and consolidation in IAS 27 and SIC-12. The new
definition of control sets out the following three elements:
power over the investee; exposure, or rights, to variable
returns from involvement with the investee; and the ability
to use power over the investee to affect the amount of the
investor’s returns. The adoption of the standard did not have
a material impact on the presentation of the Company’s
results of operations, financial position or cash flows.
International Accounting Standard (“IAS”) 1 (amended 2011),
“Presentation of financial statements”
In June 2011, the IASB issued IAS 1 (amended 2011),
“Presentation of financial statements”. The amendment
requires entities to separate items presented in Other
Comprehensive Income into two groups, based on whether
or not they may be recycled to profit or loss in the future.
See impact of the application in the special consolidated
statement of comprehensive income
IFRS 11 “Joint Arrangements” and IAS 28 (amendment)
“Associates and Joint Ventures”
In May 2011, the IASB issued IFRS 11, “Joint Arrangements”.
IFRS 11, supersedes the current IAS 31 about joint ventures,
and under this standard investments in joint arrangements are
classified either as joint operations or joint ventures, depending
on the contractual rights and obligations each investor has rather
than just the legal structure of the joint arrangement. Joint
operations arise where a joint operator has rights to the assets
and obligations relating to the arrangement and hence accounts
for its interest in assets, liabilities, revenue and expenses. Joint
ventures arise where the joint operator has rights to the net
assets of the arrangement and accounts for its interest under
the equity method. Proportional consolidation of joint ventures
is no longer allowed. The adoption of the standard did not have a
material impact on the presentation of the Company’s results of
operations, financial position or cash flows.
IAS 28 has been amended to include the requirements for
joint operation to be accounted for under the equity methodfollowing the issuance of IFRS 11.
IFRS 12, “Disclosures of interest in other entities”
In May 2011, the IASB issued IFRS 12, “Disclosures
of interest in other entities”. This standard includes the
disclosure requirements for all forms of interest in other
entities. The adoption of the standard did not have a material
impact on the presentation of the Company’s results of
operations, financial position or cash flows.
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
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IFRS 13, “Fair value measurement”
In May 2011, the IASB issued IFRS 13, “Fair value
measurement”. IFRS 13 explains how to measure fair value
and aims to enhance fair value disclosures. According to IFRS
13, this standard has been applied prospectively from the
beginning of the annual period in which it is initially applied.
The disclosure requirements of this IFRS do not need to be
applied to compare information provided for periods prior to
the initial application of this IFRS. The main impact relates to
new disclosures and there is no impact on the presentation
of the Company’s results of operations, financial position or
cash flows. See note 10 “Determining fair values”.
IAS 19 (amended 2011), “Employee benefits”
In June 2011, the IASB issued IAS 19 (amended 2011),
“Employee benefits”, which makes significant changes to the
recognition and measurement of defined benefit pension
expense and termination benefits and to the disclosures for
all employee benefits. The standard did not have a material
impact on the Company’s results of operations, financial
position or cash flows.
There are not other standards, amendments to standards and
interpretations to existing standards which are effective for
the Company for the twelve-month period ended December
31, 2013 relevant to the operation of the Company, and
therefore, no impact resulted from the application of those
standards, amendments and interpretations on these special
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 twelve-month period ended
December 31, 2013:
IFRS 9 “Financial Instruments”In November 2009 and October 2010, the IASB issued IFRS 9.
This addresses the classification and measurement of financial
assets and it is likely to affect the Company’s accounting for its
financial assets. The standard is not applicable until January 1,
2015, but is available for early adoption.
IAS 32 (amendment) “Financial instruments: Presentation”,
offsetting of financial assets and financial liabilities
The IAS 32 amendment is mandatory for periods beginning on
or after January 1, 2014 and it is to be applied retroactively.
IAS 36 (amendment) “Impairment of assets”, recoverable
amount disclosures for non-financial assets”
The IAS 36 amendment is mandatory for periods beginning
on or after January 1, 2014.
IAS 39 (amendment) “Financial instruments: Recognition and
Measurement”, “Novation of Derivatives and Continuation of
Hedge Accounting”
The IAS 39 amendment is mandatory for periods beginning
on or after January 1, 2014.
The Company is currently in the process of evaluating the
impact on the Consolidated Financial Statement derived from
the application of these new standards.
b. CONSOLIDATION
SUBSIDIARY COMPANIES
Subsidiaries are all entities over which TECHINT E&C has
control. TECHINT E&C controls an entity when it is exposed
to, or has rights to, variable returns from its involvement withthe entity and has the ability to affect those returns through
its power over the entity. Subsidiaries are fully consolidated
from the date on which control is exercised by the Company
and are no longer consolidated from the date control ceases.
The purchase method of accounting is used to account for
the acquisition of subsidiaries by TECHINT E&C.
The cost of an acquisition is measured as the fair value of the
assets given, equity instruments issued and liabilities incurredor assumed at the date of acquisition. Acquisition-related
costs are expensed as incurred. Identifiable assets acquired,
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
liabilities and contingent liabilities assumed in a business
combination are measured initially at their fair values at the
acquisition date. Any non-controlling interest in the acquiree is
measured either at fair value or at the non controlling interest’s
proportionate share of the acquiree’s net assets.
The excess of the aggregate of the consideration transferred
and the amount of any non-controlling interest in the acquiree
over the fair value of the identifiable net assets acquired is
recorded as goodwill. If the cost of acquisition is less than
the fair value of the net assets of the subsidiary acquired, the
difference is directly recognized 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 special
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 as capital surplus.
In case of disposal related to companies under common
control, the assets and liabilities of such companies (and
their respective subsidiaries) are accounted for at the
predecessor’s bookvalues, reflecting the carrying amountof such assets and liabilities disposed of the Company.
Accordingly, the special consolidated financial statements
exclude the financial position of the abovementioned
companies at their carrying book values and no adjustment
has been made to reflect fair values at the time of disposal.
The difference between the considerations paid and the
carrying book value of the assets and liabilities of the entities
derecognized is charged to equity.
Material intercompany transactions, balances and unrealizedgains (losses) on transactions between TECHINT E&C
and its subsidiaries have been eliminated in consolidation.
Accounting policies of subsidiaries have been changed
where necessary to ensure consistency with the policies
adopted by TECHINT E&C.
According to the laws of the countries of certain subsidiaries,
a portion of the profit of the 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 special consolidated financial statements
for the list of principal consolidated subsidiaries.
TRANSACTIONS AND NON-CONTROLLING INTERESTS
The Company treats transactions with non-controlling interests
as transactions with equity owners of TECHINT E&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 TECHINT E&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 TECHINT E&C has
significant influence but not control, generally accompanying
a shareholding of between 20% and 50% of the votingrights (see note 6). Investments in associated companies
are accounted for by the equity method 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.
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.
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
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 recognize further losses, unless it has incurred obligations
or made payments on behalf of the associated companies.
Unrealized gains on transactions between TECHINT E&C and its
associated companies are eliminated to the extent of TECHINT
E&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 ARRANGEMENTS
A joint arrangement is a contractual agreement whereby the
parties engage in a business activity which is subject to joint
control. There is joint control only when the decisions on
relevant activities require the unanimous consent of the parties.
Under IFRS 11, “Joint arrangements”, and IAS 28,
”Investments in associates and joint ventures”, investments
in which two or more parties have joint control must be
classified as a "joint operation", when the parties have rights
to the assets and obligations relating to the arrangement
or, as a "joint venture" when the parties have rights to the
net assets of the arrangement. Taking into account such
classification, joint operations are consolidated line by line
according to TECHINT E&C’s interest, whereas joint venturesare recorded according to the equity method.
Investments classified as joint ventures are included in the
account “Investments accounted for using the equity method”
in the Special Consolidated Statement of Financial Position.
Under the equity method of accounting, interests in joint
ventures are initially recognized at cost and adjusted
thereafter to recognize the Company’s share of the post-
acquisition profits or losses and movements in othercomprehensive income. When the Company’s share of
losses in a joint venture equals or exceeds its interests in the
joint ventures (which includes any long-term interests that,
in substance, form part of the Company’s net investment in
the joint ventures), the Company does not recognize further
losses, unless it has incurred obligations or made payments
on behalf of the joint ventures.
Unrealized gains on transactions between the Company
and its joint ventures are eliminated to the extent of the
Company’s interest in the joint ventures. Unrealized losses
are also eliminated unless the transaction provides evidence
of an impairment of the asset transferred.
Accounting policies of the joint ventures have been changed
where necessary to ensure consistency with the policies
adopted by the Company.
c. FOREIGN CURRENCY TRANSLATION
i. FUNCTIONAL AND PRESENTATION CURRENCY
Items included in the special consolidated financial statements
of each entity in which TECHINT E&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 special consolidated financial statements
are presented in thousands of USD, which is the functional
currency of TECHINT E&C. The consolidated companies’ first
record transactions using their functional currency and their
financial statements are then translated to USD with the only
purpose of being consolidated by TECHINT E&C.
ii. BALANCES AND TRANSACTIONS IN CURRENCIESOTHER 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 special income statement.
Monetary assets and liabilities in currencies other than
the functional currency are translated at the period-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
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
the Company’s presentation currency are translated into the
presentation currency as follows:
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 ahyperinflationary 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.
To determine the existence of hyperinflation, TECHINT E&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 statementsof 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 special 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 special
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 special 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, TECHINT E&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 taxdetermination is uncertain. TECHINT E&C recognizes
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.
MEASUREMENT OF CLAIMS RECEIVABLES
The Company reviews its financial assets and financialliabilities including its terms, maturities and discount
rates in order to adjust them to its realizable value or its
settlement value considering the time value of money
and other factors.
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL 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 cl ient
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, the provision for cost
and contingencies, the pension plans provision and to assess
annually whether an impairment of long-live assets exists.
According to the Group’s accounting policies, on December
31, 2013, a technical evaluation was carried out by qualified
external experts in relation to construction equipment,
machinery and vehicles, based on the valuations of assets
made from time to time so that they do not substantially
differ from their fair value as of the date of the consolidated
special financial statements (see Note 4).
e. PROPERTY, PLANT AND EQUIPMENT (PP&E)
MACHINERY, EQUIPMENT, VEHICLES AND OTHERS
As a general rule, TECHINT E&C has adopted historical
acquisition or construction cost less accumulateddepreciation as the measurement criterion for PP&E.
However, in the case of machinery, equipment and vehicles
used in the construction business, TECHINT E&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 asof 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 were valued at their acquisition or construction
cost less accumulated depreciation.
The straight-line method had 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-end date.
Where the carrying amount of an asset is higher thanits 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 inwhich they are incurred.
