Annual Report • Aug 3, 2016
Annual Report
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We approach each challenge with innovative, reliable and secure solutions to meet the needs of our clients. Through multicultural working groups we are able to provide sustainable development for our company and for the communities in which we operate.
Innovation; health, safety and environment; multiculturalism; passion; integrity.
By their nature, forward-looking statements are subject to risk and uncertainty since they are dependent upon circumstances which should or are considered likely to occur in the future and are outside of the Company's control. These include, but are not limited to: monetary exchange and interest rate fluctuations, commodity price volatility, credit and liquidity risks, HSE risks, the levels of capital expenditure in the oil and gas industry and other sectors, political instability in areas where the Group operates, actions by competitors, success of commercial transactions, risks associated with the execution of projects (including ongoing investment projects), in addition to changes in stakeholders' expectations and other changes affecting business conditions.
Actual results could therefore differ materially from the forward-looking statements.
The financial reports contain in-depth analyses of some of the aforementioned risks.
Forward-looking statements are to be considered in the context of the date of their release. Saipem SpA is under no obligation to review, update or correct them subsequently, except where this is a mandatory requirement of the applicable legislation.
The forward-looking statements given herein are not intended to constitute an invitation to invest or to provide legal, accounting, tax or investment advice and should not be relied upon in that regard.
EUROPE
Austria, Belgium, Bulgaria, Croatia, Cyprus, Denmark, France, Greece, Italy, Luxembourg, Malta, Netherlands, Norway, Poland, Portugal, Romania, Spain, Sweden, Switzerland, Turkey, United Kingdom
AMERICAS
Argentina, Bolivia, Brazil, Canada, Chile, Colombia, Ecuador, Mexico, Panama, Peru, Suriname, United States, Venezuela CIS
Azerbaijan, Georgia, Kazakhstan, Russia, Turkmenistan, Ukraine
AFRICA
Algeria, Angola, Congo, Egypt, Gabon, Libya, Morocco, Mozambique, Namibia, Nigeria, Uganda
MIDDLE EAST
Iraq, Kuwait, Oman, Qatar, Saudi Arabia, United Arab Emirates
FAR EAST AND OCEANIA
Australia, China, India, Indonesia, Japan, Malaysia, Singapore, South Korea, Thailand
BOARD OF DIRECTORS Chairman Paolo Andrea Colombo
Chief Executive Officer (CEO) Stefano Cao
Directors Maria Elena Cappello, Federico Ferro-Luzzi, Francesco Antonio Ferrucci, Guido Guzzetti, Flavia Mazzarella, Nicla Picchi, Leone Pattofatto1
BOARD OF STATUTORY AUDITORS Chairman Mario Busso
Statutory Auditors Giulia De Martino Massimo Invernizzi
Alternate Auditors Paolo Sfameni Maria Francesca Talamonti
(1) Appointed as Director by the Board of Directors with a resolution of the Board on January 21, 2016 and confirmed with a resolution of the Ordinary Shareholders' Meeting on April 29, 2016.
EY SpA
(*) As indicated in the Shareholders' Agreement between Eni and FSI (now CDP Equity SpA), as of the effective date of the sale (January 22, 2016), neither Eni nor CDP Equity SpA will carry out the 'sole control of Saipem pursuant to Article 93 of TUF'. Furthermore, according to the information contained in the document prepared by Eni pursuant to Article 5 of the Regulation 'Related parties' regarding the sale of the investment held by Eni in Saipem, the set-up in relation to the governance agreed upon are directed towards establishing joint control of Saipem by Eni and CDP Equity SpA.
3 Shareholder structure of the Saipem Group
| and Financial Review | ||
|---|---|---|
| 8 | Saipem SpA share performance | |
| 10 | Glossary | |
| 14 | Operating review | |
| 14 | Market context | |
| 14 | New contracts and backlog | |
| 15 | Capital expenditure | |
| 16 | Offshore Engineering & Construction | |
| 22 | Onshore Engineering & Construction | |
| 27 | Offshore Drilling | |
| 30 | Onshore Drilling | |
| 32 | Financial and economic results | |
| 32 | Results of operations | |
| 36 | Financial position | |
| 38 | Reclassified cash flow statement | |
| 39 | Key profit and financial indicators | |
| 40 | Sustainability | |
| 41 | Research and development | |
| 44 | Quality, Safety and Environment | |
| 47 | Human resources and health | |
| 51 | Information system | |
| 53 | Risk management | |
| 67 | Additional information | |
| Condensed consolidated | 70 | Reconciliation of reclassified balance sheet, income |
| interim financial statements | statement and cash flow statement to statutory schemes | |
| 74 | Consolidated financial statements | |
| 80 | Notes to the condensed consolidated interim financial statements |
|
| 126 | Certification of the Condensed Consolidated | |
| Interim Financial Statements pursuant to | ||
| Article 81-ter of Consob Resolution No. 11971 | ||
| of May 14, 1999 and subsequent amendments | ||
| 127 | Independent Auditors' Report | |
In the first half year of 2016, Saipem achieved positive results despite a market context that continues to the challenging.
Revenues amounted to €5,275 million (€5,373 million in the same period of 2015), hence substantially stable compared to the same period last year.
Adjusted operating result (EBIT)1 for the period amounted to €324 million, thanks to the excellent operational performances of Offshore Engineering & Construction and to the solidity of Offshore Drilling, which still benefits from rates negotiated in more favourable market periods.
The operating result (EBIT) amounts to €237 million, due to the effect of the write-off of overdue receivables deemed no longer recoverable of the Onshore Drilling Business Unit for €87 million. The adjusted net income for the first half of 2016 amounts to €140 million, while the net result is €53 million.
The Offshore Engineering & Construction sector accounted for 58.2% of revenues; the Onshore Engineering & Construction sector contributed 27.1% of revenues; the Offshore Drilling sector 9.2% of revenues and the Onshore Drilling sector generated 5.5% of revenues.
Net borrowings at June 30, 2016, stood at €1,940 million. The reduction compared to December 31, 2015 (€5,390 million) is due substantially to the share capital increase carried out during the first quarter of 2016. The cash flow for the first half year was offset by the increase in working capital and by capital expenditure in the period.
Capital expenditure in the first half of 2016 amounted to €97 million (€268 million in the first half of 2015).
In the first half of 2016, Saipem was awarded new contracts amounting to a total of €3,328 million (€3,500 million in the first half of 2015). The backlog at June 30, 2016 stood at €13,899 million (€6,605 million in the Offshore Engineering & Construction sector, €4,864 million in the Onshore Engineering & Construction sector and €2,430 million in Drilling.
(1) Adjusted EBIT and the adjusted net profit do not include the write-down of overdue receivables of the Onshore Drilling Business Unit.
(subsidiary companies)
Operating and Financial Review
During the first half of the year, the price of ordinary Saipem shares on the Italian Stock Exchange fell by 61%. In the same period, the FTSE MIB index, which records the performance of the main Italian stocks, reported a decrease of 22%.
The share performance in the early days of the year had been conditioned negatively by the sharp fall in the price of oil, which in turn followed the downward trend begun the previous year. By January 20, Brent had fallen to below USD 28 per barrel, reaching its lowest level in 12 years. On January 4, the Saipem share opened the year at €7.28 and on January 20 stood at €5.78.
In this difficult context, on January 21 the Board of Directors set the terms and conditions for a share capital increase voted upon by the Shareholders Meeting of December 2, 2015. The issue price was €0.362 per share, for a total book value of €3,499,947,586.
The share capital increase transaction concluded on February 18, with 8,489,181,690 ordinary shares having been subscribed. This amounted to 87.8% of newly-issued ordinary shares. The remaining 1,179,181,806 shares were subscribed by the guarantor banks.
The share capital was therefore subscribed for a total book value of €3,499,947,586 (of which €1,749,973,793 as capital and €1,749,973,793 as share premium).
Following the share capital increase, the new Saipem share capital amounts to
€2,191,384,693, divided into 10,109,665,070 ordinary shares and 109,326 savings shares with no nominal value.
During the subscription period, the sharp fall in the price of oil led to strong turbulence on the stock markets, striking in particular energy sector shares. On February 12, the share reached its minimum for the half year, namely €0.302. It rose again to €0.417 in early March,
driven by a gradual recovery in the price of crude and supported by the posting of the 2015 results, received positively by the financial community.
In subsequent months, the share performance fluctuated, conditioned by an uncertain and volatile market environment and by the caution of the financial markets as regards the outlook of oil industry companies, despite the recovery of oil prices towards USD 50 per barrel. In March, the negative effects on the share price of the purchase of most of the unsubscribed shares in a single day by the guarantor banks, coupled with the Unaoil scandal, dragged oil industry shares downwards. Contrarily, in April the awarding of new contracts to Saipem and the posting of the results for the first quarter were received positively by the financial community, driving the share price to €0.433 on April 29. Caution returned in May, following the lowering by a notch of Saipem's long-term credit rating by Standard & Poor's and Moody's. In June, the share price was particularly volatile, in line with the fluctuations in the price of oil. The Saipem share closed the half year at €0.360, penalised by the turbulence caused by the results of the Brexit referendum in the United Kingdom. In July, the share price showed signs of recovery, reaching €0.440 on July 20, 2016. Saipem's market capitalisation at June 30, 2016 was approximately €3.6 billion. In terms of share liquidity, 11.7 billion shares were traded during the half year, with a daily average in the period of 92 million shares exchanged. The value of shares traded amounted to €4.6 billion, while in the first half of 2015 it was around €10.6 billion. As regards savings shares, which are convertible at par with ordinary shares and are of limited number, these were 106,126 at June 30, 2016. Their value decreased by 2% during the first half of the year, closing at €5.70 at the end of June 2016.
| Listings on the Milan Stock Exchange | (€) | 2012 | 2013 | 2014 | 2015 | First half 2016 |
|---|---|---|---|---|---|---|
| Ordinary shares: | ||||||
| - maximum | 4.974 | 4.051 | 2.629 | 1.606 | 0.917 | |
| - minimum | 3.774 | 1.586 | 1.951 | 0.918 | 0.302 | |
| - average | 4.467 | 2.883 | 2.268 | 1.257 | 0.435 | |
| - period end | 4.317 | 1.586 | 2.483 | 1.198 | 0.360 | |
| Savings shares: | ||||||
| - maximum | 20.40 | 21.47 | 12.87 | 11.07 | 6.20 | |
| - minimum | 18.40 | 15.33 | 9.95 | 9.38 | 3.90 | |
| - average | 18.83 | 16.92 | 11.17 | 10.78 | 5.58 | |
| - period end | 19.99 | 16.56 | 12.27 | 9.38 | 5.70 |
Carbon Capture and Storage technology which enables the carbon present in gaseous effluents from hydrocarbon combustion and treatment plants to be captured and stored over long periods of time in underground geological formations, thus reducing or eliminating carbon dioxide emissions into the atmosphere.
Central Processing Facility production unit performing the first transformation of crude oil or natural gas.
typical of the Offshore Engineering & Construction segment, which relates to the realisation of a complex project where the global or main contractor (usually a construction company or a consortium) provides the engineering services, procurement of materials, construction of the system and its infrastructure, transport to site, installation and commissioning/preparatory activities for the start-up of operations.
(jumper) connects the upper part of the riser to the Floating Production Unit (FPU), while the riser is anchored to the sea bottom by means of an anchoring system. A rigid pipe (riser base jumper) connects the lower part of the FSHR to the Pipe Line End Terminations (PLETs).
under moderate pressure at ambient temperatures, thus enabling large quantities to be stored in easy-to-handle metal pressure vessels.
coaxial double pipe.
oil production and production capacity, i.e. quantity of oil which is not currently needed to meet demand.
Topside portion of a platform above the jacket.
Train series of units that achieve a complex refining, petrochemical, liquefaction or natural gas regasification process. A plant can be made up of one or more trains of equal capacity operating in parallel.
2016 saw a slight worsening in the economic downturn with world GDP still growing by under 3% compared to 2015, thereby highlighting a slow-down in both the advanced and emerging markets. The phase of depreciation of the euro compared to the dollar also stopped in light of the uncertainties in the US economy. During 2016, the average price of Brent, which fell in 2015 on account of weak global demand and the huge
€1,101 Americas
production of crude on the part of OPEC, with Iran's exit from international isolation after the embargo also contributing, showed signs of recovery at the end of the first half year. Lowering crude oil prices have seen the Oil Companies further reduce the volume of global investments in the short to medium term. The fall in investments compared to the predictions of previous years is due to the delay in the awarding of projects underway, to cancellations of high risk projects, and to the cost reduction policies implemented by the Oil Companies in the recent period. In this context, contractors find themselves having to face ever more challenging situations and the experience, reliability, technological know-how and project management capabilities, including complex and/or large-scale ones, have become indispensable elements to remain competitive in the Engineering & Construction and Drilling sectors.
New contracts awarded to the Saipem Group during the first half of 2016 amounted to €3,328 million (€3,500 million in the first half of 2015). 65% of all contracts awarded were in the Offshore Engineering & Construction sector, 30% in the Onshore Engineering & Construction sector, 3% in the Offshore Drilling sector and 2% in the Onshore Drilling sector.
New contracts to be carried out abroad make
| Saipem Group - New contracts awarded during the first half of 2016 | |||||||
|---|---|---|---|---|---|---|---|
| 2015 | (€ million) | First half 2015 | First half 2016 | ||||
| Amount | % | Amount | % | Amount | % | ||
| 2,243 | 34 | Saipem SpA | 659 | 19 | 554 | 17 | |
| 4,272 | 66 | Group companies | 2,841 | 81 | 2,774 | 83 | |
| 6,515 | 100 | Total | 3,500 | 100 | 3,328 | 100 | |
| 4,479 | 69 | Offshore Engineering & Construction | 2,742 | 78 | 2,158 | 65 | |
| 1,386 | 21 | Onshore Engineering & Construction | 431 | 12 | 990 | 30 | |
| 234 | 4 | Offshore Drilling | 189 | 6 | 117 | 3 | |
| 416 | 6 | Onshore Drilling | 138 | 4 | 63 | 2 | |
| 6,515 | 100 | Total | 3,500 | 100 | 3,328 | 100 | |
| 279 | 4 | Italy | 136 | 4 | 674 | 20 | |
| 6,236 | 96 | Outside Italy | 3,364 | 96 | 2,654 | 80 | |
| 6,515 | 100 | Total | 3,500 | 100 | 3,328 | 100 | |
| 507 | 8 | Eni Group | 214 | 6 | 155 | 5 | |
| 6,008 | 92 | Third parties | 3,286 | 94 | 3,173 | 95 | |
| 6,515 | 100 | Total | 3,500 | 100 | 3,328 | 100 |
up 80% of the total, showing a lower incidence compared to the same period of 2015; contracts awarded by Eni Group companies were 5% of the overall figure. Acquisitions of the parent company Saipem SpA amounted to 17% of the total. The backlog as at June 30, 2016 amounts to €13,899 million.
follows: 48% in the Offshore Engineering & Construction sector, 35% in the Onshore Engineering & Construction sector, 11% in Offshore Drilling and 6% in Onshore Drilling. 93% of orders were on behalf of overseas clients, while orders from Eni Group companies represented 10% of the overall backlog. The parent company Saipem SpA accounted for 37% of the total order backlog.
The breakdown of the backlog by sector is as
| Saipem Group - Backlog as at June 30, 2016 | |||||||
|---|---|---|---|---|---|---|---|
| Dec. 31, 2015 | (€ million) | June 30, 2015 | June 30, 2016 | ||||
| Amount | % | Amount | % | Amount | % | ||
| 5,386 | 34 | Saipem SpA | 5,176 | 27 | 5,144 | 37 | |
| 10,460 | 66 | Group companies | 13,842 | 73 | 8,755 | 63 | |
| 15,846 | 100 | Total | 19,018 | 100 | 13,899 | 100 | |
| 7,518 | 47 | Offshore Engineering & Construction | 9,283 | 49 | 6,605 | 48 | |
| 5,301 | 34 | Onshore Engineering & Construction | 6,086 | 32 | 4,864 | 35 | |
| 2,010 | 13 | Offshore Drilling | 2,547 | 13 | 1,586 | 11 | |
| 1,017 | 6 | Onshore Drilling | 1,102 | 6 | 844 | 6 | |
| 15,846 | 100 | Total | 19,018 | 100 | 13,899 | 100 | |
| 496 | 3 | Italy | 613 | 3 | 996 | 7 | |
| 15,350 | 97 | Outside Italy | 18,405 | 97 | 12,903 | 93 | |
| 15,846 | 100 | Total | 19,018 | 100 | 13,899 | 100 | |
| 1,736 | 11 | Eni Group | 2,067 | 11 | 1,358 | 10 | |
| 14,110 | 89 | Third parties | 16,951 | 89 | 12,541 | 90 | |
| 15,846 | 100 | Total | 19,018 | 100 | 13,899 | 100 |
Capital expenditure in the first half of 2016 amounted to €97 million (€268 million in the first half of 2015) and mainly related to:
class reinstatement works on the semi-submersible platform Scarabeo 6 and on the drilling jack-up Perro Negro 5, as well as maintenance and upgrading of the existing asset base;
In summary, the following table provides a breakdown of capital expenditure in the first half of 2016:
| Capital expenditure | |||
|---|---|---|---|
| 2015 | (€ million) | 2015 | First half 2016 |
| 102 | Saipem SpA | 24 | 23 |
| 459 | Group companies | 244 | 74 |
| 561 | Total | 268 | 97 |
| 168 | Offshore Engineering & Construction | 82 | 51 |
| 36 | Onshore Engineering & Construction | 17 | 4 |
| 247 | Offshore Drilling | 107 | 18 |
| 110 | Onshore Drilling | 62 | 24 |
| 561 | Total | 268 | 97 |
The Saipem Group possesses a strong, technologically advanced and highly versatile fleet, as well as world class engineering and project management expertise. These unique capabilities and competences, together with a long-standing presence in strategic frontier markets, represent an industrial model that is particularly well suited to EPCI projects.
The latest addition to the fleet is the Castorone – a 330-metre long, 39-metre wide mono-hull pipelay vessel equipped with a class 3 dynamic positioning (DP) system, an S-lay system and features allowing for the installation of a J-lay tower. The Castorone has been designed for challenging large-diameter, deep-water pipelay projects, but it also possesses the flexibility and productivity necessary for effective deployment on less complex projects. The vessel's distinctive features include a class 3 DP system, the capacity to fabricate and lay triple joint pipes of up to 48" in diameter (60" including coating) with a tensioning capacity of up to 900 tonnes (up to 1,500 tonnes in conditions of pipe flooding using a special patented clamp), a highly automated firing line made up of 7 workstations (3 welding and 4 completion/inspection stations), an articulated stinger for pipelaying in shallow and deep-water with an advanced control system, and the capacity to operate in extreme environments (Ice Class A0).
The current trend for deep-water field developments continues to drive the success of the FDS 2.
The FDS 2 is a 183-metre long, 32-metre wide mono-hull equipped with a cutting-edge class 3 DP system and a pipeline fabrication system. It has a vertical J-lay tower with a holding capacity of 2,000 tonnes capable of laying quad joint sealines of up to 36" in diameter and also possesses the capability to operate in S-lay mode.
With its 1,000 tonne crane and two 750 and 500 tonne capstan winches (both featuring a heave compensation system), the FDS 2 is suited to even the most challenging of deep-water projects.
Saipem's fleet of technologically advanced vessels also includes the Saipem 7000, which is equipped with a dynamic positioning system, has a 14,000-tonne lifting capacity, is capable of laying subsea pipelines in ultra-deep waters using the J-lay system and can handle a
suspended load of up to 1,450 tonnes during pipelay operations. The fleet further comprises the Castoro Sei, a semi-submersible pipelay vessel capable of laying large diameter subsea pipelines, the Field Development Ship (FDS), which is a special purpose vessel used in the development of deep-water fields, equipped with a dynamic positioning system, a 600-tonne lifting capacity crane and a vertical pipelaying system capable of operating in water depths of over 2,000 metres and the Saipem 3000, which is capable of laying flexible pipelines and installing umbilicals and mooring systems in deep-waters and installing subsea structures of up to 2,200 tonnes.
Saipem is involved on an ongoing basis in the management and development of its fleet, carrying out constant maintenance and continuous upgrading and improvement of its assets in line with technological developments and client requirements, with the aim of maintaining its operating capacity and high safety standards in a continuously evolving market.
Saipem also enjoys a strong position in the subsea market, thanks to its use of highly sophisticated technologies, such as subsea ROVs and specially equipped robots capable of carrying out complex deep-water pipeline operations.
Finally, the Company is also active in the Leased FPSO sector, with a fleet comprising the Cidade de Vitoria, and the Gimboa, operating in Brazil and Angola, respectively.
In an uncertain economic environment, where clients are looking to optimise and reduce development costs, investments in the Offshore Engineering & Construction sector have shown a general decline compared to 2015, which has affected the areas of West Africa and 'the Asia-Pacific in particular. Several significant projects have been blocked, such as Bonga North West (Shell) and Etan (Eni) both in Nigeria, Cameia (Cobalt International) and Chissonga (Maersk Oil) in Angola. In Australia, Woodside Petroleum has decided to postpone the Browse project, while in North America, which was affected in particular by the current context, in the Gulf of Mexico the development of the Buckskin and Moccasin fields (Chevron) has been cancelled and the Thunder Bird project (Murphy Oil) has been suspended.
Subsea developments decreased in the first half of 2016 compared to the figures recorded in 2015. This decline is fairly widespread geographically but applies in particular to the Asia-Pacific region: installations remain driven by activities in South America and the North Sea, where important projects, such as Goliat (Eni) in Norway and Parque das Conchas III (Shell) in Brazil, were started. As far as water depth is concerned, a weakening of the submarine units installed in deep water has been noted for the period.
The demand for pipelines is planned to drop sharply in 2016, with the Russia/Caspian and South America areas as the only ones in slight contrast in terms of kilometres laid. The highest levels of operations were concentrated in the Asia-Pacific area, especially through the award of the Vashista deep water project in late 2015, and Mumbai High North, both operated by the Oil and Natural Gas Corporation (ONGC) in India.
As part of large diameter pipelines, we wish to highlight the Rota II deep water project by Petrobras for the transport of natural gas from an offshore field to the Brazilian coast. In the Mediterranean, Trans Adriatic Pipeline (TAP) has awarded the construction contract of the offshore part of the Trans Adriatic Pipeline designed to transport gas between Albania and Italy across the Adriatic Sea. Among the projects cancelled, it is worth noting the expansion of the Umm Shaiffield (Adma-Opco) field in the UAE.
As for the installation of fixed platforms, it is estimated for the current year a decline in activity level. No fixed platform of large size was installed in the first part of 2016. In February, Shell confirmed that the final investment decision of the Bonga Southwest Project will be moved to 2017, and Chevron has postponed the Gehem and Gendalo project in Indonesia. Most installations of the first half of 2016 involved mainly smaller sized platforms in the Asia-Pacific, including Zawtika I (PTTEP) in Myanmar and Weizhou (CNOOC) in China.
As for the FPSO segment, demand is expected to remain weak for the entirety of 2016 as the oil price volatility has forced operators to postpone several investment decisions, resulting in no FPSO orders in the first six months of 2016. It is estimated that two will be award by the end of the year, both in the Asia-Pacific: we are awaiting awarding of the Husky CNOOC for the development of MDA/MBH gas fields in Indonesia, while Repsol is finalising the final investment decision for the Ca Rong project in Vietnam which will include both a leased FPSO and a Tension Leg Platform.
No new contract awards are expected in the FLNG segment for 2016, and many initiatives are still in the feasibility/FEED stage. It is estimated that only two projects will be approved by 2020: Eni is negotiating with suppliers for the Coral FLNG after the approval of the development plan by the government of Mozambique, while Delfin FLNG, the first FLNG development in the US, has already secured preliminary LNG sales agreements. In Equatorial Guinea, Ophir Energy is considering the possibility of reaching a final investment decision by 2016 regarding the Fortuna FLNG project.
The most significant acquisitions of the first half of 2016 concern the following projects:
Capital expenditure in the Offshore Engineering & Construction sector mainly related to the maintenance and upgrading of the existing vessels.
The biggest and most important projects underway or completed during the first half of 2016 were as follows.
Engineering, procurement and fabrication works have been completed for Eni Muara in Indonesia and fabrication activities continue on the Jangrik EPCI project. The scope of work includes engineering, procurement, fabrication of the FPU and the installation of a mooring system, as well as hook-up, commissioning and assistance to the start-up.
Pipelaying work has been completed in Australia for Inpex on the Ichthys LNG project, which consisted of the engineering, procurement, construction and installation of a subsea pipeline connecting the offshore central processing facility to the onshore processing facility in Darwin.
work is almost completed for Total Exploration and Production on the GirRI (Girassol Resources Initiatives) contract, in Block 17 in Angola, which encompasses engineering, procurement, fabrication, installation and commissioning of changes to the topside of the pumping system on the FPSOs Girassol and Dalia;
work has been completed for Cabinda Gulf Oil Co (CABGOC) on the fourth and fifth installation campaigns of the Congo River Crossing Pipeline project in Angola, which comprises engineering, procurement, fabrication and the installation of three subsea pipelines and subsea spools, as well as trenching and crossing works. The project was carried out off the coasts of Angola and the Democratic Republic of the Congo;
In Kuwait for the Kuwait National Petroleum Corp (KNPC), work is underway in the framework of the construction of the new Al-Zour refinery, Package 5, in joint venture with Hyundai Engineering & Construction and SK Engineering & Construction. The project encompasses the design, procurement, construction, pre-commissioning and assistance during commissioning tests, start-up and performance check for solid object management pier, pelletisation and transportation of sulphur, subsea discharge lines, a construction port zone, an offshore island and a small naval port.
In Azerbaijan, work continued for BP on the T&I Shah Deniz 2 contract involving the transportation and installation of jackets, topsides, subsea production systems and subsea structures for stage 2 of the Shah Deniz field development project. Within the Framework Agreement for Phase 2 of the project, work commenced on the call-off 007 contract encompassing the transportation and installation of production systems and subsea facilities, the laying of optical fibre cables and production umbilicals, start-up, supply of the crew and operational management of the new vessel, support for the vessel and, from 2017, management of a maritime base.
In China, work continued for Husky Oil China Ltd on the Liwan 3-1 project encompassing engineering, procurement and installation services for two pipelines, umbilicals, and the transport and installation of a subsea production system linking the wellheads to a processing platform;
In Kazakhstan:
In the Gulf of Mexico for Pemex, in the framework of the project for the development of the Lakach field, during the first half of the year work continued on engineering and procurement, despite the fact that, in April, the client suspended the project for four months for convenience. Activities, which include services of engineering, procurement, construction and installation of the system connecting the offshore field with the onshore gas conditioning plant, should recommence in August 2016.
In Brazil, for Petrobras:
In Venezuela, work is temporarily suspended for PDVSA in Venezuela while awaiting payment on the part of the client for work on the construction of the Dragon-CIGMA project involving the transportation and installation of a gas pipeline which will connect the Dragon gas platform to the CIGMA complex.
In Italy:
In the Leased FPSO segment, the following vessels carried out operations during the period:
framework of the EPC project for plant modifications, targeted at increasing the capacity of production water treatment;
| Saipem 7000 | Self-propelled, semi-submersible, dynamically positioned crane and pipelay vessel capable of lifting structures of up to 14,000 tonnes and J-laying pipelines at depths of up to 3,000 metres. |
|---|---|
| Saipem FDS | Dynamically positioned vessel utilised for the development of deep-water fields at depths of over 2,000 metres. Capable of launching 22" diameter pipes in J-lay configuration with a holding capacity of up to 750 tonnes (upgrade to 750 tonnes currently underway) and a lifting capacity of up to 600 tonnes. |
| Saipem FDS 2 | Dynamically positioned vessel utilised for the development of deep-water fields, capable of launching pipes with a maximum diameter of 36" in J-lay mode with a holding capacity of up to 2,000 tonnes. Also capable of operating in S-lay mode with a lifting capacity of up to 1,000 tonnes. |
| Castoro Sei | Semi-submersible pipelay vessel capable of laying large diameter pipe at depths of up to 1,000 metres. |
| Castorone | Self-propelled, dynamically positioned pipe-laying vessel operating in S-lay mode with a 120-metre long S-lay stern ramp composed of 3 articulated and adjustable stinger sections for shallow and deep-water operation, a holding capacity of up to 750 tonnes (expandable to 1,000 tonnes), pipelay capability of up to 60 inches, onboard fabrication facilities for triple and double joints and large pipe storage capacity in cargo holds. |
| Castoro Otto | Derrick pipelay ship capable of laying pipes of up to 60" diameter and lifting structures weighing up to 2,200 tonnes. |
| Saipem 3000 | Mono-hull, self-propelled D.P. derrick crane ship, capable of laying flexible pipes and umbilicals in deep waters and lifting structures of up to 2,200 tonnes. |
| Bar Protector | Dynamically positioned, multi-purpose support vessel used for deep-water diving operations and offshore works. |
| Castoro II | Derrick lay barge capable of laying pipe of up to 60" diameter and lifting structures of up to 1,000 tonnes. |
| Castoro 10 | Trench/pipelay barge capable of burying pipes of up to 60" diameter and of laying pipes in shallow waters. |
| Castoro 12 | Pipelay barge capable of laying pipes of up to 40" diameter in ultra-shallow waters of a minimum depth of 1.4 metres. |
| Castoro 16 | Post-trenching and back-filling barge for pipes of up to 40" diameter in ultra-shallow waters of a minimum depth of 1.4 metres. |
| Ersai 1 | Heavy lifting barge equipped with 2 crawler cranes, capable of carrying out installations whilst grounded on the seabed. The lifting capacities of the 2 crawler cranes are 300 and 1,800 tonnes, respectively. |
| Ersai 2 | Work barge equipped with a fixed crane capable of lifting structures of up to 200 tonnes. |
| Ersai 3 | Support barge with storage space, workshop and offices for 50 people. |
| Ersai 4 | Support barge with workshop and offices for 150 people. |
| Bautino 1 | Shallow water post trenching and backfilling barge. |
| Bautino 2 Ersai 400 |
Cargo barge for the execution of tie-ins and transportation of materials. Accommodation barge for up to 400 people, equipped with gas shelter in the event of an evacuation due to H2S leaks. |
| Castoro XI | Heavy-duty cargo barge. |
| Castoro 14 | Cargo barge. |
| Castoro 15 | Cargo barge. |
| S42 | Cargo barge, currently used for storing the J-lay tower of the Saipem 7000. |
| S43 | Cargo barge. |
| S44 | Launch cargo barge, for structures of up to 30,000 tonnes. |
| S45 | Launch cargo barge, for structures of up to 20,000 tonnes. |
| S46 | Cargo barge. |
| S47 | Cargo barge. |
| S 600 | Launch cargo barge, for structures of up to 30,000 tonnes. |
| FPSO - Gimboa | FPSO - Cidade de Vitoria FPSO unit with a production capacity of 100,000 barrels a day. FPSO unit with a production capacity of 60,000 barrels a day. |
The vessel Saibos 230 was divested on February 29, 2016.
The Saipem Group's Onshore Engineering & Construction expertise is focused on the execution of large-scale projects with a high degree of complexity in terms of engineering, technology and operations, with a strong bias towards challenging projects in difficult environments and remote areas.
Saipem enjoys a worldwide leading position in the Onshore sector, providing a complete range of integrated basic and detailed engineering, procurement, project management and construction services, principally to the Oil & Gas, complex civil and marine infrastructure and environmental markets. The company places great emphasis on maximising local content during project execution phase in a large number of the areas in which it operates.
The Onshore Engineering & Construction market, and the upstream segment in particular, is influenced by different factors, such as the impact that the fall in the price of Brent crude had on National and International Oil Company investments, and that was generated by the imbalance, in the process of re-balancing between the supply and demand for oil.