Buildings and improvements
Production equipmentVehicles, furniture and fixtures,
and other equipment
Land
20-60 years
2-20 years2-12 years
Not depreciated
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL 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
TECHINT E&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).
OTHER
Compañía Inversora Ferroviaria S.A.I.F. (“COINFER”)
Other intangible assets represent 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.
It is valued at original cost, less accumulated amortization;
it was calculated over the term of the concession of the
service provided by FEPSA.
g. IMPAIRMENT OF NON-FINANCIAL ASSETS
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 notbe 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.
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 recognizedon the trade - date - the date on which the Company commits
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
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 loss 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 special 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 aderivative 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
adopts hedge accounting and designates derivatives as either:
Hedges of the fair value of recognized assets or liabilities or a
firm commitment (fair value hedge).Hedges of a particular risk associated with a recognized
asset or liability or a highly probable forecast transaction
(cash flow hedge).
Hedges of a net investment in a foreign operation (net
investment hedge).
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. TECHINT E&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
Trading derivatives are classified as a current asset or liability.
The full fair value of a hedging derivative is classified as a non-
current asset or liability if the remaining maturity of the hedged
item is more than 12 months and, as a current asset or liability,
if the maturity of the hedged item is less than 12 months.
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 period in which the
hedged item affects gains and losses.
When a hedging instrument expires or is sold, or when a
hedge no longer meets the criteria for hedge accounting, any
cumulative gain or loss existing in equity at that time remains
in equity and is recognized when the forecast transaction is
ultimately recognized in the consolidated income statement.
When a forecast transaction is no longer expected to occur,
the cumulative gain or loss that was reported in equity is
immediately transferred to the consolidated income statement.
FORWARD FOREIGN EXCHANGE CONTRACTSThe hedged highly probable forecast transactions denominated
in foreign currency are expected to occur at various dates
during the next 12 months. Gains and losses recognized in
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
the hedging reserve in equity on forward foreign exchange
contracts as of 31 December 2013 are recognized in the
special income statement in the period or periods during
which the hedged forecast transaction affects the special
income statement. In general, this happens within 12 months
following the date of the special consolidated financial
statements, unless the loss or gain would have been included
in the amount initially recognized for the purchase of fixed
assets, in which case such recognition is made throughout the
useful life of the asset.
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.
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 can bereliably 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.
When the outcome of a construction contract cannot bereliably 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.
Costs incurred in the period 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.
TECHINT E&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.
TECHINT E&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 consist primarily of deposits in investments
funds and equity instruments where the Company holds a
minor equity interest and does not exert significant influence.All other investments are classified as financial assets “loans
and receivables” or “available for sale”.
For Investments in companies in which TECHINT E&C
has less than 20% of the voting rights, the Company
usually chooses to use the historical cost because its costs
approximates to their fair value.
n. TRADE AND OTHER RECEIVABLES
Trade and other receivables are initially measured at theirfair value, which is generally their nominal value, unless the
effect of discounting is material, subsequently measured at
amortized cost less provision for impairment.
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
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.
SERVICE CONCESSION ARRANGEMENTS
A service concession arrangement is an arrangement involving
an operator for the construction, improvement or management
of the infrastructure used to provide a public service for a
specified period of time. The operator is paid for its services over
the period of the arrangement. The arrangement is governed by
a contract that sets out performance standards, mechanisms
for adjusting prices and arrangements for arbitrating disputes.
The grantor controls the infrastructure, and the operator is
required to return to the grantor the infrastructure at the end of
the arrangement. The operator has an unconditional contractual
right to receive payments from the grantor, irrespective of the
amount of use made of the infrastructure.
Techint E&C recognises a financial asset arising from a
service concession arrangement to the extent that it has an
unconditional right to receive cash from or at the direction of
the grantor, for the construction improvement or management
of concession assets. Financial assets recognised as a result
of the service concession arrangement are measured at fair
value upon initial recognition. Subsequent to initial recognition,
the financial asset is accounted for in accordance with IAS 39
(Financial Instruments: Recognition and Measurement) and,
therefore, at amortized cost or at fair value through profit or loss.
Financial assets arising from a service concession arrangement
are included within “Trade and other receivables”. The financial
income calculated on the basis of the effective interest rate is
recognised under operating income.
This model applies to the rights to collect of local Health
Service Agencies by virtue of concession contracts regulating
the management of exclusive activities of the execution of
non-sanitary services and commercial services of the “NewHospital of Legnano” through the company Genesi Uno
SpA. and the “New Hospitals of Toscana” in Apuane. Lucca,
Pistoia and Prato through the company SA.T. S.p.A.
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 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.
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 special 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 special consolidated statement of
financial position.
q. EQUITY
Ordinary shares are classified as equity. The balances of
the special consolidated statement of changes in equity at
December 31, 2013 include:
The value of capital stock, irrevocable contributions, capitalsurplus, reserve for PP&E revaluation surplus, reserve for
cash flow hedge, legal reserve, reserve for pension plan
benefits, reserve for future dividends and retained earnings
in accordance with IFRS.
The currency translation differences of TECHINT E&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
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
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
TECHINT E&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 TECHINT E&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
special 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 offsettemporary 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.
The tax expense for the period comprises current anddeferred tax. Tax is recognized in the Special Consolidated
Income Statement, except to the extent that it relates to
items recognized in the Special Consolidated Statement
of Comprehensive Income. In this case, the tax is also
recognized in the Special Consolidated Statement of
Comprehensive Income.
Consequently, as of December 31, 2013, the Company
recorded a Provision for Income Tax for USD 3,227 to cover
the liability resulting of deferred taxes on reserves for future
dividends of the Argentine subsidiaries of TECHINT E&C.
t. EMPLOYEE BENEFITS
PENSION PLANS AND OTHER POST-RETIREMENT BENEFITS
Certain TECHINT E&C’s subsidiaries have in force benefit
plans under the modality of “non-funded defined benefits”
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.
Actuarial gains and losses arising from experienceadjustments and changes in actuarial assumptions are
charged or credited to equity in other comprehensive income
in the period in which they arise. Past-service costs are
recognized immediately in income. Actuarial gains and losses
arising from other post-retirement benefits are recognized
immediately in income.
Certain TECHINT E&C’s subsidiaries officers are covered
by a specific employee retirement plan designed to provide
retirement, termination and other benefits to those officers.
Retirement costs are assessed using the projected unit
credit method: the cost of providing retirement benefits is
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
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.
Benefits provided by the plan are calculated on a seven-year
salary average.
Certain TECHINT E&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 TECHINT E&C’s other
assets. Due to these conditions, the plan is classified as
“unfunded” under IFRS.
The laws in the different countries in which TECHINT E&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.
TECHINT E&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 PLANSA 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:
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.
TEBRA has implemented a supplementary pensionbenefit 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.
LONG-TERM INCENTIVE
TECHINT E&C adopted a long-term retention and incentive
program for some employees of certain subsidiaries.According to such program, certain senior executives of such
subsidiaries shall receive a number of units valued at the book
value of the Shareholders’ Equity per share of TECHINT E&C
(excluding the non-controlling interest).
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
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applicable subsidiaries shall pay them upon the lapsing of
a 10-year period from the date of receipt, with the option
for the employee to request them as from the seventh
year, or when the employee leaves the subsidiary in
charge of payment, at the book value of the controlling
Shareholders’ Equity per share of TECHINT E&C at the
time of payment. The beneficiaries shall also receive
amounts in cash equivalent to the dividend paid per share,
every time TECHINT E&C pays any dividend in cash to its
shareholders.
As of December 31, 2013, TECHINT E&C has acknowledged
non-current liabilities for USD 8,316. The charge to profits as
of December 31, 2013 for the sum of USD 3,348 , is stated
in the line “Labor Costs” in note 27 and in “Net foreign
exchange transaction results” in note 28.
u. PROVISIONSProvisions are recognized when TECHINT E&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 TECHINT E&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 RECOGNITIONREVENUES 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 REVENUESOther revenues earned by TECHINT E&C are recognized on
the following bases:
Interest income: on the effective yield basis.
Dividend income from investments in other companies:
when TECHINT E&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 TECHINT E&C are classified as finance leases. At
the commencement of the lease term, TECHINT E&C
recognizes finance leases as assets and liabilities in the
special 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 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 financeleases 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 OF DISPOSAL GROUP CLASSIFIED AS HELD
FOR SALEAssets of disposal group are classified as “assets 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.
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
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 TECHINT E&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 TECHINT E&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 twelve-month period-
end ratio of debt to total equity (where “debt” comprises
all financial borrowings and “equity” is the sum of financial
borrowings and equity) is 0.21 as of December 31, 2013. The
Company does not have to comply with regulatory capital
adequacy requirements.
b. FOREIGN EXCHANGE RISK
TECHINT E&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
the twelve-month period-end that are denominated in USD.
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
The following tables show a breakdown of the TECHINT E&C’s
net monetary position in various currencies for the main
functional currency in which the Company operates:
USD
EUR
ARS
UYU
SAR
PLN
JPY
Others
DECEMBER 31, 2013
FUNCTIONAL CURRENCY (IN THOUSAND USD)
115,996
3,566
(293)
(19)
822
(8,785)
(10,106)
(632)
100,549
TOTAL
(2,542)
2,408
–
(19)
–
–
–
277
124
OTHERS
(9,235)
(68)
(293)
–
–
–
–
–
(9,596)
UYU
2,552
(254)
–
–
–
–
–
(1)
2,297
SAR
55,172
–
–
–
–
–
–
–
55,172
PEN
26,081
1,084
–
–
–
–
–
–
27,165
MXN
(1,929)
–
–
–
822
(8,785)
(10,106)
(908)
(20,906)
EUR
44,830
–
–
–
–
–
–
–
44,830
CHL
21,342
–
–
––
–
–
–
–
21,342
BRL
(20,275)
396
–
–
–
–
–
–
(19,879)
ARSNET MONETARY POSITION ASSET / (LIABILITY)
The Company estimates that the impact under IFRS on the
net exposure at December 31, 2013 of a simultaneous 1%
favorable or unfavorable movement in the main exchangerates would result in a maximum pre-tax gain or loss of
approximately USD 1,005.
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.
The Company performed a sensitive analysis of the
Derivative Financials Instruments of a 10% favorable or
unfavorable movement of the Mexican Peso against theUSD at December 31, 2013. The impact would have been,
in the case of strengthening (USD 5,937) in equity and
(USD 2,734) in profit or (loss) and in the case of weakening
USD 7,256 in equity and USD 3,341 in profit or (loss).
JPY: Japanese Yen
EUR: Euro
SAR: Saudi Riyal
PLN: Polish Zloty
UYU: Uruguayan Peso
Ref:
ARS: Argentinian Peso
BRL: Brazilian Real
MXN: Mexican Peso
PEN: Peruvian Nuevo Sol
CHL: Chilean Peso
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
c. PRICE RISK
The Company has no significant risk from the fluctuation in
the market prices.
The group´s investments in equity, classified on the special
consolidated balance sheet as available for sale, are not
publicly traded and are valued at cost.
Cash and cash equivalents and other investments classified as
fair value through profit or loss, are carried at fair market value
or at historical cost which approximates fair market value.
d. 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
The credit quality of financial assets that are neither
past due nor impaired can be assessed by reference to
historical information about counterparty default rates. The
total unimpaired trade receivables are related to existing
customers and related parties with no defaults past due.
At the date of this special consolidated financial statements
most credits past due have been collected.
e. LIQUIDITY RISK
Management maintains sufficient cash and cash
equivalents to finance normal operations and believes that
TECHINT E&C also has access to market for short-term
working capital requirements.
TECHINT E&C financing strategy is to maintain adequate
financial resources and access to additional liquidity. During the
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.
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, 2013
Trade Receivables
Allowance for doubtful accounts
Net Value
26,082
(10,286)
15,796
495,624
(39)
495,585
93,924
(240)
93,684
615,630
(10,565)
605,065
> 180 DAYS1 - 180 DAYS
PAST DUENOT DUETRADE
RECEIVABLES (*)
8
NOTES
(*) It does not include Allowance for doubtful accounts recorded in current
other receivables-net (USD 19,095).
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
twelve-month period-ended December 31, 2013, TECHINT E&C
has counted on cash flows from operations as well as additional
bank financing to fund its transactions.
TECHINT E&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.
TECHINT E&C holds its cash and cash equivalents primarily
in USD. Liquid financial assets as a whole are 25% of total
assets at December 31, 2013.
See note 14 for the maturity of borrowings, note 16 for the
maturity of trade and other payables and note 17 for the
maturity of other liabilities.
f. 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 proportions of variable-rate and fixed-rate debt at the
end of the twelve-month period are included in note 14.
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 basis points higher, with all other variables held
constant, total profit for the twelve-month period ended
December 31, 2013 would have been USD 701 lower.
G) 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”
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL 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 twelve-month period
Effect of Group’s restructure operation
Increase due to business combinations
Additions
Disposals
Depreciation
Translation differences
Changes in reserve of PP&EDecrease due to business combinations
Impairment loss
December 31, 2013
Land and buildings
Equipment and machinery
Vehicles
Other assets
Total December 31, 2013
–
61,208
18
17,116
(2,426)
(11,031)
(11,308)
764
(2,204)
(191)
51,946
(23,463)
(151,406)
(47,557)
(72,108)
(294,534)
–
42,215
2,951
10,506
(1,454)
(10,215)
(5,779)
27,948
(2,286)
(222)
63,664
104,624
309,113
111,221
124,054
649,012
–
122,852
7,848
24,656
(9,975)
(25,745)
(14,333)
53,492
4,034
(5,122)
157,707
–
81,327
7,389
8,799
(343)
(3,253)
(12,665)
–
(93)
–
81,161
–
307,602
18,206
61,077
(14,198)
(50,244)
(44,085)
82,204
(549)
(5,535)
354,478
81,161
157,707
63,664
51,946
354,478
NON-CURRENT
ACCUMULATEDDEPRECIATION
ORIGINALVALUE
TOTAL
DEC 31, 2013
NET VALUEDEC 31, 2013
OTHER
ASSETS (1)
VEHICLESEQUIPMENT AND
MACHINERY
LANDS AND
BUILDINGS
(1) It includes deferred costs of our subsidiary FEPSA and miscellaneous assets.
1
1
1
NOTES
Lease rentals amounting to USD 88,594 relating to the lease
of machinery, construction equipment and vehicles, are
included in the special consolidated income statement.
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2 0 1 3
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
TECHNICAL APPRAISAL OF PP&E
On December 31, 2013, a 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 special financial statements date.
The Company’s Directors believe that recording machinery,
construction equipment and vehicles at fair value results in a
more appropriate presentation of these assets in the special
consolidated financial statements of the Company.
Revaluations are performed by independent qualified valuers
on a regular basis. In the intervening periods between
independent revaluations, the Company reviews the carrying
values of machinery, construction equipment and vehicles
and adjustment is made where the carrying value exceeds
from fair value.
Management believes that the resulting value approximates
fair value. As per International Accounting Standard No. 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 andtransparent 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 increase in value of machinery, construction equipment
and vehicles resulting from the technical appraisal performed
on December 31, 2013 amounted to USD 85,901 and has
been recorded net of tax effect USD 26,543 in special other
comprehensive income and accumulated in equity under
the heading of “Reserve for PP&E revaluation surplus” and
“Non-controlling interests”.
On December 31, 2013 the net decrease in the value of
machinery, construction equipment and vehicles amounted
to USD 3,697 and has been recorded net of tax effect USD
899 and was attributed to special other comprehensive
income and accumulated in equity under “Reserve for PP&E
revaluation surplus”.
The depreciation of the Reserve for PPE revaluation surplus
net of tax for twelve-month period ended December 31, 2013
amounts to USD 7,133. Additionally, during the twelve-month
period ended December 31, 2013, the company recorded a
decrease of such reserve amounting to USD 3,174 net of tax
due to disposal of PP&E.
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T E C H I N T
E & C
S . A .
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL 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
248,398
(151,464)
96,934
DEC 31, 2013
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.
The following table analyses the non-financial assets carried
at fair value, by valuation method. The different levels have
been defined as follows:
Quoted prices (unadjusted) in active markets for identical
assets or liabilities (Level 1).
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 2).
Inputs for the asset or liability that are not based on
observable market data (that is, unobservable inputs) (Level 3)
>
>
>
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A N N U A L R E P O R T
2 0 1 3
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
Recurring fair value measurements
Equipment and machinery
Vehicles
Other
At December 31, 2013
–
–
–
–
121,015
42,152
1,364
164,531
–
–
–
–
FAIR VALUE MEASUREMENTS AT 31 DECEMBER 2013 USING
QUOTED PRICES IN
ACTIVE MARKETS FOR
IDENTICAL ASSETS
(LEVEL 1)
SIGNIFICANT OTHER
OBSERVABLE INPUTS
(LEVEL 2)
SIGNIFICANT
UNOBSERVABLE
INPUTS (LEVEL 3)
VALUATION TECHNIQUES USED TO DERIVE LEVEL 2
FAIR VALUES
To estimate the fair value of assets for which there is a wide
and transparent secondary market, the valuation specialists
used the “sales comparison” method, which consists in
obtaining information from recent sales or offer of assets
that are comparable in their characteristics, age and state of
conservation. Furthermore, correction factors are applied over
the sale prices determined following the sales comparison
method. These correction factors are based on the status of
the market demand and supply prevailing as of the date of the
appraisal, the relative age, the estimated residual useful life,
the state of conservation and the obsolescence of assets.
For those assets with a restricted sales market, fair value is
determined based on the “cost less depreciation” method.
Depreciation was computed based on generally used and
accepted engineering criteria, which led to establish the
reasonable value of machinery, construction equipment
and vehicles. Such criteria take into account factors such
as the age of each asset, probable residual life 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.
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T E C H I N T
E & C
S . A .
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
Beginning of the twelve-month period
Effect of Group’s restructure operation
Decrease due to bussiness combination
Increase due to bussiness combination
Additions
Amortization
Translation differences
December 31, 2013
–
350
(2,147)
2,957
5
(97)
(40)
1,028
–
8,273
–
2,410
4,296
(4,070)
(1,250)
9,659
–
8,623
(2,147)
5,367
4,301
(4,167)
(1,290)
10,687
OTHER INTANGIBLE
ASSETS
ACCUMULATED
AMORTIZATION
SYSTEMS
DEVELOPMENT
ORIGINAL
VALUE
DECEMBER 31, 2013
NOTE 5.
INTANGIBLE ASSETS
The item evolution is as follows:
The item consists in the following:
Systems development
Other intangible assets
Total December 31, 2013
(16,984)
(4,457)
(21,441)
26,643
5,485
32,128
9,659
1,028
10,687
NET VALUE AT
DECEMBER 31, 2013
1
1
1
NOTES
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A N N U A L R E P O R T
2 0 1 3
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
1
1
NOTES
Non-current
Fluor Techint S.R.L. Construcción y Servicios Ltda.(1)
Consorcio Constructor Techint Besalco Ltda
Norpower S.A. de C.V.(2)
Ingeniería y Construcción Bechtel Techint EWS Ltda.
Bechtel Techint Servicios Complementarios Ltda.
Other
Total Investments accounted for using the equity method
50%
50%
40%
40%
40%
Chile
Chile
Mexico
Chile
Chile
1,259
60
5,455
–
–
3,292
10,066
% OF
OWNERSHIP
COUNTRY OF
INCORPORATION
BOOK
VALUE
NOTE 6.
INVESTMENTS ACCOUNTED FOR USING
THE EQUITY METHOD
DECEMBER 31, 2013
Beginning of the twelve-month period
Effect of Group’s restructure operation
Increase due to bussiness combination
Result from investmentsInvestment adquisition and contributions
Dividends earned
Sale and disposal of investments
Translation differences
End of the twelve-month period
(1) Fluor Techint S.R.L. Construcción y Servicios Ltda provides to Compañia Minera Nevada Ltda: basic engineering
services, detail engineering, supply management, construction management and construction.
(2) Pipeline maintenance services.
–
2,401
1,117
5,8482,500
(1,091)
(402)
(307)
10,066
DEC 31, 2013
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T E C H I N T
E & C
S . A .
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
The result from investments accounted for using the equity
method has arisen from the Company’s participation in the
results of the following companies:
Fluor Techint S.R.L. Construcción y Servicios Ltda.
Consorcio Constructor Techint Besalco Ltda.
Norpower S.A. de C.V.
Others
Total investment accounted for using the equity method
855
28
4,864
101
5,848
The following amounts represent the assets, liabilities, revenues
and results of the most important investment accounted for
using the equity method:
December 31, 2013
Fluor Techint S.R.L. Construcción y Servicios Ltda.
Consorcio Constructor Techint Besalco Ltda.
Norpower S.A. de C.V.
DEC 31, 2013
CURRENT
ASSETS
4,420
203
31,356
TOTAL
ASSETS
4,420
203
34,276
CURRENT
LIABILITIES
1,901
84
20,914
TOTAL
LIABILITIES
1,901
84
20,639
REVENUES
683
–
49,760
RESULTS
1,711
55
12,159
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T E C H I N T
E & C
S . A .