In a highly competitive market scenario, the EPC contracts awarded in the Onshore Engineering & Construction sector (upstream, midstream and downstream) were in line with the levels reached in same period of 2015. On a global level, there was a consistent share of EPC projects awarded in the Middle East (Kuwait, Saudi Arabia, Iraq, Oman, Qatar and Bahrain), distributed throughout almost all segments of Onshore Engineering & Construction (pipelines, LNG, refining, upstream and to a lesser degree, also in petrochemicals). In the Asia-Pacific (Cambodia, India and China), in the refining, LNG and pipeline segments. In North America (United States and Mexico), in the fertilizer, refining and to a lesser degree also in the petrochemical segments. In the CIS (Russia and Azerbaijan), in the pipeline and refining segments. In Europe (the Netherlands and Greece), in refining and pipelines. In South America (Chile), with the award of a large pipeline project. There were a number of minor projects also in North Africa. In the short to medium term, the overall volume of investments in the Onshore Engineering
& Construction sector remained consistent despite showing a decrease compared to the previous years' forecasts. This decrease mostly hit the North American and Asia-Pacific areas, which were still important areas of investment (more than 50% of overall investments).
The Upstream segment (and in particular the North American area), is preparing for a period of further reductions in investments due to the protraction of the largest oil supply. Despite that market conditions are not favourable to the segment, projects with a good probability of achieving success, because they are more economically and/or politically cost effective, have been announced. Although the first half of 2016 saw a significant reduction in the EPC contracts awarded, almost exclusively located in the Middle East (Saudi Arabia, Kuwait and Oman), the area retains a strategic importance in a global context where the awarded projects are few and small in size. The Upstream segment continued to show good short to medium term growth potential driven by gas and oil field discoveries and developments, but there is an increasingly pressing need for massive investments to maintain and replace the production levels of existing fields, which are in gradual decline. The greatest opportunities for new projects are located in the Middle East, North America and North Africa.
The Pipeline segment shows a level of EPC contracts awarded in the first half of 2016 in line with awards in the previous three years. The downturn in the price of oil has not had much influence on the new pipeline awards but still interferes with that part of the segment related to the development of new fields, such as collection systems (Oil/Gas Gathering), that could be subject to delays further ahead. Important projects were awarded in the first half of 2016 in Russia, the Middle East (Saudi Arabia and Oman), Asia-Pacific (India) and Europe (Greece). There were minor awards for gas pipelines in North Africa (Algeria) and Europe (UK). The pipeline segment is constantly driven by the abundance of available gas and, consequently, by the need to transport the gas from the production fields to the end user markets. This is why, in recent years, projects to build new gas pipelines or to expand existing ones outnumber oil pipeline projects. This is expected to continue in the short to medium term, particularly in countries opting to develop non-conventional fields, which will need to upgrade their
distribution infrastructure. Projects are planned in the short to medium term in all geographical areas of interest. Major investments are forecast in the North American and Middle East areas. There will still be interesting opportunities in other geographical regions.
The value of the EPC contracts awarded in the LNG segment is comparable with the level reached in the first six months of last year. Contracts for liquefaction plants have stalled following many award rich years, while the segment is supported by the acquisition of contracts for regasification plants, located mainly in the Middle East (Kuwait) and Asia-Pacific (India and China). Worldwide production capacity will grow in 2016 with the commissioning of three new LNG facilities in North America and Australia. Production capacity is even expected to grow in the coming six months. After years of growth forecasts, the volume of investments in North America decreased as a result of overcapacity created in this market and the slowdown in global economic growth. Although the segment is supported by continuous and constant abundance of gas from unconventional fields, which is enabling natural gas to be produced at a low cost, from the price of Henry Hub, which is currently lower than the price of gas in the other world markets, the growth of gas production is expected to decrease. The segment remains one of the main engines to support investments in the Engineering & Construction sector. In addition to North America, major investments are planned also in Africa (north, central and south), the Asia-Pacific and CIS areas, and to a lesser extent, in the remaining geographic regions.
In the general context of reduction in investments in the first half of 2016, the Refining segment will keep a role of primary importance in terms of total value of contracts awarded. The segment has always been one of the major drivers sectors of the Onshore Engineering & Construction market in terms of EPC contract awards. Despite the decline, compared with the 2014 peak year, but up compared to the same period of 2015, the first half of 2016 has seen important awards in the Asia-Pacific (Cambodia), in the Middle East (Iraq, and smaller awards also in Bahrain, Kuwait and Oman), North America (Mexico), Europe (the Netherlands), CIS (Azerbaijan) and North Africa (minor contract in Egypt). Demand for oil products is growing, just as quantity and quality, and is mainly supported by the increase in
consumption in the transport and petrochemicals sector, especially in non-OECD countries. But there has been a slowdown in demand growth as a result of a steady increase in efficiency and the use of alternative fuels. While there was a decline in investment in the short to medium term, caused by a shift forward of the projects, the volume is still considerable and involves the totality of the geographic areas monitored. Major investments are planned for the Asia-Pacific, America (North and South), Africa, Middle East and CIS. Increasingly stringent environmental regulations, particularly in OECD countries (in Europe in particular), and the reduction of the sulphur content in fuel oils, forced the refining segment to constantly revamp in terms of efficiency, also favouring medium and small investments by unit conversion, the closure of outdated refineries and the construction of mega export refineries in crude oil producing countries, especially in the Middle East.
The Petrochemicals segment, after an award rich 2014 and a 2015 downturn, but with major acquisitions especially in the second half of the year, saw a significant downturn in the first months of 2016 with the awarding of minor contracts in Saudi Arabia, the United States, Egypt and Azerbaijan. The overall capacity of petrochemical plants is expected to increase in the short to medium term with numerous projects planned in different geographical areas such as Asia (China and India in particular), the Middle East (Iran, but not only), North America (United States) and CIS (Russia). In the United States, the abundance of resources from shale oil and gas fields, obtained through the crushing of deep rocks, has improved the profitability of basic chemical plants, such as ethylene and methanol, which after years of a reduction in capacity, is starting to grow again. Investments in the segment are supported by an increase in global demand for petrochemical products (among the main ones ethylene, methanol, and propylene) and will involve both the construction of new complexes, both expansion and/or modernisation of existing ones. The segment was positively influenced by the continuous research in both conventional, i.e. propane dehydrogenation (PDH), and non-conventional technologies, from gas to propylene (GTP), from the gas to olefines (GTO), from coal to olefines (CTO), and from methanol to olefines (MTO). Investments are also stimulated by the continuous search for economies of scale and integration with refinery complexes.
Acquisitions of new projects in the Fertilizer segment are stable. The value of the contracts awarded is comparable to the market performance of the first half of the last three years, and is supported by EPC contracts awarded primarily in North America (United States). The area shows a growth in investment expectations even in the short to medium term, in contrast with the rest of the world. The volume of investments and the growth forecasts of global demand decrease, and production capacity in the short term, is still significantly higher than demand, especially in China. The decrease in the price of urea at current values is not enough to cover the high production costs of many plants in China, so it is expected to rebalance capacity by closing down of various plants in the area with old and inefficient systems and replacing them with new, more profitable plants. The Fertiliser segment also features small-medium scale investment for expansion and upgrading of already existing complexes. New initiatives have been identified in all areas of interest. As regards investment volumes, North America, the Middle East and North Africa, the CIS, Asia-Pacific, Central Africa and South America are the most interesting.
Finally, the rapid economic development occurring in the emerging countries is creating an important new market for large-scale civil and port Infrastructures which Saipem is targeting, especially in strategic regions.
The most significant new contract awarded in the first half of 2016 is the EPC project for Ital Gas Storage (IGS), which encompasses the development of natural gas storage plants in Cornegliano Laudense, in the province of Lodi. The plants will be connected to the Italian gas network, and in turn connected to the large national and European high pressure gas pipelines.
Capital expenditure in the Onshore Engineering & Construction sector in the reporting period focused mainly on the acquisition of equipment and the maintenance of the existing asset base.
The largest/most important projects underway or completed during the first half of 2016 were:
In Saudi Arabia:
EPC contracts (Packages 1 & 2) relating to the Jazan Integrated Gasification Combined Cycle project for the generation of electricity to be undertaken at approximately 80 km from the city of Jazan, in south-western Saudi Arabia. The Package 1 contract includes the gasification unit, the soot and ashes removal unit, the acid gas removal unit and the hydrogen recovery unit. The Package 2 contract includes six Sulphur Recovery Unit (SRU) trains and the associated storage systems. The scopes of work of both packages include engineering, procurement, construction, pre-commissioning, assistance to commissioning and performance tests of the concerned facilities;
In the United Arab Emirates:
Ruwais. Change orders and claims which emerged during project execution were recognised during the half year.
In Turkey, work is continuing for Star Refinery AS on the Aegean Refinery project, encompassing the engineering, procurement and construction of a refinery.
In Nigeria:
client to the Lekki Free Trade Zone, Lagos State. The scope of work encompasses engineering, procurement and construction of two twin production streams and related utilities and off-site facilities;
In Congo, work is nearing completion for Eni Congo on the Litchendjili project for the construction of an onshore treatment facility which will treat the feed stream from the Litchendjili Offshore Platform and separate the fluid into two main streams: the gas product (delivered to Centrale Electrique du Congo) and liquid hydrocarbons.
In Italy:
In Poland, engineering work was completed for Polskie LNG on the Polskie contract for a re-gasification terminal on the northwest
coast of the country, and delivered to the client during the reporting period. The contract encompassed the engineering, procurement and construction of the regasification facilities, including two liquid gas storage tanks.
Work continued for Canadian Natural Resources (CNR) on the Hydrotreater Fase 3 and SRU-SWC project, which encompasses additional units for the Horizon refining complex.
In Mexico:
the town of Salamanca. Specifically, during the reporting period the certificate of mechanical completion was obtained for the two plants and the completion of commissioning-start up;
In Azerbaijan and Georgia, for the Shah Deniz consortium, activities related to the SPCX Pipeline contract are underway, encompassing the construction of two pipelines and above ground installations. Both worksites are in full operational phase.
In Australia, work has been completed for Gladstone LNG Operations Pty Ltd on the Gladstone LNG contract which involved the engineering, procurement and construction of a gas pipeline, with the aim of connecting the Bowen and Surat fields to the Gladstone State Development Area (GSDA) near the city of Gladstone, Queensland, where an LNG liquefaction and export plant is due to be built. Legal proceedings have commenced for the recognition of change orders and claims which emerged during project execution.
At June 2016, the Saipem offshore drilling fleet consisted of fourteen vessels, divided as follows: seven deepwater units for operations at depths in excess of 1,000 metres (the drillships Saipem 10000 and Saipem 12000 and the semi-submersible drilling rigs Scarabeo 5, Scarabeo 6, Scarabeo 7, Scarabeo 8 and Scarabeo 9), two high specification jack-ups for operations at depths of up to 375 feet (Perro Negro 7 and Perro Negro 8), four standard jack-ups for activities at depths up to 300 feet (Perro Negro 2, Perro Negro 3, Perro Negro 4 and Perro Negro 5) and one barge tender rig (TAD). The fleet is completed by other minor units active offshore Peru. All units are the property of Saipem. During the half year it was also decided to proceed with the sale of the mid water semi-submersible Scarabeo 3 due to the lack of prospects for its use in the short to medium term.
During the half year Saipem's offshore drilling fleet operated offshore Norway, in the Mediterranean (Egypt), in the Red Sea, in the Persian Gulf, in West Africa, in Indonesia and offshore Peru.
The downturn in the market that commenced in 2014 affected the first half of 2016. The price of oil, which went below 30 dollars per barrel in the first weeks of the year, later rising to about 50 dollars per barrel at the end of the second quarter, remained weak overall, consequently impacting the entire segment in a negative manner.
The difficult moment for the market is reflected principally in the investments of the Oil & Gas companies: reductions in investments for the acquisition of drilling services has in fact continued, with a fall-off in the order of 20% compared with the first half of 2015. Use trends have generally been downward, averaging around 70%; only the most technically modern units have managed to record higher use levels of the fleet, which, however, are only slightly higher than the general market average. As already happened in 2015, the phase of difficulty has seen various oil & gas companies decide to terminate in advance the contractual commitments undertaken in preceding years with various drilling contractors. The negative cycle in the Oil & Gas sector has pushed various contractors into opting for the retirement and
dismantling of their oldest vessels: to the 54 units returned in 2015 due to lack of activities and prospects in the medium term, in the first six months of 2016 a further 25 units can be added, bringing the offer of drilling rigs down by 12% since the beginning of the crisis. Even the short-term trends in the rates for contracts assigned in the period has been conditioned by a general weakness. Ultra deep water is below \$300 thousand per day and the high spec jack-ups are below \$100 thousand per day. The combined effect of the expected increase in oil prices, the re-equilibrium between supply and demand for rigs and the need for cutting-edge vessels, will lead to a recovered in the daily rates over the medium term. Saipem management is convinced that the speed of the recovery in daily rates will be in line with the historical trend recorded. These expectations are even more legitimate with regard to countries such as Norway, where the limited supply of offshore drilling vessels will lead to a stronger recovery in the rates compared to other geographical areas. Following the significant number of orders awarded in previous years, new offshore drilling rig construction levels remained healthy, with 168 new rigs under construction (117 jack-ups, 18 semi-submersibles and 33 drillships), 73 of which are slated for delivery by year end 2016. No fewer than 134 units under construction have not yet secured contracts and in the medium term will contribute to a significant increase in global drilling rig services. The negative market phase has also led, in several cases, to the postponement of the time frames for the delivery of plants under construction, ostensibly to 2017 and beyond, while awaiting better market conditions. The significant number of units that will be delivered in the short to medium term, and the already mentioned retirement that has affected a part of the existing fleet, represent structural changes in the offshore drilling that will have significant effects in the medium to long term.
The most significant contracts awarded to the Group during the first half of 2016 were:
Investments during the reporting period concerned class reinstatement and work to ensure the compliance of vessels with international regulations and client requirements. The facilities which received investments were mainly the semi-submersible rig Scarabeo 6 and the jack-up Perro Negro 5 (in this latter case work for class reinstatement commenced near the end of last year and were concluded in the first quarter of 2016).
In the first half of 2016, Saipem's offshore units drilled 32 wells (of which 23 workovers), totalling 50,232 metres.
Scarabeo 7 continued operations in Indonesia for Eni Muara Bakau in the framework of a multi-year contract; the semi-submersible Scarabeo 6, having concluded operations in Egypt for Burullus and maintenance activities, was cold stacked while awaiting the acquisition of further work; the semi-submersible Scarabeo 5 continued its idle period in Norway following the decision taken by the client, Statoil, to suspend operations in September 2015; the period of idleness, remunerated at the suspension rate, was used for the completion of rig optimisation in view of the recovery of operations in the second half of the year;
Vessel utilisation in the first half of 2016 was as follows:
| Vessel under contract (days) Semi-submersible platform Scarabeo 3 (1) - Semi-submersible platform Scarabeo 5 182 Semi-submersible platform Scarabeo 6 14 Semi-submersible platform Scarabeo 7 182 Semi-submersible platform Scarabeo 8 182 Semi-submersible platform Scarabeo 9 182 Drillship Saipem 10000 182 Drillship Saipem 12000 182 Jack-up Perro Negro 2 182 |
Idle 182 (2) - |
|---|---|
| 168 (3) (4) | |
| - | |
| - | |
| - | |
| - | |
| - | |
| - | |
| Jack-up Perro Negro 3 119 |
63 (2) |
| Jack-up Perro Negro 4 180 |
2 (3) |
| Jack-up Perro Negro 5 131 |
51 (4) |
| Jack-up Perro Negro 7 182 |
- |
| Jack-up Perro Negro 8 182 |
- |
| Tender Assisted Drilling Barge 182 |
- |
(1) Vessel slated for scrapping.
(2) The vessel was not under contract.
(3) The vessel underwent maintenance works to address technical problems.
(4) The vessel underwent class reinstatement works and/or preparation works for a new contract.