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
Non-current
Trade receivables
Trade receivables from related parties
Claims receivables
Other receivables from related parties
Other (*)
Total trade and other receivables
Current
Trade receivables – net
Trade receivables from related parties
Other receivables from related parties
Other receivables net (**)
Advanced to suppliers and subcontractorsPrepayments
Total trade and other receivables
17,118
27
148,525
12,836
92,608
271,114
587,947
39,996
14,623
76,539
67,051
11,032
797,188
NOTE 8.
TRADE AND OTHER RECEIVABLES
DEC 31, 2013
24
23
24
24
24
NOTES
(*) They are related, to a large extent, to the recognition, according to IFRIC 12, of the rights to collect
of local Health Service Agencies, by virtue of concession contracts regulating the management of
exclusive activities of non-sanitary services and commercial services for the execution, and the
new hospital of Legnano, through the company Genesi Uno SpA, and the new hospitals of Toscana
in Apuane, Lucca, Pistoia and Prato through the company SA.T. S.p.A.
(**) It includes receivables for canons to be collected by TEARG from the Argentine Government,
outstanding and to expire (Note 21 b).
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2 0 1 3
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
Non-current
Beginning of the twelve-month period
Effect of Group´s restructure operation
Increase due to business combination
Translation differences
Additions
Used
End of the twelve-month period
Current
Beginning of the twelve-month period
Effect of Group´s restructure operation
Increase due to business combination
Decrease due to business combination
Translation differences
Reversal
Additions
Used
End of the twelve –month period
–
641
916
(161)
53
(404)
1,045
–
9,846
2,540
(927)
(1,566)
(41)
18,846
(83)
28,615
At December 31, 2013 the evolution of the allowance for
doubtful accounts that was deducted from Trade and Other
receivables is:
DEC 31, 2013
1
1
1
1
1
NOTES
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T E C H I N T
E & C
S . A .
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
Materials and spare parts
Valuation allowance
Total Inventories
Beginning of the twelve-month period
Effect of Group's restructure operation
Translation differences
Reversal
Additions
Used
End of the twelve-month period
55,308
(13,526)
41,782
–
5,650
(448)
(704)
11,609
(2,581)
13,526
NOTE 9.
INVENTORIES
The item consists in the following:
At December 31, 2013 the evolution of the valuation
allowance that was deducted from Inventories is:
DEC 31, 2013
DEC 31, 2013
1
NOTES
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
Assets as per special balance sheet
Derivative financial instruments
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)
Derivative financial instruments
Other liabilities (2)
Total
213,078
4,814
666,452
–
120,473
1,004,817
–
–
–
8,984
–
8,984
213,078
4,814
666,452
8,984
120,473
1,013,801
–
–
73
–
73
AVAILABLE-
FOR-SALE
4,119
–
–
–
4,119
DERIVATIVE
FINANCIAL
INSTRUMENTS
OTHER FINANCIAL
LIABILITIES AT
AMORTIZED COST
DERIVATIVE
FINANCIAL
INSTRUMENTS
4,119
990,219
7,579
576,242
1,578,159
TOTAL
TOTAL
–
990,219
7,506
–
997,725
LOANS
AND
RECEIVABLES
–
–
–
576,242
576,242
ASSETS AT FAIR
VALUE THROUGH THE
PROFIT AND LOSS
DECEMBER 31, 2013
(1) Excluding prepayments and advanced to suppliers and subcontractors.
(1) Excluding social security contributions.
(2) Excluding advances received on construction contracts.
NOTE 10.
FINANCIAL INSTRUMENTS BY CATEGORY
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T E C H I N T
E & C
S . A .
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL 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, 2013
Cash and cash equivalents
Total
–
–
–
–
576,242
576,242
576,242
576,242
LEVEL 3LEVEL 2LEVEL 1 TOTAL
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
FAIR VALUE ESTIMATION
Financial assets or liabilities classified as assets at fair value
through profit or loss are measured under the framework
established by the IASB accounting guidance for fair value
measurements and disclosures.
The fair values of quoted investments are generally based
on current bid prices. If the market for a financial asset is not
active or no market is available, fair values are established
using standard valuation techniques.
For the purpose of estimating the fair value of Cash and cash
equivalents and Other Investments expiring in less than ninety
days from the measurement date, the Company usually
chooses to use the historical cost because the carrying amount
of financial assets and liabilities with maturities of less than
ninety days approximates to their fair value.
The fair value of all outstanding derivatives is determined
using specific pricing models that include inputs that
are observable in the market or can be derived from or
corroborated by observable data. The fair value of forward
foreign exchange contracts is calculated as the net present
value of the estimated future cash flows in each currency,
based on observable yield curves, converted into U.S. dollars
at the spot rate of the valuation date.
Borrowings are comprised primarily of fixed rate debt
and variable rate debt with a short term portion where
interest has already been fixed. They are classified under
other financial liabilities and measured at their carrying
amount. Fair values were calculated using standard
valuation techniques for floating rate instruments and
comparable market rates for discounting flows (See
note 14).
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T E C H I N T
E & C
S . A .
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL 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
Short-term deposits in related parties
Total cash and cash equivalents
Cash and cash equivalents
Bank overdrafts
Total cash and cash equivalents
191,802
252,122
132,318
576,242
576,242
(10,419)
565,823
Cash, cash equivalents and bank overdrafts include the
following for the purposes of the special consolidated
statement of cash flows:
DEC 31, 2013
DEC 31, 2013
NOTE 11.
ASSETS OF DISPOSAL GROUP CLASSIFIED
AS HELD FOR SALE
ASSETS
The item consists in the following:
Assets of disposal group classified as held for sale
Property, plant and equipment
Total held – for – sale assets
165
165
24
14
DEC 31, 2013
NOTES
NOTES
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A N N U A L R E P O R T
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
NOTE 13.
CAPITAL STOCK
The composition of the Company’s capital is as follows:
At December 31, 2013 13,446,780,05813,446,780,058
ORDINARY
SHARES
NUMBER
OF SHARES
IN THOUSANDS OF SHARES
The ordinary shares have a value of UYU 1 per share and one
vote per share. All issued shares are fully paid.
On October 21, 2013, the Special Shareholders’ Meeting
resolved to increase the authorized capital stock to UYU
17,500,000,000, which increase was verified by the AIN on
January 21, 2014.
The Company’s Board of Directors’ Meeting held on
December 6, 2013, accepted an irrevocable contribution
as partial payment for future payments of USD 67,300
from the parent company Techint Investment N.V., which
contribution shall be ratified and capitalized by the General
Shareholders’ Meeting.
On March 31, 2014, a Special Shareholders’ Meeting
resolved to increase the paid-in capital, through the
capitalization of the share premium in the sum of UYU
1,758,307,872 and the above-mentioned irrevocable
contribution for future payments of capital equivalent to
UYU 1,434,364,900. Thus, the paid-in capital is now UYU
16,639,452,830 (with a nominal value of UYU 1.- per share).
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E & C
S . A .
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
NOTE 14.
BORROWINGS
Non-current
Bank borrowings
Financial leases
Other borrowings
Total Non-Current borrowings
Current
Bank overdrafts
Bank borrowings
Borrowings from related parties
Financial leases
Other borrowings
Total Current borrowings
Total Borrowings
151,892
2,674
524
155,090
10,419
19,382
29,260
2,140
1,601
62,802
5.60%
DEC 31, 2013
DEC 31, 2013
The weighted average interest rates before tax shown bellow
were calculated using the rates set for each instrument in its
corresponding currency as of December 31, 2013.
24
NOTES
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
Breakdown of borrowings by currency and rate is as follows:
NON-CURRENT
ARS
CHL
BRL
EUR
INR
MXN
USD
USD
CURRENT
ARS
CHL
MXNUSD
USD
EUR
EUR
INR
Fixed
Fixed
Variable
Fixed
Fixed
Fixed
Fixed
Variable
Fixed
Fixed
FixedFixed
Variable
Fixed
Variable
Fixed
CURRENCY INTEREST RATE DEC 31, 2013
8,621
2,676
45,530
75,122
6,624
2,132
6,176
8,209
155,090
16,284
2,140
841
24,737
12,071
1,987
4,293
449
62,802
Ref:
ARS: Argentine Peso
BRL: Brazilian Real
CHL: Chilean Peso
MXN: Mexican Peso
EUR: Euro
INR: Indian Rupee
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T E C H I N T
E & C
S . A .
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
Financial leases
Other borrowings
Total Borrowings
Interest to be accrued
–
12,948
12,948
–
–
15,480
15,480
–
–
86,235
86,235
–
2,037
23,901
25,938
70
2,140
60,662
62,802
452
637
13,852
14,489
5
1 YEAR
OR LESS
1 - 2
YEARS
2 - 3
YEARS
3 - 4
YEARS
4 - 5
YEARS
OVER
5 YEARS
The maturity of borrowings is as follows:
The following table summarizes the proportions of variable rate
and fixed rate debt as of the twelve-month period-end.
The fair value of borrowings equals their carrying amount, as
the impact of discounting is not significant.
The fair values are within level 2 of the fair value hierarchy.
DECEMBER 31, 2013
Fixed rate
Variable rate
68%
32%
147,789
70,103
BORROWINGS PERCENTAGE
DECEMBER 31, 2013
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2 0 1 3
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
NOTE 15.
DEFERRED INCOME TAXES
As further explained in note 2.s., TECHINT E&C and most
of the Company’s subsidiaries are subject to income taxes.
At December 31, 2013 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 special consolidated statement of financial position.
Deferred income tax assets and liabilities are offset when
(1) there is a legally enforceable right to offset current tax
assets against current tax liabilities and (2) the deferred
income taxes relate to the same fiscal authority.
The main subsidiaries generating deferred income tax
balances are detailed below:
Deferred Income Tax Assets
TEBRA
TENCO’s subsidiaries
TEMEX’ subsidiaries
TEARG
TEINVATEMIL and subsidiaries
Deferred Income Tax Liabilities
TENCO’s subsidiaries
TEMEX and subsidiaries
TEARG’s subsidiaries
TEMIL ´s subsidiaries
Preglosid Argentina
Sidernet MexicanaTIC
44,076
4,250
3,863
18
224
29,141
81,572
27,885
5,389
7,271
3,664
2,681
1,5723,230
51,692
DEC 31, 2013
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T E C H I N T
E & C
S . A .
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
At December 31, 2013 the deferred tax balance is originated
by the following items:
Deferred Income Tax Assets
Tax-loss carry-forwards
Provisions
Deferred costs/Construction contracts
Other
Subtotal
Deferred Income Tax Liabilities
Committed investment FEPSA
Deferred income/Construction contracts
PP&E revaluation
Inventories
PP&E
OtherSubtotal
Net deferred income tax assets
49,906
65,887
8,766
4,915
129,474
12,488
40,576
28,493
7,580
1,561
8,896
99,594
29,880
DEC 31, 2013
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
The evolution of net deferred income tax asset / (liability)
during the twelve-month period is as follows:
The amounts shown in the special 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
Beginning of the twelve-month period
Effect of Group´s reestructure operation
Increase due to business combination
Translation differences
PP&E revaluation
Other movements
Income statement charge
End of the twelve-month period
51,360
78,114
(43,173)
(56,421)
29,880
–
36,681
27,938
(4,179)
(25,644)
(3,329)
(1,587)
29,880
DEC 31, 2013
DEC 31, 2013
1
1
NOTES
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T E C H I N T
E & C
S . A .
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
The evolution of deferred income tax assets and liabilities
during the twelve –month period is as follows:
Beginning of the twelve-month period
Effect of Group´s reestructure operation
Increase due to business combination
Translation differences
Other movements
Income statement (charge) / credit
End of the twelve-month period
Beginning of the twelve-month period
Effect of Group´s reestructure operation
Increase due to business combination
Translation differences
PP&E revaluationOther movements
Income statement charge / (credit)
End of the twelve-month period
–
93,605
34,706
(10,812)
(5,575)
17,550
129,474
–
56,924
6,768
(6,633)
25,644(2,246)
19,137
99,594
DEFERRED TAX ASSETS
DEFERRED TAX LIABILITIES
–
25,975
3,818
(177)
–(1,878)
12,838
40,576
DEFERRED
INCOME/
CONSTRUCTION
CONTRACTS
–
37,647
17,855
(4,890)
(6,447)
5,741
49,906
TAX-LOSS
CARRY-
FORWARDS
–
9,552
–
(2,676)
25,644–
(4,027)
28,493
–
53,421
1,853
(5,678)
1,166
15,125
65,887
PROVISIONS
PP&E
REVALUATION
–
2,413
–
979
––
4,188
7,580
–
1,990
9,743
(222)
–
(2,745)
8,766
DEFERRED
COSTS/
CONSTRUCTION
CONTRACTS
INVENTORIES
–
547
5,255
(22)
(294)
(571)
4,915
–
5,652
2,950
(1,140)
–(368)
3,363
10,457
OTHERS
OTHERS
TOTAL
TOTAL
1
1
1
1
NOTES
NOTES
–
13,332
–
(3,619)
––
2,775
12,488
COMMITED
INVESTMENT
FEPSA
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
The tax loss carry-forwards mature as detailed below:
Year 2015
Year 2016
Year 2017
Year 2018
Without maturity
490
1,393
14,446
22,656
123,927
162,912
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 TECHINT E&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, 2013.
DEC 31, 2013YEAR
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E & C
S . A .
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
NOTE 16.
TRADE AND OTHER PAYABLES
Non-Current
Trade payables
Social security contributions
Total trade and other payables
Current
Trade payables
Social security contributions
Amounts due to related parties
Other payables
Total trade and other payables
816
45,092
45,908
652,682
83,834
11,393
1,561
749,470
The maturity of trade and other payables is as follows:
DEC 31, 2013
24
NOTES
OVER
5 YEARS
4 - 5
YEARS
3 - 4
YEARS
2 - 3
YEARS
1 - 2
YEARS
December 31, 2013
Trade and other payables
Total Trade and other payables
4,209
4,209
4,209
4,209
4,209
4,209
3,237
3,237
749,470
749,470
16,133
16,133
13,911
13,911
1 YEAR
OR LESS
WITHOUT
DUE DATE
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL 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 other liabilities
Current
Provisions
Advances received on construction contracts
Amounts due to related parties
Other liabilities and provisions
Total other liabilities
59,737
29,752
1,197
5,997
96,683
40,722
50,818
179
12,641
104,360
DEC 31, 2013
18
24
18
24
NOTES
The maturity of other liabilities is as follows:
OVER
4 YEARS
3 - 4
YEARS
2 - 3
YEARS
1 - 2
YEARS
1 YEAR
OR LESS
December 31, 2013
Other liabilitiesTotal Other liabilities
3,2903,290
11,69211,692
32,54232,542
104,360104,360
29,41429,414
19,74519,745
WITHOUT
DUE DATE
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E & C
S . A .
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
NOTE 18.
PROVISIONS
The evolution of provisions during the twelve-month period
is as follows:
DECEMBER 31, 2013
Non-current
Beginning of the twelve-month period
Effect of Group's restructure operation
Increase due to business combination
Translation differences
Reversal
Additions
UsedEnd of the twelve-month period
Current
Beginning of the twelve-month period
Effect of Group's restructure operationIncrease due to business combination
Translation differences
Reversal
Additions
Used
End of the twelve-month period
–
53,487
10,564
(7,049)
(5,270)
11,189
(3,184)
59,737
–
5,81243,015
55
(17,989)
14,101
(4,272)
40,722
–
91
8,888
84
–
2,202
(61)
11,204
–
496–
160
–
11,222
(52)
11,826
TAXES
LABOR (3)
–
4,607
–
(779)
(1,963)
239
(178)
1,926
–
1,5703,592
59
–
1,368
(1,570)
5,019
CIVILS
TAXES
–
32,897
–
(4,250)
(2,747)
3,714
–
29,614
–
2,534–
(158)
(2,310)
127
(80)
113
LEGAL FEES (1)
CIVILS
–
8,743
1,676
(531)
–
3,158
(2,653)
10,393
–
1,21239,423
(6)
(15,679)
1,384
(2,570)
23,764
OTHERS (2)
OTHERS (4)
TOTAL
TOTAL
1
11
NOTES
NOTES
–
7,149
–
(1,573)
(560)
1,876
(292)
6,600
LABOR
(1) See note 23.
(2) It includes contractual obligations undertaken by the subsidiary Carbonser SA de CV in relation
to the contract for the supply of coal handling services, calculated based on a technical study
which indicates the degree of wear and tear of the main components of the Petacalco Plant, as
well as the amount of expenditures estimated to be made in the future due to the wear and tear
generated by the use of such Plant (USD 6,811).
(3) Labor provision includes the accrual for restructuring activities mainly related to the agreement
reached between Techint S.p.A. Management and local trade union groups and the union
representatives, for management of short-time work plan (Cassa Integrazione straordinaria).
(4) “Provisions for contract risks”, cover liabilities considered certain or probable which at the
balance sheet date are uncertain as to the amount or the date on which they will arise and
include, in particular, provisions set aside for penalties on job orders in the process of being
agreed with clients. (USD 15,600).
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
NOTE 19.
EMPLOYEE BENEFITS
The company has the following employee benefits:
NON-FUNDED DEFINED BENEFITS AND OTHER
LONG-TERM BENEFITS.
The amount recognized in the special consolidated
statement of financial position is determined as follows:
There are no due and payable debts as of December 31, 2013.
The amounts recognized in the special consolidated income
statement are as follows:
Liabilities for retirement benefit and other plans
Liability in the special consolidated statement financial position
Current service cost
Interest cost
Transfers and new participants of the plan
OtherTotal included in Labor costs
30,443
30,443
2,416
3,997
205
(39)6,579
DEC 31, 2013
DEC 31, 2013
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T E C H I N T
E & C
S . A .
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
Beginning of the twelve-month period
Effect of Group's restructure operation
Increase due to business combination
Translation differences
Transfers and new participants of the plan
Reversal of provisions
Total expense
Contributions paid
Others
End of the twelve-month period
–
34,566
8,719
(1,453)
151
(14,307)
6,579
(3,378)
(434)
30,443
The amounts and movements in the liabilities recognized
in the special consolidated statement financial position are
determined as follows:
At December 31, 2013, the main actuarial premises in the
subsidiaries TEARG and Sidernet S.A. used for calculation
of such plans contemplate a discount rate average of 7%
and 6% (real) and a salary increase rate of 2% and 3 %,
respectively. The actuarial premises used in the subsidiary
TEMEX for calculation of such plans contemplate a discount
rate of 7.30% and a salary increase rate of 4.64% at
December 31, 2013. Additionally, the actuarial premises
used in the subsidiary TEMIL for calculation of such plans
contemplate a discount rate of 3.20% and a salary increase
rate of 4% at December 31, 2013.
CONTRIBUTION PLANS
During the twelve-month period ended December 31,
2013 TEBRA contributed USD 1,209 to the defined
contribution plans.
DEC 31, 2013
1
1
NOTES
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E & C
S . A .
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
MAIN JOINT OPERATIONS (J.O.) (CONT’D.)
(1) Controlling interest through TEARG.
(2) Controlling interest through TEMEX.
(3) Controlling interest through TEMIL.
(4) Controlling interest through TEBRA.
(5) Controlling interest through TENCO.