At June 2016, Saipem's onshore drilling fleet consists of one hundred proprietary units. The areas of operations were Latin America (Peru, Bolivia, Colombia, Ecuador, Chile and Venezuela), Saudi Arabia, the Caspian Sea region (Kazakhstan), Africa (Congo and Morocco).
During the first half of the year, the overall volume of investments by oil companies saw a downward trend, with a fall-off of 18% in the markets in which Saipem operates compared to the second half of 2015, which in turn was conditioned by a significant slowdown in activities. The downturn is witnessed by the weakness of oil prices (which fell below \$30 per barrel in the first weeks of 2016), while the lack of significant prospects for recovery in the short and medium term conditioned the first six months of the financial year. The United States is among the areas that have seen the most significant fall-off in activities, with a reduction in investments of 40% compared with the previous half year. In this area, alongside the weak price of oil and gas, record levels of stocks have further contributed to creating the conditions for depressing the demand for drilling services. Latin America, historically an oil price sensitive area, has also seen one of the most noteworthy fall-offs in activity, quantifiable as 35% down compared to the previous half year. The reductions recorded in other regions were more contained. The only exception, as in the previous financial year, is the Middle East, an area which, despite the pressure on leasing rates, has in fact continued to show substantial stability in the level of activities, thanks to Saudi Arabia (confirmed as the market of reference in the region) and to countries with significant programmes for growth, such as Kuwait.
Among the most significant contracts awarded during the first half of the year are those with various clients for the use of rigs in South America, Saudi Arabia, Kazakhstan and Morocco.
The main investments made during the year related to work to ready rigs for operations in Kuwait under previously acquired multi-year contracts. Improvement and integration interventions were also carried out for maintaining the operating efficiency of the fleet and meeting the specific requirements of client companies.
92 wells (of which 9 were workovers) were drilled during 2015, with a total of 301,761 metres drilled.
In Latin America, Saipem operated in a variety of countries: in Peru, work was carried out for various clients, including Cepsa, CNPC, Pacific Rubiales and Repsol; Saipem has been present in the country with 18 of its own rigs; a further unit is in the United States for maintenance; in Bolivia, four rigs were deployed for YPFB Andina, Pluspetrol and Repsol; in Chile activities were carried out for ENAP and Enerco using two rigs; the unit under contract with Enerco was also used in a farm-out agreement for works for MRP, at the end of which it was placed on stand-by due to the unfavourable market conditions and remunerated by the client; in Colombia Saipem was present with six rigs of which only two were operative in activities conducted for Equion; there were four rigs in Ecuador; the only one under contract for Agip Oil was placed on stand-by due to the unfavourable market conditions and remunerated by the client; finally, in Venezuela, where there are twenty-seven units, work continued for PDVSA; while awaiting the outcome of matters pertaining to outstanding back payments and new methods of collaboration with the client in future activities, operations were progressively reduced during the half year up to the shut-down of 26 of the 27 rigs present in the country; in proximity to the end of the previous financial year, a unit operating in the country was also sent to the United States for maintenance in view of possible uses outside Venezuela.
In Saudi Arabia, Saipem deployed twenty-eight rigs which carried out operations for Saudi Aramco under previously acquired multi-year contracts. Preparation continued on 2 rigs that will operate in Kuwait on several contracts acquired from KOC.
In the Caspian Sea region, Saipem operated in Kazakhstan for various clients, including Agip
KCO and Zhaikmunai, using 4 owned rigs. In Africa, Saipem operated in the Congo and in Morocco, in the former case for Eni Congo SA with the management of a unit owned by the client, and in the latter with a proprietary rig which arrived from the Mauritania and which began activities in April for Sound Energy.
In Italy, work continued on preparation of a rig destined for use on behalf of Eni; the works, initially expected to commence in the first half of 2016, were postponed to the first half of 2017; the period is, however, remunerated at the stand-by rate.
Average utilisation of rigs was 70.4% (93.5% in the first half of 2015). At June 30, 2016, Company-owned rigs amounted to 100, located as follows: 28 in Saudi Arabia, 28 in Venezuela, 19 in Peru, 6 in Colombia, 5 in Kazakhstan, 4 in Ecuador, 3 in Bolivia, 2 in Chile, 1 in Italy, 1 in the Congo, 1 in Morocco, 1 in Kuwait and 1 in Tunisia. In addition, 2 units owned by third parties were used in Peru, 1 third-party unit was used in Congo and 1 in Chile.
As previously stated, revenues and associated profit levels are not consistent over time, as they are influenced not only by market performance but also by climatic conditions and individual project schedules in Engineering & Construction, as well as to deadlines and renegotiation of contracts in Drilling.
In the oil price scenario described above, the prospects for the oil services sector continue to be bleak. The clients' focus on reducing costs translates into a hardening of their negotiation strategies, a push for greater efficiency on the projects assigned, delays in the awarding of new projects and, in some cases, the cancellation of projects already awarded.
| Year | First half | |||
|---|---|---|---|---|
| 2015 | (€ million) | 2015 | 2016 | % Ch. |
| 11,507 | Net sales from operations | 5,373 | 5,275 | (1.8) |
| 5 | Other income and revenues | - | 2 | |
| (8,782) | Purchases, services and other costs | (4,349) | (3,746) | |
| (2,222) | Payroll and related costs | (1,221) | (949) | |
| 508 | Gross operating result (EBITDA) | (197) | 582 | |
| (960) | Depreciation, amortisation and impairment | (593) | (345) | |
| (452) | Operating result (EBIT) | (790) | 237 | |
| (244) | Net finance expense | (110) | (70) | |
| 34 | Net income from investments | 7 | 9 | |
| (662) | Result before income taxes | (893) | 176 | |
| (127) | Income taxes | (13) | (120) | |
| (789) | Result before non-controlling interests | (906) | 56 | |
| (17) | Net profit attributable to non-controlling interests | (14) | (3) | |
| (806) | Net result | (920) | 53 |
Net sales from operations in the first half of 2016 amounted to €5,275 million.
Gross operating result (EBITDA) amounted to €582 million. Depreciation and amortisation of tangible and intangible assets amounted to €345 million.
The operating result (EBIT) for the first half of 2016 amounted to €237 million. The main discrepancies are detailed below in the analysis by segment of operations. Net finance charges stood at €70 million, the reduction of which, compared to the same period in 2015, can be ascribed mainly to lower net borrowings following the share capital increase and the lower cost of debt maintenance.
Net income from investments amounted to €9 million, more or less in line with the previous half year.
The result before income taxes amounted to €176 million. Income taxes were €120 million. The net result was €53 million.
| Year | First half | |||
|---|---|---|---|---|
| 2015 | (€ million) | 2015 | 2016 | |
| 508 | EBITDA | (197) | 582 | |
| 100 | Impairment | 100 | 87 | |
| 608 | Adjusted EBITDA | (97) | 669 |
| Year | First half | |||
|---|---|---|---|---|
| 2015 | (€ million) | 2015 | 2016 | |
| (452) | Operating result (EBIT) | (790) | 237 | |
| 298 | Impairment | 311 | 87 | |
| (154) | Adjusted operating result (EBIT) | (479) | 324 |
The write-down at June 30, 2016 of €87 million concerns overdue receivables of the Onshore Drilling Business Unit. In the same period of 2015, the write-downs were €211
million in capital assets and overdue receivables of the Onshore Drilling Business Unit totalling €100 million.
| Year | First half | |||
|---|---|---|---|---|
| 2015 | (€ million) | 2015 | 2016 | % Ch. |
| 11,507 | Net sales from operations | 5,373 | 5,275 | (1.8) |
| 5 | Other income and revenues | - | 2 | |
| (8,682) | Purchases, services and other costs | (4,249) | (3,659) | |
| (2,222) | Payroll and related costs | (1,221) | (949) | |
| 608 | Adjusted gross operating profit (EBITDA) | (97) | 669 | |
| (762) | Depreciation, amortisation and impairment | (382) | (345) | |
| (154) | Adjusted operating result (EBIT) | (479) | 324 | |
| (244) | Net finance expense | (110) | (70) | |
| 34 | Net income from investments | 7 | 9 | |
| (364) | Adjusted result before income taxes | (582) | 263 | |
| (127) | Income taxes | (13) | (120) | |
| (491) | Adjusted result before non-controlling interests | (595) | 143 | |
| (17) | Net profit attributable to non-controlling interests | (14) | (3) | |
| (508) | Adjusted net result | (609) | 140 |
| Year | First half | |||
|---|---|---|---|---|
| 2015 | (€ million) | 2015 | 2016 | % Ch. |
| 11,507 | Net sales from operations | 5,373 | 5,275 | (1.8) |
| (11,110) | Production costs | (5,590) | (4,620) | |
| (198) | Idle costs | (86) | (153) | |
| (118) | Selling expenses | (63) | (58) | |
| (14) | Research and development costs | (6) | (7) | |
| (22) | Other operating income (expenses) | (8) | (18) | |
| (199) | General and administrative expenses | (99) | (95) | |
| (154) | Adjusted operating result (EBIT) | (479) | 324 |
In the first half of 2016, the Saipem Group reported net sales from operations of €5,275 million, a decrease of €98 million compared to the same period of the previous year.
Production costs (which include direct costs of sales and depreciation of vessels and equipment) amounted to €4,620 million, representing a decrease of €970 million compared with the first half of 2015, which
included the effects of the write-down of working capital of €572 million. Idle costs increased by €67 million, due to the idleness of several vessels of the Offshore Engineering & Construction Business Unit on account of delayed awarding of new contracts, of vessels in the South America area of the Onshore Drilling Business Unit and of the semi-submersible drilling rig Scarabeo 6 belonging to the Offshore Drilling Business
Unit, which was idle during the first half of 2016. Selling expenses of €58 million show a decrease of €5 million due to the cost reduction programme. The costs of research recognised among operating costs were €7 million, more or less in line with the figure for the same period in 2015. General expenses of €95 million show a decrease of €4 million due to the cost reduction programme. The breakdown by business sector is as follows:
| Year | First half | ||
|---|---|---|---|
| 2015 | (€ million) | 2015 | 2016 |
| 6,890 | Net sales from operations | 3,388 | 3,071 |
| (6,401) | Cost of sales | (3,192) | (2,742) |
| 489 | Gross operating result (EBITDA) | 196 | 329 |
| (297) | Depreciation, amortisation and impairment | (160) | (125) |
| 192 | Adjusted operating result (EBIT) | 36 | 204 |
| (138) | Impairment | (150) | - |
| 54 | Operating result (EBIT) | (114) | 204 |
Revenues for the first half of 2016 amounted to €3,071 million, down 9.4% compared to the same period in 2015. This was mainly attributable to lower volumes recorded in the Middle East, Australia and Russia, which were largerly offset by higher volumes recorded in Azerbaijan and Kazakhstan. The cost of sales of €2,742 million decreased compared with the first half of 2015, in line with the lower volumes. Depreciation and amortisation were down €35 million compared to the same period in 2015, due to the lower contribution of a vessel, whose useful life reviewed at the end of 2014 came to an end in June 2015. Adjusted operating result (EBIT) for the first
half of 2016 amounted to €204 million, equal to 6.6% of revenues, versus €36 million, equal to 1.1% of revenues, in the first half of 2015. The increase is due mainly to higher profitability from projects under execution in Kazakhstan and Azerbaijan. EBITDA margin stood at 10.7% compared to 5.8% for the same period of 2015.
Operating result (EBIT) for the first half of 2016 amounted to €204 million, versus a loss of €114 million in the first half of 2015 which includes the write-off of certain vessels and of a fabrication yard amounting to a total of €150 million.
| Year | First half | ||
|---|---|---|---|
| 2015 | (€ million) | 2015 | 2016 |
| 2,788 | Net sales from operations | 1,048 | 1,427 |
| (3,442) | Cost of sales | (1,735) | (1,407) |
| (654) | Gross operating result (EBITDA) | (687) | 20 |
| (39) | Depreciation, amortisation and impairment | (21) | (19) |
| (693) | Adjusted operating result (EBIT) | (708) | 1 |
| (49) | Impairment | (50) | - |
| (742) | Operating result (EBIT) | (758) | 1 |
Revenues for the first half of 2016 amounted to €1,427 million, a 36.2% increase compared to the same period of 2015, characterised by the impairment of pending revenues from various contracts in North America, Australia and West Africa of €572 million. Greater volumes of activities were recorded in the Middle East. The cost of sales of €1,407 million also decreased compared with the first half of 2015, in line with the lower volumes. Depreciation and amortisation of €19 million was more or less in line with the figure for the same period in 2015.
Adjusted operating result (EBIT) for the first half of 2016 amounted to €1 million, versus a loss of -€708 million recorded in the first half of 2015, including the aforementioned write-down. The near-break-even result achieved in the first half of 2016 was affected by provisions made for a legal dispute in North Africa, amounting to approximately €15 million. The operating result (EBIT) for the first half of 2016 amounts to €1 million compared to a loss of €758 million, inclusive also of the write-down of a fabrication yard for €50 million.
| Year | First half | ||
|---|---|---|---|
| 2015 | (€ million) | 2015 | 2016 |
| 1,067 | Net sales from operations | 538 | 487 |
| (531) | Cost of sales | (274) | (250) |
| 536 | Gross operating result (EBITDA) | 264 | 237 |
| (241) | Depreciation, amortisation and impairment | (113) | (111) |
| 295 | Adjusted operating result (EBIT) | 151 | 126 |
| (11) | Impairment | (11) | - |
| 284 | Operating result (EBIT) | 140 | 126 |
Revenues for the first half of 2016 amounted to €487 million, down 9.5% compared to the same period in 2015. Revenues for the first half of 2016 amounted to €487 million, representing a 9.5% decrease compared to the same period of 2015, mainly attributable to reduced revenues from the drillship Saipem 12000, due to the early closure of a contract, and reduced revenues from the semi-submersible rig Scarabeo 6, which underwent class reinstatement works in the first quarter and was not under contract in the second quarter. In addition, the semi-submersible rigs Scarabeo 3 and Scarabeo 4, which had both been in operation for most of the first half of 2015, did not contribute, as the former was not under contract in the first half 2016 and the latter was scrapped at the end of 2015. The decrease in revenues was slightly offset by increased revenues from the full-scale operations of the drillship Saipem 10000 and the jack-ups Perro Negro 2 and Perro Negro 8, which had undergone upgrading works in the first half of 2015.
The cost of sales, which amounted to €250 million, was down €24 million, in line with the decrease in volumes compared to the same period of 2015.
Depreciation and amortisation decreased by €2 million compared to the same period in 2015.
Adjusted operating result (EBIT) for the first half of 2016 amounted to €126 million, compared to €151 million in the first half of 2015, with a margin on revenues of 25.9%, 2% lower than in the same period of 2015, due to reduced revenues from the rigs that had not been under contract or were undergoing maintenance works during the semester. The decrease was partly offset by the increased operational efficiency achieved by the semi-submersible rigs Scarabeo 7 and Scarabeo 8. The EBITDA margin stood at 48.7%, in line with the 49.1% achieved in the first half of 2015.
The operating result (EBIT) for the first half of 2016 amounted to €126 million, compared to €140 million recorded in the first half of 2015, which included the write down of the semi-submersible drilling rig Scarabeo 4.
| Year | First half | ||
|---|---|---|---|
| 2015 | (€ million) | 2015 | 2016 |
| 762 | Net sales from operations | 399 | 290 |
| (625) | Cost of sales | (269) | (207) |
| 137 | Adjusted gross operating result (EBITDA) | 130 | 83 |
| (185) | Depreciation, amortisation and impairment | (88) | (90) |
| (48) | Adjusted operating result (EBIT) | 42 | (7) |
| (100) | Impairment | (100) | (87) |
| (148) | Operating result (EBIT) | (58) | (94) |
Revenues for the first half of 2016 amounted to €290 million, a 27.3% decrease on the first half of 2015, due mainly to reduced volumes recorded in South America on account of the oil market crisis having greatly affected the local economies.
The cost of sales decreased by €62 million compared to the first half of 2015, in line with revenues.
Depreciation and amortisation of €90 million was up €2 million compared to the same period in 2015, attributable to the full
operability in the current half year of new rigs in Saudi Arabia.
Adjusted operating result (EBIT) for the first half of 2016 amounted to a loss of €7 million, compared to €42 million in the first half of 2015, due to rigs not under contract in South America. Adjusted EBITDA was 28.6%. The operating result (EBIT) for the first half of 2016 amounted to a loss of €94 million, as it was affected by the write-down of pending revenues amounting to €87 million (€100 million in the first half of 2015).
The reclassified consolidated balance sheet aggregates asset and liability amounts from the statutory balance sheet according to function, under three basic areas: operating, investing and financing. Management believes that the reclassified
consolidated balance sheet provides useful information that helps investors to assess Saipem's capital structure and to analyse its sources of funds and investments in fixed assets and working capital.
| June 30, 2015 | (€ million) | Dec. 31, 2015 | June 30, 2016 | |||
|---|---|---|---|---|---|---|
| 7,383 | Net tangible assets | 7,287 | 7,016 | |||
| 758 | Net intangible assets | 758 | 759 | |||
| 8,141 | 8,045 | 7,775 | ||||
| 3,462 | - Offshore Engineering & Construction | 3,392 | 3,317 | |||
| 544 | - Onshore Engineering & Construction | 536 | 519 | |||
| 3,031 | - Offshore Drilling | 3,050 | 2,955 | |||
| 1,104 | - Onshore Drilling | 1,067 | 984 | |||
| 107 | Investments | 134 | 141 | |||
| 8,248 | Non-current assets | 8,179 | 7,916 | |||
| 869 | Net current assets | 941 | 1,332 | |||
| (240) | Provision for employee benefits | (211) | (208) | |||
| - | Assets (liabilities) available for sale | - | - | |||
| 8,877 | Net capital employed | 8,909 | 9,040 | |||
| 3,288 | Shareholders' equity | 3,474 | 7,052 | |||
| 58 | Non-controlling interests | 45 | 48 | |||
| 5,531 | Net debt | 5,390 | 1,940 | |||
| 8,877 | Funding | 8,909 | 9,040 | |||
| 1,63 | Leverage (net borrowings/shareholders' equity including non-controlling interests) |
1,53 | 0,27 | |||
| 441,410,900 | Number of shares issued and outstanding | 441,410,900 | 10,109,774,396 |
(1) See 'Reconciliation of reclassified balance sheet, income statement and cash flow statement to statutory schemes' on page 70.
Management uses the reclassified consolidated balance sheet to calculate key ratios such as the Return On Average Capital Employed (ROACE) and leverage (used to indicate the robustness of the company's capital structure).
Non-current assets at June 30, 2016 stood at €7,916 million, a decrease of €263 million compared to December 31, 2015. The decrease derives from depreciation and amortisation of €345 million, partially offset by capital expenditure of €97 million, positive changes in investments accounted for using the equity method of €9 million, and the negative effect of €24 million deriving mainly from the translation of financial statements in foreign currencies and other changes. Net current assets increased by €391 million, from €941 million at December 31, 2015 to €1,332 million at June 30, 2016. The provision for employee benefits amounted to €208 million, representing a decrease of €3 million compared with December 31, 2015.
As a result of the above, net capital employed increased by €131 million, reaching €9,040 million at June 30, 2016, compared with €8,909 million at December 31, 2015.
Shareholders' equity, including non-controlling interest, increased by €3,581 million, to €7,100 million at June 30, 2016, compared with €3,519 million at December 31, 2015. This increase is mainly due to the share capital increase of €3,435 million carried out in the first quarter, as well as to the positive effect of the net result for the period of €56 million, the negative effect of changes in the fair value of exchange rate and commodity hedging instruments of €110 million and the positive effect on equity of translation into euro of financial statements expressed in foreign currencies, as well as other variations amounting to €20 million. Net financial debt at June 30, 2016 following the above-mentioned share capital increase amounts to €1,940 million.
| Analysis of net borrowings | |||
|---|---|---|---|
| June 30, 2015 | (€ million) | Dec. 31, 2015 | June 30, 2016 |
| (1) | Financing receivables due after one year | (1) | (1) |
| - | Payables to banks due after one year | 252 | 3,426 |
| 3,477 | Payables to other financial institutions due after one year | 2,589 | 13 |
| 3,476 | Net medium/long-term borrowings | 2,840 | 3,438 |
| (1,424) | Accounts c/o bank, post and Group finance companies | (1,065) | (1,653) |
| (8) | Available-for-sale securities | (26) | (26) |
| (5) | Cash and cash on hand | (1) | (3) |
| (32) | Financing receivables due within one year | (30) | (3) |
| 465 | Payables to banks due within one year | 180 | 113 |
| 3,059 | Payables to other financial institutions due within one year | 3,492 | 74 |
| 2,055 | Net short-term debt (liquid funds) | 2,550 | (1,498) |
| 5,531 | Net borrowings (liquid funds) | 5,390 | 1,940 |
The fair value of derivative assets (liabilities) is detailed in the 'Notes to the condensed consolidated interim financial statements', Note 7 'Other current assets' and Note 18 'Other current liabilities'.
For the allocation of gross borrowings of €3,626 million by currency, please refer to Note 14 'Short-term financial liabilities' and Note 19 'Long-term financial liabilities and short-term proportion of long-term liabilities'.
| First half | ||
|---|---|---|
| (€ million) | 2015 | 2016 |
| Net profit (loss) for the period | (906) | 56 |
| Other comprehensive income: | ||
| - change in the fair value of cash flow hedges | (68) | 148 |
| - exchange rate differences arising from the translation into euro of financial statements currencies other than the euro | 86 | (22) |
| - share of other comprehensive income of investments accounted for using the equity method | - | - |
| - income tax relating to other items of comprehensive income | 53 | (38) |
| Other items of comprehensive income | 71 | 88 |
| Total comprehensive income (loss) for the period | (835) | 144 |
| Attributable to: | ||
| - Saipem Group | (852) | 139 |
| - non-controlling interests | 17 | 5 |
| (€ million) | |
|---|---|
| Shareholders' equity including non-controlling interest at December 31, 2015 | 3,519 |
| Total comprehensive income for the period | 144 |
| Dividend distribution | - |
| Share capital increase net of charges | 3,435 |
| Other changes | 2 |
| Total changes | 3,581 |
| Shareholders' equity including non-controlling interest at June 30, 2016 | 7,100 |
| Attributable to: | |
| - Saipem Group | 7,052 |
| - non-controlling interests | 48 |
Saipem's reclassified cash flows statement derives from the statutory cash flow statement. It enables investors to understand the link existing between changes in cash and cash equivalents (deriving from the statutory cash flow statement) and in net borrowings (deriving from the reclassified cash flows statement) that occurred between the beginning and the end of the period. The measure enabling such a link is represented by the free cash flow, which is the cash in excess of capital expenditure requirements. Starting from free cash flow it is possible to determine either: (i) changes in
cash and cash equivalents for the period by adding/deducting cash flows relating to financing debts/receivables (issuance/repayment of debt and receivables related to financing activities), shareholders' equity (dividends paid, net repurchase of treasury shares, capital issuance) and the effect of changes in consolidation and of exchange differences; (ii) changes in net borrowings for the year by adding/deducting cash flows relating to shareholders' equity and the effect of changes in consolidation and of exchange rate differences.
| Year | First half | ||
|---|---|---|---|
| 2015 | (€ million) | 2015 | 2016 |
| (806) | Net result for the period | (920) | 53 |
| 17 | Non-controlling interests | 14 | 3 |
| Adjustments to reconcile cash generated from operating profit before changes in working capital: | |||
| 905 | Depreciation, amortisation and other non-monetary items | 487 | 309 |
| (18) | Net (gains) losses on disposal and write-off of assets | (17) | 2 |
| 318 | Dividends, interests and income taxes | 106 | 160 |
| 416 | Net cash generated from operating profit before changes in working capital | (330) | 527 |
| (498) | Changes in working capital related to operations | (334) | (202) |
| (455) | Dividends received, income taxes paid, interest paid and received | (188) | (138) |
| (507) | Net cash flow from operations | (852) | 187 |
| (561) | Capital expenditure | (268) | (97) |
| (1) | Investments and purchase of consolidated subsidiaries and businesses | (1) | - |
| 155 | Disposals | 97 | 4 |
| - | Other cash flow related to capital expenditures, investments and disposals | - | - |
| (914) | Free cash flow | (1,024) | 94 |
| 12 | Borrowings (repayment) of debt related to financing activities | 28 | 27 |
| 370 | Changes in short and long-term financial debt | 817 | (2,953) |
| - | Sale of treasury shares | - | - |
| (16) | Cash flow from capital and reserves | 1 | - |
| - | Share capital increase net of charges | - | 3,435 |
| 12 | Effect of changes in consolidation and exchange differences | 5 | (13) |
| (536) | NET CASH FLOW FOR THE PERIOD | (173) | 590 |
| 510 | Free cash flow | (1,024) | 94 |
| - | Sale of treasury shares | - | - |
| (45) | Cash flow from capital and reserves | 1 | 3,435 |
| (129) | Exchange differences on net borrowings and other changes | (84) | (79) |
| 336 | CHANGE IN NET BORROWINGS | (1,107) | 3,450 |
(1) See 'Reconciliation of reclassified balance sheet, income statement and cash flow statement to statutory schemes' on page 70.
positive €187 million, net of the negative flow of fully funded capital expenditures of €97 million and the disposals of non-strategic assets amounting to €4 million, generated a positive free cash flow of €94 million. The cash flow from capital and reserves amounted to €3,435 million, generated by the
share capital increase of €3,500 million in the first quarter of 2016 net of transaction fees of €65 million. Exchange differences on net borrowings and other changes produced a
net negative effect of €79 million.
Net borrowings therefore decreased by €3,450 million.
Net cash generated from operating profit before changes in working capital of €527 million related to:
accounted for using the equity method of €9 million, from changes in provisions and exchange rate differences of €27 million;
The negative change in working capital related to operations of €202 million was due to financial flows of projects underway. Dividends received, income taxes paid, interest paid and received during the first half of 2016 of €138 million were mainly related to
taxes paid and refunded and to the purchase and sale of tax credits.
Capital expenditure during the year amounted to €97 million. Details of investments by sector are as follows: Offshore Engineering & Construction (€51 million), Onshore Drilling (€24 million), Offshore Drilling (€18 million) and Onshore Engineering & Construction (€4 million). Additional information concerning capital expenditure during the first half of 2016 can be found in the 'Operating and Financial Review' section. Cash flow generated by disposals of
non-strategic assets amounted to €4 million.
Key profit and financial indicators
Return On Average Capital Employed is calculated as the ratio between adjusted net profit before non-controlling interests, plus net finance charges on net borrowings less the related tax effect and net average capital employed. The tax rate applied on finance charges is 27.5%, as per the applicable tax legislation.
To calculate the Return On Average Operating Capital, the average capital employed is netted of investments in progress that did not contribute to net profit for the reporting period. The only period ever impacted by investments in progress was June 30, 2014 (€295 million).
| Dec. 31, 2015 | June 30, 2015 | June 30, 2016 | ||
|---|---|---|---|---|
| Net result | (€ million) | (789) | (1,280) | 173 |
| Exclusion of finance costs on borrowings (net of tax effect) | (€ million) | 177 | 144 | (150) |
| Unlevered net result | (€ million) | (612) | (1,136) | 328 |
| Capital employed, net: | (€ million) | |||
| - at the beginning of the period | 8,602 | 9,925 | 8,877 | |
| - at the end of the period | 8,909 | 8,877 | 9,040 | |
| Average capital employed, net | (€ million) | 8,756 | 9,401 | 8,959 |
| ROACE | (%) | (6.99) | (12.1) | 3.66 |
| Return On Average Operating Capital | (%) | (6.99) | (12.3) | 3.66 |
Leverage is a measure of a Company's level of indebtedness, calculated as the ratio between
net borrowings and shareholders' equity, including non-controlling interests.
| June 30, 2015 | June 30, 2016 | |
|---|---|---|
| Leverage | 1.63 | 0.27 |
Saipem is committed to managing operations in a sustainable and responsible way, promoting dialogue and consolidating relationships with its stakeholders. The Company's presence in local communities enables it to build shared values that contribute – particularly through the deployment of a strategy of Local Content – to the socio-economic development of the areas in which we operate.
The identification and involvement of all bearers of legitimate interests are fundamental features of the Company's sustainability strategy. Dialogue and sharing of objectives with all stakeholders are the tools through which mutual values can be engendered. This general approach was defined to ensure open and transparent relations with all interested parties, aimed at promoting positive and mutually advantageous results, allowing Saipem to be a solid presence on the market, and to effectively carry out activities across its entire theatre of operations.
At the local level, Saipem relies upon a decentralised structure in order to respond better to specific local sustainability needs and features. Saipem is very active in every community in which it operates, providing each one with its social and financial contribution. Since 2009, Saipem has been applying an internally developed corporate model called SELCE (Saipem Externalities Local Content Evaluation), based upon a methodology permitting value analysis and quantification (i.e. direct, indirect and induced effects measured in terms of financial value, employment and human capital development) generated by a Local Content strategy implemented over a given time frame and in a specific geographical location. In 2016, model results have been updated as they pertain to Nigeria, with reference to the 2013-2015 time period. Particularly significant are the results of the multiplying effect of investment in human capital and in jobs creation. Since its inception, Saipem has entertained open dialogue with all stakeholders, both in areas where it consistently operates and in those where its presence is more recent, and the Company is committed to developing relations with local stakeholders. In the first half of 2016, in support of local relations, Saipem issued grievance management guidelines. The document
defines methodological tools to structure a system capable of managing possible complaints from local communities arising from Saipem's activities. The goal is to further strengthen relations with local stakeholders and reduce operational risks. Likewise, the Company issued an update to the 'Sustainability Initiatives for Local Communities' procedure. This document reaffirms guidelines for designing initiatives for local communities, detailing priority intervention areas and responsibilities of primary actors involved, including surveillance and inspection
processes in order to ensure the Company's compliance with local anti-corruption regulations.
Saipem's Sustainability reporting system consists of numerous complementary documents covering the main stakeholders' disclosure requirements. In the first half year 2016, the Company made available on its internet site the document 'Saipem Sustainability 2015', which reports the main results for the year, objectives of future years, and Company strategies and approaches concerning specific themes; and, the 'Sustainability Consolidated Report 2015', which reports corporate results in terms of indicators and trend analysis.
Furthermore, the Company published the following complementary documents:
Finally, the Company published the 'Saipem Guide to Business Integrity' for internal use, with the intent of further strengthening knowledge and understanding of Saipem's Code of Ethics and of the Saipem document system dealing with Integrity issues. The Guide was developed using a straightforward and succinct language, and describes practical scenarios applicable to Saipem companies.
Technology innovation, one of the five pillars of Saipem's new Strategic Plan, is an essential asset because it allows the future needs of the Oil & Gas industry to be anticipated, and, at the same time, provides clients with cutting-edge solutions, reducing costs, exploiting new and challenging opportunities, achieving improved operating performances and reducing the environmental impact of construction activities.
In this context, Saipem has recently structured its own technological innovation activities in accordance with three main lines:
Technology innovation in Saipem is developed either in steps starting from idea to application or conceived directly in the projects or on proprietary assets as the result of a problem-solving approach.
Activities are organised into thematic areas which directly coincide with the activities of the business units in order to align strategies and foster an effective transfer of the results of Saipem's technology development to business areas.
For the Offshore Engineering & Construction Business Unit, development has focused on the Subsea (SURF and Subsea Processing) and subsea pipelines, in addition to materials technologies of transversal interest to the two areas mentioned above.
In the SURF (Subsea, Umbilicals, Risers and Flowlines) strategic area, today's challenges are to reduce costs in the case of fluids that are particularly difficult to produce and to qualify the technologies that allow fields to be developed in ultra-deep waters. Saipem's 'Single Independent Riser' technology was designed to improve the performance of risers under stress, thus extending their field of application to depths of well over 3,000 metres.