Techint / Black & Veatch - LNG Costa Azul Project (2)
SA.T S.p.A. (3)
Genesi Uno S.p.A. (3)
TS LNG SAS (3)
TS LNG BV (3)
TS LNG BELGIUM BVBA (3)
Holding Investimenti Sanità Infrastrutture S.r.l. (3)
GE. SAT S.C.A.R.L. (3)
Consórcio Techint Confab UMSA - Lot I Tanks Refinería
do Nordeste, Abreu e Lima (RNEST) (4)
Consorcio Andrade Gutierrez - Techint (AG-TECH) Diesel Unit of
Landulpho Alves - Mataripe Refinery (RLAM) (4)
Tamburí Comércio de Máquinas e Serviços de EngenhariaLtda. (Tamburí) (4)
Consorcio Andrade Gutierrez - Techint (TE - AG) (4)
Consorcio Technip - Techint (TTP - 76) (4)
ABB Lummus Techint Bahamas Joint Venture - Gasoline Optimization
Program Upgrade - Petroleum Company of Trinidad and Tobago
Limited - Engineering, Procurement and Management Services (5)
Empresa Constructora Belfi S.A. Sucursal Uruguay - Techint
Compañía Técnica Internacional S.A.C.I. - Uruguay (5)
Consorcio Construcciones y Montajes (5)
50.00%
35.00%
65.00%
50.00%
50.00%
50.00%
20.00%
35.00%
41.00%
50.00%
50.00%
50.00%
50.00%
50.00%
40.00%
60.00%
6,658
229,057
34,362
123,232
3,162
26,880
110
28,574
215
1,906
44
18,482
34,418
–
50,956
9,554
500
255,929
39,603
136,884
6,438
26,862
27,525
28,589
15
686
1,362
69,562
37,488
14,972
49,357
9,836
TOTAL J.O.’S
LIABILITIES
TOTAL J.O.’S
ASSETS
COUNTRY OF
OPERATION
% OF
OWNERSHIP
DECEMBER 31, 2013
Mexico
Italy
Italy
France
Holland
Belgium
Italy
Italy
Brazil
Brazil
Brazil
Brazil
Brazil
Trinidad &
Tobago
Uruguay
Peru
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
The following balances represent the J.O.s results
at December 31, 2013:
Constructora Norberto Odebrecht S.A. - Odebrecht Argentina S.A. - Techint Cia
Técnica Internacional S.A.C.e I. - Unión Transitoria de Empresas - Proyecto: Potasio
Río Colorado (1)
Techint Cia Técnica Internacional S.A.C.e I. – Dycasa S.A. - Unión Transitoria de
Empresas - Proyecto: Ampliación Subte H (1)
Techint Cia Técnica Internacional S.A.C.I. - Panedile Argentina S.A. - Unión
Transitoria de Empresas - Complejos “Los Caracoles“ and “Punta Negra” (1)
Techint Cia Técnica Internacional S.A.C.I. - Impregilo S.p.A (Sucursal Argentina) -
Iglys S.A. - Unión Transitoria de Empresas - Complejo Penitenciario Ezeiza (1)
Techint Cia Técnica Internacional S.A.C.e I. - FLUOR Inc. - Unión Transitoria de
Empresas - Proyecto: Pascua Lama(1)
ABB Lummus Techint Trinidad Joint Venture - Gasoline Optimization Program
Upgrade - Petroleum Company of Trinidad and Tobago Limited - Construction
Management Services (1)
MAIN JOINT OPERATIONS
40.00%
60.00%
75.00%
65.00%
50.00%
50.00%
14,250
7,333
13,424
11,913
52,283
(29)
J.O.’S
RESULTS
COUNTRY OF
OPERATION
% OF
OWNERSHIP
DECEMBER 31, 2013
Argentina
Argentina
Argentina
Argentina
Argentina
Trinidad &
Tobago
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E & C
S . A .
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
MAIN JOINT OPERATIONS (J.O.) (CONT’D.)
(1) Controlling interest through TEARG.(2) Controlling interest through TEMEX.
(3) Controlling interest through TEMIL.
(4) Controlling interest through TEBRA.
(5) Controlling interest through TENCO.
Techint / Black & Veatch - LNG Costa Azul Project (2)
SA.T S.p.A. (3)
Genesi Uno S.p.A. (3)
TS LNG SAS (3)
TS LNG BV (3)
TS LNG BELGIUM BVBA (3)
Holding Investimenti Sanità Infrastrutture S.r.l. (3)
GE. SAT S.C.A.R.L. (3)
Consórcio Techint Confab UMSA - Lot I Tanks Refinería do Nordeste, Abreu e Lima
(RNEST) (4)
Consorcio Andrade Gutierrez - Techint (AG-TECH) Diesel Unit of Landulpho Alves -
Mataripe Refinery (RLAM) (4)
Tamburí Comércio de Máquinas e Serviços de Engenharia Ltda. (Tamburí)(4)
Consorcio Andrade Gutierrez - Techint (TE - AG) (4)
Consorcio Technip - Techint (TTP - 76) (4)
ABB Lummus Techint Bahamas Joint Venture - Gasoline Optimization Program
Upgrade - Petroleum Company of Trinidad and Tobago Limited - Engineering,
Procurement and Management Services (5)
Empresa Constructora Belfi S.A. Sucursal Uruguay - Techint Compañía Técnica
Internacional S.A.C.I. - Uruguay (5)
Consorcio Construcciones y Montajes (5)
50.00%
35.00%
65.00%
50.00%
50.00%
50.00%
20.00%
35.00%
41.00%
50.00%
50.00%
50.00%
50.00%
50.00%
40.00%
60.00%
(854)
(3,720)
911
2,860
(600)
(42)
2,410
–
1,237
67,274
(58)
103,232
3,124
(1)
(4,992)
280
TOTAL J.O.’S
LIABILITIES
COUNTRY OF
OPERATION
% OF
OWNERSHIP
DECEMBER 31, 2013
Mexico
Italy
Italy
France
Holland
Belgium
Italy
Italy
Brazil
Brazil
BrazilBrazil
Brazil
Trinidad &
Tobago
Uruguay
Peru
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
NOTE 21.
CONTINGENCIES AND COMMITMENTS
a. GUARANTEES AND BONDS GRANTED
TECHINT E&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.
b. . WORKS EXECUTED UNDER A TRUST, CONSTRUCTION
AND LEASING AGREEMENT
TEARG, as a member of the J.O. 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 4,650.
The J.O. accepted the pesification of canons at an
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 J.O. 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 Nos. 17, 18, 19, 20, 21 and 22. On the other hand,
before execution of such Agreement, canon No. 8 was alsocollected plus RSI in January 2003.
That notwithstanding, the J.O. received from such Ministry
payments for several canons not applying the RSI, which
have been taken by the J.O. 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 special
consolidated financial statements, the J.O. received as partial
payment a total amount of USD 36.239 corresponding to
canons 10 to 16 and 23 to 57 at an ARS 1-USD 1 rate, not
applying the RSI. Taking into account this situation, the J.O.’s
Management made a new estimate of the date of probable
collection of the RSI past due and to become due.
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 J.O.’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 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 constitutedand the Mission Statement was issued on December 7, 2010.
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T E C H I N T
E & C
S . A .
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
In May 2009, the J.O. was informed of the passing of
Executive Order No. 541/09, which empowers UNIREN to
renegotiate the Construction, Trust and Leasing Agreement
executed in 1998 in relation to Penitentiary Complex I
(Ezeiza). The J.O. 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 J.O.’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 J.O. executed a Memorandum
of Understanding (MOU) 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 J.O. 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.
Following the negotiations with the UNIREN, an Agreement
(“Entendimiento Contractual ”) was executed on November
18, 2011, whereby (i) the MOU dated September 8, 2010,
stated in the preceding paragraph, is ratified and the debt
upon failure to apply the RSI is acknowledged, (ii) the
Legal Board of Juridical Affairs (Dirección Legal de AsuntosJurídicos ) of the Ministry of Economy and Public Finance
concludes that the application of RSI complies with the
provisions under the applicable legal framework upon
the passing of Law No. 25561 and Executive Order No.
214/2002, (iii) the J.O. undertakes to suspend the arbitration
proceeding for 180 days and to obtain the ratification of
such agreement by the Trustee, (iv) the UNIREN undertakes,
upon compliance by the J.O. with the obligation stated in
(iii), to ratify the agreement within 180 days jointly with
the Ministry of Justice and Human Rights (MINJU) andwith the Argentine Executive Branch (PEN) and (v) upon
ratification by the PEN, the MINJU shall have a 90-day term
to cancel the debt, and the J.O. shall abandon the arbitration
proceeding before or after the administrative act stating the
cancellation of the debt is passed by the MINJU, but before
the actual cancellation.
The J.O. obtained the ratification by the Trustee and complied
with the arbitration suspension for 180 days. This suspension
was extended several times so that the Argentine
Government would satisfy the commitment to ratify the
agreement undertaken by the Argentine Executive Branch
(PEN). The last extension granted expired on September 30,
2013, and the Arbitration Court, according to the notice from
the Paris International Chamber of Commerce (ICC), had until
February 28, 2014, to issue the award. On February 20, 2014,
the ICC decided to extend such term until April 30, 2014.
The J.O. learnt that the Memorandum of Understanding
executed on November 18, 2011, as of this date is still
awaiting ratification by PEN. In such respect, we must point
out that the Argentine Attorney General’s Office (Procuración
del Tesoro de la Nación), on a letter dated July 29, 2013,
sent to the Court Clerk’s Office of the International Court
of Arbitration of the International Chamber of Commerce,
stated that the relevant administrative proceedings were
being conducted to effectively promote such ratification,
and for such purpose the Ministry of Justice, Security and
Human Rights (MINJU) was seeing to getting the budget
credit to afford any expenditures to be incurred to comply
with the above-mentioned Memorandum of Understanding.
In addition, on February 6, 2014, the Argentine AttorneyGeneral’s Office issued a note to the Assistant Counsel
of the Court Clerk’s Office of the International Court of
Arbitration of the International Chamber of Commerce
stating the Argentine Government’s willingness to settle the
dispute as agreed under the Agreement executed between
the Claimants and the Public Services Contract Analysis
and Renegotiation Unit (UNIREN) and, in addition, on March
12, 2014, the Argentine Attorney General’s Office applied
to the Court Clerk’s Office of the International Court of
Arbitration of the International Chamber of Commerce fora new 6-month extension, and it also attached a note from
the Coordination Secretary of the MINJU asking for the
allocation of budget items to pay the amount set forth in the
above-mentioned Agreement.
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
By virtue of the above, the J.O. started to accrue the RSI
again, from January 1, 2009 to November 30, 2013.
On April 16, 2014, the request of the Argentine Attorney
General’s Office was accepted and a 3-month extension
was granted.
On April 29, 2014, the ICC decided to extend such term until
July 31, 2014.
In such respect, the J.O.’s Management and Legal Advisors
believe that, by virtue of application of the legal rules
and regulations regarding pesification (application of the
Reference Stabilization Index (RSI) to overdue canons) which
should be applied to this contractual structure, the J.O. has
a sound legal position to collect its claims in the context of
application of the above-mentioned rules and regulations.
The proportional participation of TEARG in the total balance
receivable of the J.O. with the Argentine Government as of
November 30, 2013 amounts to USD 44,821.
The value of such receivable recorded in these special
financial statements, which results of discounting the above-
stated value from the current value as of November 30, 2013,
and according to the estimate of probable date of collection
of RSI as of November 30, 2014, is USD 39,128.
All these financial credits correspond to the canonsreceivable 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 November 30, 2013.
c. OTHER CONTINGENCIES AND UNCERTAINTIES
Techint E&C´subsidiaries have tax and civil lawsuits for which
the legal advisors do not expect a probable unfavorableoutcome and, therefore, no provision was set up. The
amounts of these contingencies amount as of December 31,
2013 to USD 2,496 for tax contingencies, USD 5,744 for civil
contingencies and USD 951 Others.
NOTE 22.
RESTRICTED ASSETS
TENCO AND SUBSIDIARIES
At December 31, 2013 the net carrying amounts of the PP&E
held under finance lease amount to USD 10,506. At December
31, 2013, liabilities for finance leases amount to USD 4,815.
TEBRA
At December 31, 2013, the Company had assets with a
carrying amount of USD 19 granted as guarantee for different
legal proceedings.