With the installation of two Free Standing Hybrid Risers (FSHR) to export gas, Saipem has recently established new records in the oil industry services. The two risers, having a diameter of 20 inches and 19 inches respectively, have been installed in the Pre-Salt region of the Santos basin (Brazil). In particular, Saipem obtained a record in the FSHR system sector for the installation depth, size and weight of 20 inch risers, as well as for the longest and heaviest floating module ever installed.
The 'Heat Traced Pipe-in-Pipe' technology, suitable for the 'J' shaped installation of rigid pipelines, extends the application of the most efficient active heating system (isolated heat tracking) to risers and flow lines having greater diameters and to even longer tie-back lines. The new 'Fusion Bonded Joint' technique, representing an alternative to more expensive clad pipes, which are internally coated in stainless steel, ensures the protection of the internal plastic lining during construction and installation of water injection lines. Composite materials, such as those made of specially formulated plastic strengthened with long fibres, seem to be the most suitable response to combined requirements necessary to withstand high-temperature corrosive fluids and pressure.
The development of subsea fields is becoming increasingly complex and expensive. In order to support the financial feasibility of the development of its clients' subsea fields, Saipem continues to develop skills and technologies, in particular in the subsea processing and remote subsea operations arenas, reaching the 'Sub-sea Factory' horizon, comprising a technology that effectively relocates topside operations to subsea levels, also thanks to an increase in independence and automation. In this context, Saipem has recently entered into an exclusive joint-ownership and marketing agreement with Total and Veolia for SPRINGS® (Subsea PRocess and INjection Gear for Seawater), an innovative technology for the subsea treatment of sea water, specifically designed to operate in deep waters. The technology shifts the sulphate removal process directly to the sea floor, thus increasing cost control of oil recovery. Saipem will guide the industrialisation and marketing of this technology.
Remote subsea operations and intervention technologies are key elements for the success of installation and maintenance services. All subsea intervention technologies developed by Saipem, such as the Innovator ROV, the SiRCoS repair system of subsea pipelines, excavation systems in ultra-deep and ultra-shallow waters, as well as other engineered subsea systems, have benefited from the experience gained during the execution of challenging subsea intervention work. In particular, the recently developed 'Innovator 2.0' system is based upon 20 years of continuous development and sets the highest standards in terms of technological development for Work Class ROV systems. The first two 'Innovator 2.0' will operate aboard the newly built 'Normand Maximus' vessel, now under construction, and will be capable of deploying the ROVs under very harsh marine conditions.
New technological developments are also ongoing thanks to the newly established partnership with Aker Solutions.
The 'Internal Plasma Welding' technology, used to weld carbon-steel pipes or those coated with anti-corrosion materials, and successfully employed in Asia, the Middle East and the Caspian Sea, has clearly shown how Saipem can leverage its excellence in the field of materials. The Company is developing new and even faster joint welding and coating techniques, along with 'exotic' and composite materials for pipes, valves, joints and auxiliary equipment, to withstand corrosion, stress, as well as high pressure and high temperature applications.
Excellence in materials technology is also key for Saipem's strong positioning in the long pipeline installation business: new solutions to further optimise the techniques and reduce costs have been prepared very recently. The cutting edge subsea trenching technologies, successfully developed and used on past projects in the Caspian Sea, are continuously supporting the Company's projects, especially in very shallow waters.
For the Floating LNG and floaters in challenging environments, the Floaters department has primarily focused upon cost-unlimited technological solutions with the sole goal of achieving maximum performances by using the best technology on offer at that given particular junction. Concerning Floating LNG technology, the following areas have been scrutinised:
The Drilling Business Unit mainly focused on the adoption of new drilling techniques and
low-environmental impact solutions:
The Onshore Engineering & Construction Business Unit mainly focused on the optimisation of proprietary licensed process technologies and on novel technological solutions for selected non-proprietary business segments (LNG, heavy oil, gas monetisation) in order to increase the value of the proposals to clients.
A multi-year plan is in progress to keep the proprietary fertiliser production technology 'Snamprogetti™ Urea' at the highest level of competitiveness. After completion of the development of innovative 'Supercups™', ongoing activities include:
The Company is currently studying the optimisation of process schemes for natural gas purification, which also include the possibility of capturing CO2 for its reuse or geological storage.
The Company is in the process of kicking off a programme dedicated to improvement in plant engineering and the construction of onshore pipelines, with results expected at the end of this year.
Finally, an increased effort was devoted to significant cross-business themes, such as 'Oil Spill Response' and 'Pipeline Integrity Management'.
As confirmation of all the efforts devoted to technological development activities, Saipem filed 12 new patent applications in 2016.
In the field of Process Innovation, the Company launched two new initiatives in the first half of the year:
to host a new community of innovators, for the purpose of encouraging collaboration between functions and with external networks, as well as introduce new work models and digital technologies.
The release in 2014 of the Management System Guideline, relating to the Saipem Regulatory System, has introduced substantial changes to work process management, as it pertains to both governance and operations. Process owners have been identified at corporate level and assigned to each work process. Across the entire Saipem Group, process owners are individually responsible for the definition, management and improvement of processes under their purview. Furthermore, the Company has defined a new model for implementation of corporate processes in subsidiary companies. These innovations have had a significant impact on the Quality System structure and management, and, in particular, on the regulatory and technical normalisation document system.
For an effective implementation of the new model, the Company introduced a 'Regulatory System Improvement' programme, which entails the alignment of processes to the new architecture and the current organisational/operational model.
As part of the 'Fit for the Future' initiative, Saipem identified two primary streams for the increase and optimisation of quality related activities.
The first, relating to system, improvement, and certification activities, is strictly linked with the 'Regulatory System Improvement' project, and has led to the definition of a new ISO 9001 multi-site certification scheme, the redefinition of corporate and subsidiary quality activities, and the definition of a streamlining plan for Quality System activities, in a manner that is consistent with the general corporate plan.
The second, relating to quality control activities during construction, was merged into a multidisciplinary stream for the analysis and optimisation during project 'Construction' activities, resulting in the reallocation of quality process responsibilities. During the first half of 2016, the Company continued updating the Quality System for alignment with the process model, and began implementing procedures identified in the 'Fit for the Future' streams. The main activities were:
re-evaluation of the Quality Management at process owner level, then consolidated at Advisory Committee level;
review of KPIs in accordance with the process model;
As regards performances in the areas of protection of workplace health and safety, the first half of 2016 showed a trend in line with the established target, as it pertains to recordable cases for 2016, with a TRIFR of 1.04, which constitutes a slight improvement on the final results achieved in 2015 (1.08).
On the other hand, in the first half of 2016 the Company implemented several activities and campaigns aimed at maintaining the highest work safety standards across all Saipem businesses. The following should be mentioned:
sporting event in Milan: the Milan City Marathon. This event is an extraordinary opportunity to combine sport and solidarity within the Company. This year too, Saipem and the LHS Foundation have chosen LILT – The Italian League for the Fight against Cancer – as their partner in solidarity, and to which they will donate a share of the marathon registration proceeds;
attention to the hazardous activities and to individual actions to protect both oneself and others. The campaign will continue throughout 2016 and provides for a gradual dissemination of the campaign materials;
Saipem also pursues continuous improvement in environmental performances, adopting strategies to reduce any type of impact and to conserve and make the most of natural resources.
Achieving these goals means promoting a high degree of environmental awareness at all Saipem projects, sites and offices. Since the beginning of 2016, Saipem has also strengthened its commitment on a variety of issues, among which:
implemented activities related to the acceptance programme of the 231 Multidisciplinary Team, instituted at the end of 2015 by the CEO;
waste management: in the first six months of the year, Saipem capitalised on and submitted to Management results and savings resulting from the monetisation of waste managed on sites and projects. The most interesting results concerned permanent sites, such as yards and logistical bases, where it was possible to identify strong points and additional margins for improvement. Furthermore, the Company strengthened technical training on waste management and related applicable regulations;
environmental awareness: various initiatives to motivate and make personnel aware of environmental sustainability were launched on World Environment Day (WED), in June. In the context of the 2016 campaign promoted by Saipem during WED, which lasted 60 days, the United Nations Environment Programme (UNEP) promoted themes centring upon the fight against crimes relating to the illegal trafficking of wild animals.
During the first half of 2016, the Human Resources Management function (GERU) continued with the implementation and monitoring of important initiatives aimed at optimising costs and at promoting ethical behaviour, in the context of Saipem's 'Fit for the Future' programme, hinging on cost rationalisation and a re-launch of the Company's competitiveness. In this regard, corporate efforts have focused upon monitoring use of leave time, trends in overtime, absenteeism and out-of-office assignments, to which were added other management issues related to personnel in foreign branches. For the first half of 2016, cost indicators from overtime work, unused leave, out-of-office assignments and ordinary leave have confirmed the good results achieved in 2015.
Over the course of the half year, initiatives that, in the context of the new operational set-up of GERU, are aimed at optimising operational structures and management services, were set in motion.
The particularly tense global political and economic scenario, coupled with the world context in which Saipem operates, which is strongly influenced by the management of diversity arising from a variety of socio-economic, political, industrial and regulatory contexts, increasingly demands an approach to industrial relations that is capable of engendering, as much as possible, positive, transparent and fair relations with trade union negotiators hinging upon steadfast compliance with rules.
The Company's industrial relations model has thus for many years now focused on ensuring the harmonisation and optimal management of relations with trade unions, employers' associations, institutions and public bodies in line with Company policies.
Concerning industrial relations in Italy, Saipem further strengthened a specific programme with sector trade unions, which is distinct from trade union policies pursued by Eni.
More specifically, in 2016 such efforts materialised in a meeting between the CEO and trade union representatives in early February to discuss corporate issues and
strategic approaches for the future. A second meeting in April provided the opportunity to present the Company's four-year plan to local and national trade union representatives and to Saipem's own trade union interlocutors.
With national representatives, in particular, the Company reached significant agreements concerning:
Among the agreements signed with single trade union interlocutors, in particular the contract entered into with the San Donato Milanese representatives concerning management of work schedule for the employees involved in the 'Innovation Factory' ('Fabbrica dell'innovazione') is worthy of note. The agreement proposes innovative solutions for the flexible management of work.
It is important to underscore that the Arbatax branch is hosting monthly meetings between company and regional/local trade union representatives. These occasions offer opportunities to discuss workloads in the Arbatax Fabrication Yard.
In addition to themes discussed above, Company/trade union meetings have further strengthened relations between the two. In this regard, in the first half of 2016 there were more than 30 meetings with a variety of trade union representatives and 6 meetings with national entities in the energy and oil sector.
In the context of International Industrial Relations, GERU has ensured its support, consistently with its role of guidance and assistance, to the HR units of the various realities in which Saipem operates. Among the most significant results achieved in the first half of 2016 following meetings with trade union representatives can be mentioned the signing of a collective agreement concerning the energy and construction sectors pertaining to personnel employed at the Saipem Singapore PTE Ltd, as well as the renewal, in March 2016, of the collective agreement relating to the drilling
sector, aimed at safeguarding the human resources employed at the Saipem SpA Kazakhstan Branch. In particular, the agreement signed between the Shipbuilding and Marine Employees' Union (SMEEU) and Saipem Singapore has tangibly widened the number and degree of specificity of labour law issues subject to collective agreement in relation to the provisions of the existing Memorandum of Understanding. Both agreements entered into in 2016 recognise the commitment of the trade unions to making their own and disseminating the contents of the Company's Code of Ethics among unionised employees for the purpose of sharing and promulgating compliance principles among primary stakeholders to the maximum extent possible. Furthermore, at present, two collective agreements relating to the drilling sector at the Petrex branch in Peru are being renegotiated with the Sutepetrex and Sutrapetrex trade union representatives.
In light of the current financial situation and the Company's performance, Saipem reaffirms the strategic value of its organisation, development and compensation activities relating to organisational efficiency and human capital development.
In reference to the organisational context, in the first half of 2016 Saipem developed measures and initiatives aimed at achieving maximum operational flexibility and the recovery of efficiency, while also pursuing and safeguarding observance of its own compliance and governance principles. Within this framework, the Company has implemented the 'Engineering Optimisation' programme, aimed at increasing the operational efficiency of engineering and the effectiveness of related processes, also optimising the execution models of project activities and rationalising the network of Saipem centres.
As regards organisational structures, the Saipem implemented the following activities:
In reference to staffing and business support areas, the Company implemented solutions permitting a rapid and effective response to business needs, such as:
Moreover, Saipem further adjusted the organisational structures of subsidiaries and branches to corporate models, and began a reorganisation project of staffing and business support entities.
Given the ongoing reorganisation process and the complexities of an increasingly more challenging market, Saipem continues to recognise the strategic value of human resources development and training as a fundamental element for ensuring an correct sizing of its workforce in qualitative terms, thus permitting the internal growth of personnel in a manner that is closely aligned with the business strategy. In the first half of 2016, Saipem set in motion new initiatives responding to the need to drive development and engender a professional workforce, to accelerate a managerial turnover and pave the way for a new generation of managers.
To this end, as a fundamental step in consolidating the synergy between Business and People Strategies, Saipem implemented the following initiatives:
Among the most relevant developments that are fully consistent with the aforementioned redefinition of methodology and tools, Saipem has set in motion the 'Fast Track Programme' and the 'Development Programme', which, through intensive training and access to planned job rotations, will ensure that key resources are staffed in critical positions, in a manner consistent with business needs and the Leadership model.
As regards the 'Compensation' function, in the first half of the year the '2016 Remuneration Report' was drafted in compliance with the provisions of Article 123-ter of Legislative Decree No. 58/1998 and Article 84-quater of the Consob Issuers Regulation. The report was approved by the Board of Directors on March 16, 2016, subsequently receiving approval at the Shareholders' Meeting held on April 29, 2016.
The 2016 remuneration policy, whose primary tools and objectives are defined in the remuneration report, confirms its alignment with the governance model adopted by the Company and the recommendations of the Corporate Governance Code. The policy's aim is to attract and retain high-profile professional and managerial resources, and align management's interests with the priority objective of value creation for the shareholders in the medium-long term.
Saipem has introduced a share-based long-term incentive plan for the 2016-2018 period, which replaces the two previous long-term financial monetary incentive plans. The plan, whose purpose is to strengthen management participation in business risks, promote improvement of Company performances and pursue the long-term goals of shareholders, entails the free-of-charge allocation of ordinary Saipem SpA shares upon achievement of three-year goals measured through a business objective (net financial position), as well as goals tied to trends relating to Saipem shares compared to competitors (relative total shareholders return), and is aimed at Saipem's managerial personnel.
For purposes of consistency with the current Saipem Strategic Plan, the 2016 remuneration policy guidelines include challenging
performance targets that facilitate guiding, monitoring and evaluation of cost-containment activities, as well as monitoring, development and enhancement of business skills that are either critical or significant to reach the objectives set in the Company's strategic plan.
With reference to training, consistently with a redefinition of organisational and functional structures, Saipem has designed and implemented training activities aimed at preserving and enhancing distinct professional skills. In particular, training activities in the first half of 2016 focused on:
Saipem also confirms that training provided for by Italian Legislative Decree No. 81/2008 for institutional roles such as employers, designated health and safety executives and managers is a priority for the Company. Compulsory training with reference to the State-Region agreements and intended for all Company employees is nearing completion. Finally, at Group level, the Company has continued designing and implementing training initiatives centring upon compliance and governance.
Last but not least, the first half of the year included deconsolidation operations relating to the Eni Group.
| Consolidated total first half year | ||||
|---|---|---|---|---|
| Year 2015 | (units) | Average workforce 2015 |
Average workforce 2016 |
|
| 20,002 | Offshore Engineering & Construction | 19,980 | 19,404 | |
| 14,244 | Onshore Engineering & Construction | 15,662 | 11,675 | |
| 2,619 | Offshore Drilling | 2,710 | 2,202 | |
| 7,480 | Onshore Drilling | 7,759 | 5,806 | |
| 1,483 | Staff positions | 1,493 | 1,487 | |
| 45,828 | Total | 47,604 | 40,574 | |
| 7,340 | Italian personnel | 7,456 | 6,529 | |
| 38,488 | Other nationalities | 40,148 | 34,045 | |
| 45,828 | Total | 47,604 | 40,574 | |
| 6,666 | Italian personnel under open-ended contract | 6,716 | 6,107 | |
| 674 | Italian personnel under fixed-term contract | 740 | 422 | |
| 7,340 | Total | 7,456 | 6,529 | |
| Dec. 31, 2014 | (units) | June 30, 2015 | June 30, 2016 | |
| 7,263 | Number of engineers | 7,762 | 6,597 | |
| 42,408 | Number of employees | 46,527 | 39,530 |
49
Saipem has begun developing its own internal processes relating to payroll; support in the search for new agencies to manage supplementary pension funds and supplementary healthcare cover for managers. Furthermore, the Company has laid the groundwork to redefine its welfare system, by preparing a survey that, between May and June, involved all employees and targeted focus groups. The aim of the survey was to capture, map and assess population welfare needs, in order to optimise the existing offer and define a new welfare plan. Moreover, in order to make clear and more recognisable its employer image and identity, Saipem continues to invest in employer and corporate branding initiatives that are consistent with specific business needs and targeted at universities and technical institutions of excellence. The Company aims to strengthen its image, promote knowledge of its activities and of the contexts and markets in which it operates, and attract young graduates and qualified professionals. To this end, Saipem reaffirms its partnership with the 'A. Volta' Technical Institute of Lodi and the 'E. Fermi' Institute of Lecce, in the context of the 'Synergy' programme. Likewise, the Company continues participating in employer branding events designed with the Polytechnic University of Milan, among which is involvement in the 'Saipem International Chair', whose specific focus is on Project Management in the energy and plant engineering sectors.
With reference to activities during the first half of 2016, the number of preventive medical check-ups in Italy and abroad (assignments and contracts) was 1,606. Concerning health information and training delivered to Saipem personnel assigned abroad, implementation continued of the 'Pre-Travel Counselling' programme (346 employees trained in the first half of 2016), consistent with the evolution and updating of international health alerts. Since its launch in 2008, the programme has provided approximately 7,950 employees with precise, accurate information concerning risks connected with their destination, as required under the applicable legislation. As an integral part of the travel medicine
training process, the 'Sì Viaggiare' app was updated in a manner consistent with global health alerts. Awareness of vaccinations (mandatory and highly recommended ones in particular) continues for Saipem personnel both in Italy and overseas.
For the third year Saipem joined the Workplace Health Promotion (WHP) programme, approved by the Region of Lombardy for the areas of competence of Milan 2 local health authority (San Donato Milanese), achieving recognition as a 'Health promoting workplace'.
In May 2016, the first year of the health surveillance activity concluded, targeted at preventing and monitoring in the offshore sector.
Concerning activities implemented internationally, we underscore that the telecardiology programme was implemented in 60 work sites, with the deployment of 50 ECG devices to record data. Overall, the Milan (San Raffaele) reference centre received 1,750 ECGs for evaluation.
The Saipem cardiovascular disease prevention programme (CVDPP) is a complete project for tackling multiple risk factors for cardiovascular disease. A large-scale screening initiative is underway to identify the cardiovascular risks of employees working in operational sites. The programme was implemented across 126 sites in total. All employees with pre-diagnosed cardiovascular disease and those with at least one cardiovascular risk are carefully monitored via the risk factors follow-up programme, including via telecardiology. The Company is currently reviewing and redesigning the programme, with the intention of developing a structured monitoring system for employees registered in the plan for the reduction of cardiovascular risks (Risk Factors Follow-up Programme - RFFP), in terms of treatment (at home), specialised check-ups (in hospitals and other facilities), and compliance with treatment (in relation to prescribed therapies, diets, etc.).
In line with international days celebrated by the WHO (World Health Organization), Saipem has promoted a variety of events to celebrate World TB Day, World Cancer Day, World No Tobacco Day, World Kidney Day, and World Malaria Day.
In the first half of 2016, the ICT function continued pursuing its cost containment targets, in line with goals achieved in previous years. The evolution initiatives of Saipem information systems have been primarily focused on consolidating results achieved in both the application and infrastructure environments.
The adoption of the ICT Procurement Plan tool, developed in coordination with the Procurement unit, has allowed a review of performance and service contracts in the ICT environment. In 2016, the Company will benefit from negotiations concluded at the end of 2015, concerning, in particular, primary telecommunication and infrastructure agreements, as well as recent procurement activities carried out this year in the application management arena.
Compared to technical results obtained in the specific period, in the SAP R/3 context, Saipem implemented roll-out activities for INFRA SpA, which operates in the business infrastructure field, and JV relating to the Tangguh Onshore project, as well as application solutions permitting Saipem's Finance department to conduct its financial activities independently, following the Company's detachment from Eni. These solutions centre upon the SAP's FSCM (Financial Supply Chain Management) module, which optimises financial information flows and interfaces with systems operating on capital markets.
To these initiatives, must be added Saipem's general intervention plan, specifically designed to complete its detachment from Eni's information systems, which has primarily impacted the AFC and HR units that are significantly exposed to the application of group solutions. A series of initiatives now in progress consistently offer application alternatives to what was previously offered by Eni, especially in the area of consolidated financial statements, compliance and Company Secretary function. Alongside SAP R/3, the Procurement unit, flanked by ICT, has adopted the Cloud SAP/Ariba platform through which, commencing in the second half of the year, Saipem will be able to conduct Procure-to-Pay activities for the purchase of spare parts and consumables in the business sector. A relating analysis was successfully conducted in the first half of 2016, which, in addition to the implementation phase discussed above, will be followed by sourcing
activities, for the purpose of conducting electronic procurement and vendor management tasks, which will be redesigned in relation to the Ariba platform.
In the HR context, next to application management of ordinary activities for the HR information system based upon Oracle Peoplesoft HCM, the ICT department carried out a market study and analysis, which led to the decision to adopt the Oracle Fusion HCM solution as a natural evolution of the current system. Saipem has previously adopted Cloud-environment solutions by applying the Oracle Teo international recruitment module. The migration of the entire Talent Management component onto the Oracle platform will begin in the second half of 2016. Furthermore, the roll-out of the Falcon application continues satisfactorily. Falcon is the in-house solution dedicated to international payroll and HR processes, whose oversight is under the remit of Saipem India Projects, in Chennai, with significant savings in management costs.
ICT initiatives in the business area oriented to the strategic need to develop a data-centric approach and a complete digitisation of corporate work processes, in line with the intentions of the Company's new Strategy and Innovation department. Developments in this regard, therefore, focused mainly on the adoption of innovative tools targeted at increasing the efficiency and quality of engineering design and construction activities, and on the automation of business processes through the optimisation of the applications adopted. This approach, called Project Information Management, was introduced by ICT as a corporate improvement initiative and made available to the Engineering, Project Management, Quality and Construction functions in order to identify areas in which improvements in efficiency can be targeted and, at the same time, raise the quality of engineering data offered by Saipem to its clients in the Handover phase of project data. To this end, the ICT department has implemented new automated drawing generation processes based on Intergraph SmartPlant 3D modelling, and released new solutions for the cross-checking of engineering data based on Aveva Engineering and Intergraph Fusion, in order to improve the quality of the data produced by means of precise data quality techniques. These solutions have by now been leveraged on a number of projects, transforming the
Digital Project Data Hub solution into a competitive edge.
In the context of business-support initiatives can be noted the increased deployment of the application for tracking spools on work sites, which relies on RFID supports, as well as new solutions for the management of shared lists, such as the Line List and Electrical Load List; furthermore, specialised solutions have been disseminated to promote effective management of project documentation, as well as applications to manage technical documentation aboard vessels and at construction yards.
After a period of significant investment limitations, the infrastructure area is now subject to new initiatives within the framework of management tools and optimisation of centralised structures that rely on tools such as Splunk. In the context of the decoupling from Eni, the separation from the San Donato Milanese phone centre, owned by Eni, must also be mentioned. This was defined in the first half of 2016 and will be completed in the course of second half of 2016. At the end of these operations, Saipem will have its own Cisco-technology phone system and numbers.
The ICT solution created in 2013 in Chennai, in Saipem India Projects, to offshore some infrastructural activities, has been further developed according to plans: the team has reached 40 people and a first-level 24/7 service has been activated to manage services, networks and applications on an international scale. In 2016, this solution was extended to incorporate ICT security, technical monitoring and corporate email system. Over 70% of service tickets in Saipem for international server management issues were managed and resolved by the Chennai team, meaning service levels were raised despite a reduction in overall costs.
Governance, compliance and security processes were all carried out successfully according to schedule during the year. The adoption of the CA RCM system for Role Compliance Management, dedicated to standardising the application profiles of the main company software, already covers all the SAP, Oracle Peoplesoft HCM and the main software application environments, so as to complete the automation of the profile-user association process enabling the internal client managers to carry out the control role provided for under corporate regulations. This approach was combined with a cutting-edge use of ICT security technologies and is designed to mitigate the security risks associated with data processing by the Company information systems. In the security area, the coverage perimeters of the digital credentials management system, Oracle FastLogon, have been extended. This allows access to the main Company applications in a secure way by making use of the Single Sign-On. Finally, in the first half of 2016, an ICT risk assessment process was completed by performing a relevant number of BIA (Business Impact Analyses), in order to evaluate properly the risks associated with data processing by Company information systems, as well as any mitigation measures adopted.
Saipem implements and maintains an adequate system of internal control and risk management, composed of instruments, organisational structures and regulations designed to safeguard Company assets and ensure the effectiveness and efficiency of Company processes, reliable financial reporting, as well as compliance with laws and regulations, the Articles of Association and Company procedures. To this end, Saipem has developed and adopted an Integrated Risk Management model that constitutes an integral part of its internal control and risk management system. It has done this with the aim of obtaining an organic and overall vision of the main risks for the Company, ensuring greater consistency of methodologies and tools to support risk management, and strengthening awareness, at all levels, of the fact that an adequate assessment and management of risks may impact on the achievement of objectives and on the Company's value.
The structure of Saipem's internal control system, which is an integral part of the Company's Organisational and Management Model, assigns specific roles to the Company's management bodies, Compliance Committees, control bodies, Company management and all personnel. It is based on the principles contained in the Code of Ethics and the Corporate Governance Code, as well as on applicable legislation, the CoSO Report and national and international best practices.
Additional information on the internal control system and risk management, including details concerning its architecture, instruments and design, as well as the roles, responsibilities and duties of its key actors, is contained in the Corporate Governance Report and Shareholding Structure document. Saipem is exposed to risk factors related to the Group's business activities and to the activities of the industry in which it operates. The occurrence of such risks could have negative effects on the Company's business and on the income, balance sheet and/or financial situation of the Saipem Group.
In addition, it should be noted that, during 2015, risk management activities were integrated into industrial risk management in the ambit of the Integrated Risk Management Function.
These risk factors have been assessed by management for each individual risk in the
framework of drafting the half-yearly and, where deemed necessary, the possible liability was set aside in an appropriate fund. See the 'Notes to the consolidated financial statements' for information on liabilities for risks set aside.
The main financial risks that Saipem is facing and actively monitoring and managing are the following:
Market risk is the possibility that changes in currency exchange rates, interest rates or commodity prices will adversely affect the value of the Group's financial assets, liabilities or expected future cash flows. Saipem actively manages market risk in accordance with an above-mentioned 'guidelines' and by procedures that provide a centralised model for conducting financial activities.
Exchange rate risk derives from the fact that Saipem's operations are conducted in currencies other than the euro and that revenues and costs from a significant portion of projects implemented are denominated and settled in non-euro currencies. This impacts on:
translated from their functional currency into euro.
Saipem's foreign exchange risk management policy is to minimise economic and transactional exposures arising from foreign currency movements and to optimise the economic exchange risk connected with commodity prices. Saipem does not undertake any hedging activity for risks deriving from the translation of foreign currency denominated profits or assets and liabilities of subsidiaries that prepare financial statements in a currency other than the euro. Saipem uses a number of different types of derivative contract to reduce economic and transaction exposure, such as currency swaps, forwards and options. In compliance with International Financial Reporting Standards (IFRS), Saipem hedges net exposure to economic and transactional risk through the use of certain derivatives, such as currency swaps, forwards and options. Such derivatives are evaluated at fair value on the basis of market standard evaluation and market prices provided by specialised sources. Planning, coordination and management of this activity at Group level is the responsibility of the Saipem Treasury Department, which closely monitors the correlation between derivatives and their underlying flows, as well as ensuring their correct accounting representation in compliance with the International Financial Reporting Standards (IFRS).
An exchange rate sensitivity analysis was performed for those currencies other than euro for which exchange risk exposure in the first half of 2016 was highest in order to calculate the effect on the income statement and shareholders' equity of hypothetical positive and negative variations of 10% in the exchange rates.
The analysis was performed for all relevant financial assets and liabilities denominated in the currencies considered and regarded in particular the following items:
trade and other payables;
cash and cash equivalents; - short and long-term financial liabilities. For exchange rate derivatives, the sensitivity analysis on fair value was conducted by comparing the conditions underlying the forward price fixed in the contract (i.e. spot exchange rate and interest rate) with spot rates and interest rate curves corresponding to the relevant contractual maturity dates, on the basis of year-end exchange rates subjected to hypothetical positive and negative changes of 10%, with the resulting effects weighted on the basis of the notional amounts.
The analysis did not examine the effect of exchange rate fluctuations on the measurement of work in progress because work in progress does not constitute a financial asset under IAS 32. Furthermore, the Company does not use hedging methods in reference to the risk deriving from the conversion into euro of balance sheets of foreign companies that use a currency other than the euro.
In light of the above, although Saipem adopts a strategy targeted at minimising currency or transaction exposure through the use of various types of derivatives (swaps, outrights and forwards), it cannot be excluded that exchange rate fluctuations may significantly influence the Group's results and the comparison of results of individual financial years.
A positive variation in exchange rates between the foreign currencies examined and the euro (i.e. depreciation of the euro against the other currencies) would have produced an overall effect on pre-tax profit of -€78 million (-€63 million at December 31, 2015) and an overall effect on shareholders' equity, before related tax effects, of -€328 million (-€342 million at December 31, 2015). Meanwhile, a negative variation in exchange rates between the foreign currencies examined and the euro (i.e. appreciation of the euro against the other currencies) would have produced an overall effect on pre-tax profit of €78 million (€63 million at December 31, 2015) and an overall effect on shareholders' equity, before related tax effects, of €328 million (€342 million at December 31, 2015). The increases/decreases with respect to the previous year are essentially due to the performance of currencies at maturity dates and to variations in the assets and liabilities exposed to exchange rate fluctuations.
Interest rate fluctuations influence the market value of the Company's financial assets and the level of net finance expense, since some loans are agreed on a variable interest rate basis. To reduce this risk, Interest Rate Swaps (IRS) are entered into.
Interest Rate Swaps are evaluated at fair value by the Treasury Department of Saipem Group on the basis of market standard evaluation and market prices provided by specialised sources. Planning, coordination and management of this activity at Group level is the responsibility of the Saipem Treasury Department, which closely monitors the correlation between derivatives and their underlying flows, as well as ensuring their correct accounting representation in compliance with the International Financial Reporting Standards (IFRS). Although Saipem adopts a strategy targeted at minimising its exposure to interest rate risk through the pursuit of financial structure objectives defined and approved by the Board of Directors, it is not to be excluded that interest rate fluctuations could significantly influence
the Group's results and the comparability of the results of individual financial years. Interest rate derivatives are evaluated by the Finance function at fair value on the basis of standard market evaluation algorithms and market prices provided by specialised sources. To measure sensitivity to interest rate risk, a sensitivity analysis was performed. The analysis calculated the effect on the income statement and shareholders' equity of hypothetical positive and negative variations of 10% in interest rates.