TEARG
At December 31, 2013, there were PP&E with a residual
book value of USD 1,225, which were pledged as guarantee
for liabilities under pledge agreements for USD 1,545 and
USD 528, included in the account “current and non-current
Borrowings“, respectively.
COINCAR S.A.
Under the Credit Facility Agreement entered into by Coincar
S.A. with Banco Santander Río S.A. and Banco de Galicia
y Buenos Aires S.A., Coincar S.A. agreed not to sell 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 atransaction 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 bidspecifications 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 comprised
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S . A .
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
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 would 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.
NOTE 23.
CLAIMS RECEIVABLES
During the year ended December 31, 2011 TEBRA recognized
a gain for damages based on a final and irrevocable court
decision issued on April 4, 2011 by the Superior Court of
Justice ("STJ") related to the Civil Construction Contract
entered into in October 1, 1991 with the Ministry of Education
and Sports for the construction of 200 units of the Integrated
Center for Child Support (CIAC according to its acronym
in Portuguese). The claim was brought by TEBRA claiming
reimbursement losses resulting from the unilateral termination
of the contract by the government on September 30, 1996
when only 41 CIACs had already been built.
TEBRA claimed damages for all losses incurred, among
which, additional costs incurred in the production of pre-
molded concrete elements and in the support of the work;
the costs of plant implementation, which could not be
recovered due to the contract termination; loss of profitsdue to the failure of the essential purpose of the contract;
and costs required for the demobilization of the plant, the
building sites and equipment.
The STJ recognized the right of TEBRA to damages for all
the costs incurred based on an expert report plus legal
interest and monetary adjustment. The report of the expert
was issued on July 27, 1999 with amounts updated through
December 31, 1998 and the decision of the STJ issued on
April 4, 2011 determined the amount of damages in the
amount of R$ 93,283 adjusted through December 31, 1998
and subsequently monetarily adjusted according to the criteria
defined in such decision. On July 18, 2011, a request for
execution was filed by TEBRA, accompanied by another expert
report which adjusted the amount of the resulting damages
according to the criteria defined in the final and unappealable
decision to a total of R$ 339,263 on June 30, 2011.
At December 31, 2011 TEBRA recorded upon initial
recognition the amounts recorded under “Claims receivables“
at its present value measured considering its terms which
include adjustment based on INPC/ Brazilian Central Bank
plus interest of 1% per month until the issuance of the
payment order (precatório) by the president of the Superior
Justice Court (the original estimate of management upon
initial recognition was that the payment order would be
issued before June 30, 2013 and currently management has
revised such estimate for such payment order to be issued
before June 30, 2014) and include adjustment thereafter at
0.5% per month until its settlement. Management currently
estimates that the amount will be paid by the Federal
Government from December 31, 2013, on the maximum
legal period of ten annual installments for certificates ofgovernment’s debt issued up to June 30, 2012. The discount
rate used was 9.86% per year in all cases based on the
DIxTR reference rate provided by BM&F BOVESPA.
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
The net amount recorded in income for the year ended
December 31, 2011 is as follows:
Details:
Claim restated up to the date of recognition by the final and irrevocable court decision
Restatement for the period between the final and irrevocable court decision
and December 31, 2011 (INPC)
Interest for the period between the final and irrevocable court decision and December 31, 2011 (1% p.m.)
Total amount at December 31, 2011
Adjustment to present value
Total adjusted to present value at December 31, 2011
Provision for legal fees - 20%
Amount recognized as “Gain from claims, net“
339,263
3,359
13,412
356,034
(57,855)
298,179
(59,636)
238,543
187,711
(37,542)
150,169
AMOUNTS IN
R$ THOUSAND
AMOUNTS IN
USD THOUSAND (*)
(*) The amount of the net gain has been translated at the average exchange rate of April 2011 the month on which the final
unappealable decision was issued. The receivable as of December 31, 2013 translated at the period-end exchange rate
amounts to USD 148,525 (see note 8) and the related provision for legal fees amounts to USD 29,614 (see note 18).
On October 25, 2011, having been duly served with
process, the Government filed a motion to stay execution,
questioning, among other matters, the computation
criteria. The motion to stay was judged by the courts on
October 19, 2012. TEBRA believes that the decision of the
first level judge to change the date when the monetary
restatement should start to be computed in six months is
wrong. TEBRA conservatively reduced the amount of theindemnity receivable in the amount of R$ 14,906 reflecting
the court decision.
On September 6, 2012 the Federal Government presented to
the Superior Tribunal de Justiça (“STJ”) a motion to set aside
judgment (ação rescisória), a request to overturn or set aside
the final unappelable ruling on the case.
Under Brazilian law motion to set aside already issued
final and unappelable judgments are only applicable in nine
very narrow circumstances. In the view of management
supported by the opinion of its counsel the probability of the
Federal Government motion being successful is very remote.
At December 31, 2013 the amount of the receivable was
computed assuming that: (a) the estimated date for issuanceof the certificate of government's debt by the judicial authority
up to June 30, 2014 which represents the current best
estimate of the issuance, and (b) the payment by the Federal
Government in up ten equal and annual installments, payable
from December 31, 2015 (the maximum legal payment date
for certificates of government's debt issued up to June 30,
2014). The resulting amount was discounted at present value
based on DI x TR indices reported by BM&FBOVESPA.
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
The changes in the amounts recorded in the claims
receivable and in the related provision for legal fees are
presented below:
Beginning of the twelve-month period
Effect of Group's restructure operation
Translation effect
Increase in the receivable due to application of inflation index (INPC)
and interest (1% p.m.) established in the final court decision
Unwinding of present value adjustment
End of the twelve-month period
Amount recognized as “Financial results“
–
165,005
(21,317)
18,572
(13,735)
148,525
4,837
–
(32,897)
4,250
(3,714)
2,747
(29,614)
(967)
CLAIM PROVISION
FOR LEGAL FEES
1
NOTES
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NOTE 24.
RELATED PARTY TRANSACTIONS
TECHINT E&C is controlled by Techint Investments N.V. ,
which owns 100% of the company’s shares. San Faustin S.A
(“San Faustin”), a corporation based in Luxembourg, owned
the company through subsidiaries.
Rocca & Partners Stichting Administratiekantoor Aandelen
San Faustin, a Dutch private foundation (Stichting) (“RP
STAK”) held shares in San Faustin sufficient in number to
control San Faustin.
No person or group of persons controlled RP STAK.
Non-current assets
Other investments in other related parties
Trade receivables from other related parties
Other receivables
Other receivables from associated parties Other receivables from other related parties
Current assets
Trade receivables
Trade receivables from associated parties
Trade receivables from other related parties
Other receivables
Other receivables from associated parties
Other receivables from other related parties
Cash and cash equivalents
Short-term deposits in related parties
7,494
27
12,197
639
1,916
38,080
10,389
4,234
132,318
DEC 31, 2013
7
8
8
8
8
8
8
8
12
NOTES
TWELVE-MONTH PERIOD BALANCES WITH RELATED
PARTIES OTHERS THAN THE PARENT COMPANY
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Non-current liabilities
Other liabilities
Other liabilities due to subsidiaries
Other liabilities due to other related parties
Current liabilities
Borrowings
Borrowings from subsidiaries
Borrowings from other related parties
Trade and other payables due to other related parties
Other liabilities due to other related parties
405
792
886
28,374
11,393
179
17
17
14
14
16
17
NOTES DEC 31, 2013
Transactions with associated companies
Sales of goods and services
Purchases of goods and services
Transactions with other related companies
Sales of goods and services
Purchases of goods and servicesGeneral administrative and selling expenses
45,604
6,713
388,814
63,49735
DEC 31, 2013
TRANSACTIONS WITH RELATED PARTIES
The aggregate compensation of the directors and executive
officers earned during the twelve-month period ended
December 31, 2013 amounts to USD 14,493.
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NOTE 25.
PRINCIPAL SUBSIDIARIES
Carbonser, S.A. de C.V.
Carbontec, S.A. de C.V.
Compañía Inversora Ferroviaria S.A.I.F.
Constructora Mexicana Electromecánica
y de Instrumentación, S.A. de C.V.
Construcciones y Prestaciones Petroleras S.A. (CPP)
Ferroexpreso Pampeano S.A.C.
Flinwok S.A.
Prestaciones Globales Siderúrgicas S.A.I.F.
Saudi Techint Ltd.Sidernet de Venezuela C.A.
Sidernet Mexicana S.A. de C.V.
Sidernet S.A.
Socominter Sociedade Comercial Internacional Ltda.
Techint Chile S.A.
Techint Compagnia Tecnica Internazionale S.p.A.
Techint Compañía Técnica Internacional S.A.C.I.
Techint Compañía Técnica Internacional S.A.C.I.
Techint Engenharia e Construção S/A.
TEI&C S.A.Techint Iberia S.L.
Techint International Construction Corp. (TENCO)
Techint Ingeniería y Construcciones S.L.
Techint Ingeniería y Construccion Bolivia S.A.
Techint Inversiones S.A.I.F.
Techint S.A.C.
Techint, S.A. de C.V.
Techint Servicios, S.A. de C.V.
TE&C Investments Netherlands BV
TS LNG S.A.S.Wisdery S.A.
50.00%
50.00%
77.14%
100.00%
100.00%
61.71%
100.00%
100.00%
51.00%
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%
50.00%
100.00%
DEC 31, 2013 (*)
% OF OWNERSHIP
COMPANY
(1)
(1)
(2)
(3)
Loading and transportation of coal
Personal Services
Holding Company
Personal Services
Engineering and construction
Cargo Railway Transportation Concession
Holding Company
Holding Company
Engineering and constructionCleaning services
Heavy cleaning services
Heavy Cleaning Services
Sale of machinery and equipment
Engineering and construction
Engineering and construction
Engineering and construction
Engineering and construction
Engineering and construction
Holding CompanyEngineering and construction
Holding Company
Holding Company
Engineering and construction
Holding Company
Engineering and construction
Engineering and construction
Personal Services
Holding Company
Engineering and constructionTrading Company
MAIN ACTIVITY
Mexico
Mexico
Argentina
Mexico
Ecuador
Argentina
Uruguay
Argentina
Saudi ArabiaVenezuela
Mexico
Argentina
Brazil
Chile
Italy
Argentina
Uruguay
Brazil
UruguaySpain
Bahamas
Spain
Bolivia
Argentina
Peru
Mexico
Mexico
Netherlands
FranceUruguay
COUNTRY
The following is a list of TECHINT E&C’s principal subsidiaries
and its direct and indirect percentage of ownership of each
controlled company at December 31,2013:
(1) TEMEX has the power to govern the financial and operating policies of the entity.
(2) Controlling interest through Compañía Inversora Ferroviaria S.A.I.F.
(3) See note 1
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
DECEMBER 31, 2013
Non-current
Cash-flow hedge
Total derivative financial instruments – non current
Current
Cash-flow hedge
Derivative financial instruments
Total derivative financial instruments - current
–
–
4,119
–
4,119
3,212
3,212
1,871
3,901
5,772
ASSETS LIABILITIES
NOTE 26.
DERIVATIVE FINANCIAL INSTRUMENTS
FORWARD FOREIGN EXCHANGE CONTRACTSThe notional principal amounts of the outstanding forward
foreign exchange contracts at 31 December 2013:
Contract Types
Forwards to sell US dollars vs pesos mexicanos
Forwards to sell US dollars vs euros
Forwards to buy US dollars vs euros
Forwards to sell Polish zloty vs eurosForwards to buy Polish zloty vs euros
Measurement Report (“BM”) 32 in dollars – OSX
Measurement Report (“BM”) 33 in dollars – OSX
32,594
(103,205)
59,482
(52,500)106,557
1,700
2,201
TOTAL NOTIONAL AMOUNT IN CURRENCY OF THE CONTRACT DEC 31, 2013
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
NOTE 27.
COST OF REVENUE 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
Unallocated costs
Total December 31, 2013
981,677
42,018
104,798
308,583
513,349
50,244
4,167
42,436
57,844
80,972
2,186,088
887,389
27,854
85,888
295,912
512,419
42,798
3,378
37,601
50,824
61,810
2,005,873
94,288
14,164
18,910
12,671
930
7,446
789
4,835
7,020
19,162
180,215
COST OF
REVENUE
4
5
NOTES GENERAL
ADMINISTRATIVE
AND SELLING
EXPENSES
DEC 31, 2013
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
NOTE 28.
FINANCIAL RESULTS
Income
Interests and indexation
Net foreign exchange transaction results
Results from Techint Cía Técnica Internacional S.A.C.I. Impregilo S.p.A. (suc. Arg.)
Iglys S.A. - Unión Transitoria de Empresas – Complejo Penitenciario Ezeiza
Restatement and interest on claims
Other
Costs
Interests and indexation
Net foreign exchange transaction results
ComissionsOther
11,980
8,779
7,866
3,870
2,357
34,852
(12,622)
(7,561)
(807)
(1,751)
(22,741)
DEC 31, 2013
21.b
NOTES
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
NOTE 29.
OTHER OPERATING RESULTS
Gain from the sale of PP&E
Impairment loss
Derivative financial instrument
Reversal of provisions
Restructuring Costs TEMIL
Loss of Sale Investment in TEMIL
Other
5,510
(5,535)
(3,894)
14,307
(11,522)
(14,093)
2,992
(12,235)
NOTE 30.
INCOME TAX
Current income tax
Deferred income tax
(50,922)
(1,587)
(52,509)
DEC 31, 2013
DEC 31, 2013NOTES
15
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
135,770
(45,343)
1,372
4,262
313
1,795
(8,650)
(2,790)
733
2,419
(486)
(6,134)
(52,509)
The net difference between the tax calculated at the rate in
effect in each country and the total charge for the twelve-month
period is generated by the following:
Income before income tax
Tax calculated at the applicable rate on the result for the twelve-month period
Effect of restatement in constant currency
Result due to participating interests in subsidiaries and related companies
Dividends earned
Gain from claims
Provision for loss with inventories and advances to suppliers
Tax loss carry - forwards
PP&E
Tax-deductible interest on own capital
Non-deductible expensesOther, net
Income Tax
DEC 31, 2013
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NOTE 31.
MAIN CONTRACTS IN PROGRESS
Peru
Loops del Sur - Preliminary Works
Camisea Well Head Compression Project EPC 30
Toromocho Project
Kepashiato Compression Plant Proyect – Transportadora de gas del Perú S.A. (TGP)
Chile
Construction of Stations and Pipeline for Seawater Supply
Mechanical Maintenance ServiceEscondida Water Supply (EWS) Project – Betchtel Chile Limitada
Uruguay
Melo Electricity Interconnection
Maldonado Sewage System
Puerto Montes del Plata
Brazil
Retarded Coke Unit - Complexo Petroquímico do Río de Janeiro (COMPERJ)
Modules for P-76 Platform
Argentina
Punta Negra Hydroelectric Power Station
Subway Line H Expansion
Potasio Río Colorado
Pascua Lama Fase III
100%
99%
98%
0%
96%
83%
0%
74%
100%
78%
82%
0%
69%
11%
(*)
(**)
85
122
247
132
193
142
691
89
46
171
1,569
871
399
476
–
–
PHYSICAL
PROGRESS
TOTAL CONTRACT
AMOUNT
(USD MILLION)
COUNTRY / AREA
PROJECT
At December 31, 2013 , the main contracts are the following:
(1)
(2)
(2)
(3)
(3)
(4)
(1)
(2)
(3)
DECEMBER 31, 2013
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100%
100%
26%
83%
58%
40%
78%
8%
63%
91%
94%
94%
98%
65
26
242
70
39
765
782
103
124
269
331
178
69
PHYSICAL
PROGRESS
TOTAL CONTRACT
AMOUNT
(USD MILLION)
DECEMBER 31, 2013
Mexico
Norte II CCC Power Project
Tuxpan Compressor Station
Ethane Pipeline Project
Tamazunchale Facilities
Naranjos Compressor Station
Europe
Dunkerque LNG
Polskie LNG
Zeebrugee LNG
Norilsk – Cooper and nickel plant
Middle East
Yanbu – Solids handling system
Ruwais – 2° Sulfur handling plant
Hout Onshore – Petrol Improving facilities
Africa
El Ain El Sokhna – Central supercritical thermal
(5)
(3)
(6)
(3)
COUNTRY / AREA
PROJECT
(1) The Company's participation is 60%
(2) The Company's participation is 40%
(3) The Company's participation is 50%(4) The Company's participation is 75%
(5) The Company's participation is 19%
(6) The Company's participation is 33%
(*) The Potasio Río Colorado project was cancelled in March 2013.
(**) In October 2013, the client Barrick Exploraciones Argentinas S.A., an affiliate of Barrick
Gold Corp. of Canada, announced the suspension of the Pascua Lama project during the
implementation of Phase III, not mentioning anything about new deadlines for completion.
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A N N U A L R E P O R T
2 0 1 3
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
NOTE 32.
CONTRACT WITH CUSTOMER UNDER JUDICIAL
RECOVERY - WHP 1 AND WHP 2 PLATFORMS - OSX
WHP 1 & 2 LEASING GROUP B.V. (“OSX”)
On June 15, 2011, TEBRA was engaged by OSX for the
provision of engineering services, supply of two platforms
named WHP-1 and WHP-2, and related activities, with
anticipated final load-out of platform WHP-2 and platform
WHP-1 on April 29, 2014 and April 29, 2015, respectively.
Up to June 2013, the contract was duly performed by
TEBRA, and all contractual obligations were fully complied
with within the schedule timelines. However, progress in
the projects, as measured in measurement reports (BMs) in
June (BM 32), July (BM33) and August (BM34) 2013, was not
paid by OSX on the respective due dates.
In July 2013, the client cancelled the construction of the WHP-1
Platform. The project was suspended in August 2013 upon
the client’s failure to pay. When the works were suspended,
the progress rate for construction of the WHP-2 Platform
was 45%. A Contractual Amendment dated September 27,
2013, formally cancelled the services and supply relating to
platform WHP 1, and the Company's rights arising from such
termination were maintained.
On October 02, 2013, TEBRA initiated judicial proceedings
aiming to receive the amounts due under BM´s 32 and 33.
On October 30, 2013, OSX started the arbitration process
against TEBRA in order to discuss the termination of the
contract for the construction of WHP-2.
On November 8, 2013, OSX sent TEBRA the notice to
inform that the contract has been terminated by TEBRA´s
exclusive fault, and to reiterate that the BMs are not payable.
On November 11, 2013, a counter-notification was sent
which alleged that OSX was the sole responsible for the
termination of the contract.
On that same day, OSX requested Judicial Reorganization
for the Brazilian companies of the group, which was granted
by the Courts of Rio de Janeiro, preventing the creditors to
receive the amounts due. Therefore, the judicial proceedings
initiated aiming to receive payment for the BMs 32 and 33
were suspended.
On December 20, 2013, the defense in the arbitration
process was filed, together with a counterclaim related to
the construction of WHP-2. The arbitration process against
OSX for discussing the termination of WHP-1 started on this
same date.
Given this scenario, the Company discontinued the
performance of the contract and limited revenue from this
project to those amounts that had been actually collected.
Also, the Company recognized costs incurred and measured
up to December 31, 2013.
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T E C H I N T
E & C
S . A .
NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
NOTE 33.
GROUP´S RESTRUCTURE OPERATION
As mentioned in Note 1, as results of the reestrucuration, the
total assets recognized amounts USD 1,548,714 and the total
liabilities assumed was equal to USD 820,076.
Below, a detai l is provided of assets and liabilities received:
ASSETS
Non-Current Assets
Property, plant and equipment (PP&E)
Intangible assets
Investments accounted for using the equity method
Other investments
Non-current tax assets
Trade and other receivables
Deferred income tax assets
Current Assets
Inventories
Derivative financial instruments
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 Assets
623,692
925,022
1,548,714
307,602
8,623
2,401
9,952
13,512
219,816
61,786
74,425
194
37,199
478,668
44,359
1,029
16
289,132
NOTES
4
5
6
7
8
15
9
26
8
11
7
12
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A N N U A L R E P O R T
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NOTES TO THE SPECIAL CONSOLIDATED FINANCIAL STATEMENTSALL AMOUNTS ARE SHOWN IN USD THOUSANDS, UNLESS OTHERWISE STATED.
NOTE 34.
SUBSEQUENT EVENTS
On February 14, 2014, the company´s Board of Directors
provided for the payment of a dividend in cash for the
sum of USD 29,000, to be paid on such date to its
controlling shareholder.
Except for the situation stated in the previous paragraph
and in note 13 after December 31, 2013, no other events,
situations or circumstances have occurred which might
significantly affect the Company´s equity or financial position,
which have not been adequately contemplated or mentioned
in these special consolidated financial statements.
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
Other liabilities
Current Liabilities
Borrowings
Trade and other payables
Derivative financial instrumentsConstruction contracts work in progress
Current tax liabilities
Other liabilities
Total liabilities
Total equity and liabilities
728,638
269,132
550,944
820,076
1,548,714
709,178
19,460
63,971
25,105
1,371
48,370
130,315
67,499
313,318
5
31,529
48,776
89,817
NOTES
14
15
16
17
14
16
17