The analysis was performed for all relevant financial assets and liabilities exposed to interest rate fluctuations and regarded in particular the following items:
cash and cash equivalents;
short and long-term financial liabilities. For interest rate derivatives, the sensitivity analysis on fair value was conducted by comparing the interest rate conditions (fixed and variable rate) underlying the contract and used to calculate future interest rate differentials with discount curves for variable interest rates on the basis of period end interest rates subjected to hypothetical positive and negative changes of 10%, with the resulting changes weighted on the basis of the notional amounts. For cash and cash equivalents, the analysis used the average balance for the year and the average rate of return for the year, while for short and long-term financial liabilities, the average exposure for the year and average interest rate for the year were considered. A positive variation in interest rates would have produced an overall effect on pre-tax profit of -€2 million (-€13 million at December 31, 2015) and an overall effect on shareholders' equity, before related tax effects, of -€2 million (-€13 million at December 31, 2015). A negative variation in interest rates would have produced an overall effect on pre-tax profit of €2 million (€13 million at December 31, 2015) and an overall effect on shareholders' equity, before related tax effects, of €2 million (€13 million at December 31, 2015).
The increases/decreases with respect to the previous year are essentially due to the performance of interest rates at maturity dates and to variations in the assets and liabilities exposed to interest rate fluctuations.
Saipem's results are affected by changes in the prices of oil products (fuel oil, lubricants, bunker oil, etc.) and raw materials, since they represent associated costs in the running of vessels, offices and yards and the implementation of projects and investments. In order to reduce its commodity risk, in addition to adopting solutions at a commercial level, Saipem also trades over the counter derivatives (swap and bullet swaps in
particular) whose underlying commodities are oil products (mainly gasoil and naphtha) on the organised ICE and NYMEX markets where the relevant physical commodity market is well correlated to the financial market and is price efficient.
As regards commodity price risk management, derivative instruments on commodities are entered into by Saipem to hedge underlying contractual commitments. Hedge transactions may also be entered into in relation to future underlying contractual commitments, provided these are highly probable. Despite the hedging instruments adopted by the Company to control and manage price risks, Saipem cannot guarantee that they will be either efficient or adequate or that in future it will still be able to use such instruments.
Commodity derivatives are evaluated at fair value by the Finance function on the basis of standard market evaluation algorithms and market prices provided by specialised sources.
With regard to commodity risk hedging instruments, a 10% positive variation in the underlying rates would have produced no effect on pre-tax profit, while it would have produced an effect on shareholders' equity, before related tax effects, of €1 million. A 10% negative variation in the underlying rates would have produced no effect on pre-tax profit, while it would have produced an effect on shareholders' equity, before related tax effects, of -€1 million.
The increase (decrease) with respect to the previous year is essentially due to the differences between the prices used in calculating the fair value of the instrument at the two reference dates.
Credit risk represents Saipem's exposure to potential losses deriving from the non-performance of counterparties. As regards counterparty risk in commercial contracts, credit management is the responsibility of the business units and of specific corporate finance and administration functions operating on the basis of standard business partner evaluation and credit worthiness procedures. For counterparty financial risk deriving from the investment of surplus liquidity, from positions in derivative contracts and from physical commodities contracts with financial counterparties, Group companies adopt guidelines issued by the Treasury Department of Saipem in compliance with the centralised treasury model of Saipem.
The Company did not have any significant cases of non-performance by counterparties. Despite the measures implemented by the Company to avoid the concentration of risk
and/or activities and the identification of parameters and conditions within which transactions involving derivative instruments are allowed, in the light of the current critical situation of the financial markets it cannot be excluded that a part of the Group's clients may delay or even default on payments under the terms and conditions established. A possible delay or non-payment of the amounts due by the main customers could make it difficult to perform and/or complete the orders, with the need to recover the costs and expenses sustained through legal actions.
The evolution of working capital and of financial requirements is strongly influenced by the invoicing time frames for work in progress and the collection of the relevant receivables. As a result, even if the Group has implemented measures for ensuring that suitable levels of working capital and cash will be available, possible delays in the progress of projects and/or in the definition of positions being finalised with customers could have an impact on the ability and/or on the time period of the generation of cash flows.
Liquidity risk is the risk that suitable sources of funding for the Group may not be available (funding liquidity risk), or that the Group is unable to sell its assets on the market place (asset liquidity risk), making it unable to meet its short-term finance requirements and settle obligations. Such a situation would negatively impact the Group's results as it would result in the company incurring higher borrowing expenses to meet its obligations or under the worst of conditions the inability of the company to continue as a going concern. As part of its financial planning process, Saipem manages liquidity risk by targeting a capital structure that guarantees a level of liquidity adequate for the Groups' needs, optimising the opportunity cost of maintaining liquidity reserves and achieving an optimal profile in terms of maturity and composition of debt in accordance with business objectives and prescribed limits.
At present, through the management of flexible credit lines suitable with business requirements, Saipem believes it has access to sufficient funding and has also both committed and uncommitted borrowing facilities to meet currently foreseeable borrowing requirements.
The liquidity management policies used have the objective of ensuring both adequate funding to meet short-term requirements and obligations and a sufficient level of operating flexibility to fund Saipem's development plans, while maintaining an adequate finance structure in terms of debt composition and maturity.
Saipem has credit lines available to cover its
overall financial requirements. In this regard, by means of a new bank borrowings of €4,700 million agreed on December 10, 2015, the Group has structured its sources of financing mainly along medium to long term deadlines with a duration of up to 5 years. As at June 30, 2016, Saipem has unused credit lines of €1,553 million, to which can be added the availability of cash at the same date of €1,656 million. In addition to the above, on June 30, 2016, Saipem sign a new line of credit for €554 million, guaranteed by Garantiinstituttet for Eksportkreditt (GIEK), the Norwegian export credit guarantee agency. The facility will be available for utilisation by Saipem over the 24 months following the signing of the agreement and will comprise several tranches, each with a tenor of 8.5 years.
On October 28, 2015, the Company obtained from Standard & Poor's Ratings Services a 'BBB-' preliminary long term corporate credit rating with a 'stable' outlook and a 'BBB-' preliminary issue rating for the Term Facility and the Revolving Facility. On the same date Moody's Investor Service assigned the Company a '(P)Baa3' Provisional Issuer Rating with a 'stable' outlook.
On February 4, 2016, Standard & Poor's Ratings Services informed the Company that it had formally commenced a 'Credit Watch' procedure with possible negative implications for Saipem's Preliminary Long Term Corporate Credit Rating 'BBB-', mainly because of the collapse in the price of crude which could significantly limit Saipem's financial flexibility.
On February 10, 2016, Moody's Investors Service announced that Saipem's Provisional Issuer Rating '(P)Baa3' had been placed under review for downgrading, due to the weak fundamentals of the Oil & Gas sector and the subsequent increase in the risk of cancellations and delays of projects and the reduction of investments in the industry. On May 6, 2016, S&P Global Ratings (previously Standard & Poor's Ratings Services) lowered the Company's Long Term Corporate Credit Rating and the Issue Rating from 'BBB-' to 'BB+', with a negative outlook, at the same time removing them from the negative 'Credit Watch' and bringing them to definite status following completion of the share capital increase and of the Company's debt refinancing. This downgrade reflected the vision of S&P Global Rating in relation to the Oil & Gas industry and a more prudent vision on Saipem's future credit parameters, together with the level of backlog orders and the ability to sustain operating cash flows without significant fall-offs.
On May 23, 2016, Moody's Investors Service lowered and converted the Provisional Issuer Rating '(P)Baa3' into a Corporate Family Rating (CFR) 'Ba1', assigning a stable outlook to all ratings.
Credit ratings influence the ability of the Group to obtain new loans, as well as the cost thereof. Consequently, should one or more
ratings agencies lower the Company's rating, this could determine a worsening in the conditions for receiving loans.
The following table shows the amounts of payments due. These are mainly financial payables, including interest payments.
| Maturity | ||||||
|---|---|---|---|---|---|---|
| (€ million) | 2017 (*) | 2018 | 2019 | 2020 | After | Total |
| Long-term debt | 1,853 | 541 | 533 | 535 | - | 3,462 |
| Short-term debt | 164 | - | - | - | - | 164 |
| Derivative liabilities | 71 | - | - | - | - | 71 |
| Total | 2,088 | 541 | 533 | 535 | - | 3,697 |
| Interest on debt | 72 | 24 | 15 | 6 | - | 117 |
(*) Includes the second half of 2016.
The following table shows the due dates of trade and other payables.
| Maturity | ||||
|---|---|---|---|---|
| (€ million) | 2017 (*) | 2018-2020 | After | Total |
| Trade payables | 2,744 | - | - | 2,744 |
| Other payables and advances | 1,844 | - | - | 1,844 |
(*) Includes the second half of 2016.
In addition to the financial and trade debt recorded in the balance sheet, the Saipem Group has contractual obligations relating to non-cancellable operating leases whose
performance will entail payments being made in future years. The following table shows undiscounted payments due in future years in relation to outstanding contractual obligations.
| Maturity | ||||||
|---|---|---|---|---|---|---|
| (€ million) | 2017 (*) | 2018 | 2019 | 2020 | After | Total |
| Non-cancellable operating leases | 174 | 74 | 69 | 63 | 192 | 572 |
(*) Includes the second half of 2016.
The table below summarises Saipem's capital expenditure commitments for property, plant
and equipment, for which procurement contracts have been entered into.
| Maturity | |
|---|---|
| (€ million) | 2017 (*) |
| Committed on major projects | - |
| Other committed projects | 84 |
| Totale | 84 |
(*) Includes the second half of 2016.
The Group is a party in judicial, civil, tax and administrative legal proceedings. For a summary of the most significant cases, see the note 'Guarantees, commitments and risks - Legal proceedings' in the 'Notes to the consolidated financial statements'. Given the intrinsic and uneliminable risk that characterises legal proceedings, while the Company has carried out the necessary
57
assessments, including on the basis of applicable accounting standards, it is not possible to exclude the possibility that the Group might in future have to face payments for damages not covered by the legal fund, or which are covered insufficiently, or which are uninsured, or which are of an amount greater than the maximum sum that may have been insured. Furthermore, in relation to legal proceedings brought by the Company, should it not be possible to settle the disputes by means of negotiation, the Company may have to bear further costs associated with the length of court hearings.
Saipem carries out part of its activities in partnerships, on the basis of contracts that include the joint liability of the Company in the event of contract breaches by the partners. In some countries where Saipem operates, the Group executes its own development programmes by means of joint venture agreements with local or international operators.
Despite the measures adopted by the Company to identify suitable shareholders and to manage activities carried out in partnerships pursuant to the contract terms, when the client suffers damage due to a breach of contract on the part of an operator associated with the Company, Saipem may be obliged to complete the activities originally assigned to the non compliant partners or to pay damages caused by its partners, without prejudice to the possibility of exercising its right to claim for damages against the non compliant associated enterprise.
Furthermore, in such circumstances, the Group may not be capable of maximising the profitability of the contracts carried out in partnerships due to the lower level of control exercised over the various phases of a project carried out by the shareholder or because of the possible inability of the strategic partners to assess determined elements of cost related to parts of the scope of work assigned to them.
In addition to the above, the possible lack of agreement with international or local partners regarding the methods and terms of a project's development, or the management of it, could impact negatively on the capacity for development of certain projects on the part of the Saipem Group. The Group may, therefore, have to modify or reduce its objectives for development due to difficulties in relations with its partners.
The possible exit of strategic partners from joint venture arrangements may likewise
determine the renegotiation with third parties of contracts entered into by the joint venture itself.
Saipem operates in a sector characterised by large-size contracts and by a relatively limited number of clients (majors & national oil companies). The inability of the Group to continue EPC activities and drilling services for a certain number of these clients, and the delays in receiving payment from several of them, exposes Saipem to a negative effect on its economic and financial results and on future outlooks.
In addition, it is possible for Saipem to have several large-scale projects for the same client and hence a single customer can account for a significant percentage of the backlog or of the Group's revenues in a given period.
Since, therefore, Saipem's activities are characterised by a concentration of a relatively limited number of clients and by large-scale contracts, the Company could be exposed to the risk that a deterioration of commercial relations with said clients could lead to significant economic and financial damage to the Group.
The markets in which the Group operates can be aggregated into two macro categories: (i) the EPCI (Engineering Procurement, Construction, Installation) Lump Sum Turn Key (LSTK) market; and (ii) the Offshore and Onshore Drilling market.
With reference to the EPCI market, the Group's profitability is strongly conditioned by the structure of the contract negotiated with the client, who may require a significant commitment of financial resources both in the initial stages of the project (i.e. for the issuing of purchase orders to suppliers, the mobilisation of personnel, the mobilisation or technical preparation of the vessels involved, as well as the activation of bank guarantees for the project) and in the subsequent phases for the achievement of the milestones agreed upon in the contract and at which point it is possible to issue invoices to the client. Furthermore, in project execution phase, it is necessary to negotiate payments in relation to variations in the scope of work requested by the client (change orders) or for variations
for the correct realisation of the work not requested explicitly by the client (claims). In practice, contractor and client cooperate in the search for an agreement that satisfies both parties, with the aim of not compromising the correct performance of works and of not delaying the completion of the project.
The Company has equipped itself with various techniques that it implements beginning from the negotiation phase with the aim of obtaining the most favourable conditions, such as contractually agreed advance payments, and of monitoring its contracts through stringent procedures to obtain the certifications necessary to proceed to invoicing, or by constant reporting to the client of all changes to the contract or to project execution, so as to maintain positive or neutral cash flows during project execution.
The Drilling market, on the other hand, is characterised by rates for the sale of services, which include remuneration of the vessel deployed (typically the contractor's property), remuneration of personnel and payment of ancillary costs (i.e. subcontractors for accessory services). The profitability of the Drilling business is, therefore, influenced mainly by two factors: (i) market rates at the time the contract is renewed and (ii) the Drilling fleet utilisation rate. As regards point (i), it should be noted that this factor is influenced very little by the contractor, who, rather, suffers its positive or negative effects in relation to the deadline for active contracts. Furthermore, this factor is partially offset through operating cost reductions (the cost of subcontracts and, in some cases, labour). With reference to point (ii), this factor can be managed by the contractor through its own compensation policies and its own business model.
In this regard, the model adopted by Saipem encompasses the negotiation of long-term contracts which include a termination fee in the event of early cancellation for convenience by the client, which ensure the client has access to the vessels known and inspected over long-term periods at average rates below the peak market rate, and which typically allow the contractor a use of the fleet above the market average. The effectiveness of the actions described is, however, influenced by the economic and market context and by the Company's commercial and operating circumstances.
In carrying out its activities, the Group relies on information and data of a sensitive nature, processed and contained in documents, including in electronic format, unauthorised access to which and diffusion of which may cause damage to Saipem.
Although the Company adopts information security protocols and policies, it cannot be excluded that it may have to face threats to the security of its information infrastructure or unlawful attempts to access its information system (cyber-attack) which could lead to the loss of data or damage to intellectual property and assets, as well as the extraction or alteration of information or the interruption of production processes.
Furthermore, interruptions to or breakdowns in the information system could compromise the Group's operational effectiveness, provoking errors in the execution of operations, inefficiencies and procedural delays in the execution of activities.
Finally, the Company may have to deal with attempts to obtain physical or computer based access to personal, confidential or other sensitive information found within its facilities.
The Group is subject to the risk of fraud and/or unlawful activities on the part of employees and third parties. Specifically, in carrying out its activities the Group relies on subcontractors and suppliers that could commit fraudulent acts in concert with employees to the detriment of the Company. Furthermore, the Group operates in various countries characterised by a high level of fraud and corruption, referred to in the 'Corruption Perception Index' of Transparency International.
As regards this risk, the Company carries out periodical audits and checks, including with the assistance of external consultants. Despite this, and despite the fact that Saipem has implemented and constantly updates a system of internal control, a Code of Ethics and an Organisation, Management and Control model pursuant to Italian Legislative Decree No. 231/2001, as well as an Organisation, Management and Control model for Group companies with registered offices in foreign countries, it is not possible to exclude the occurrence of fraudulent or unlawful behaviour.
Saipem provides employees and stakeholders with an information channel – overseen by the Compliance Committee in a way that ensures
confidentiality – through which it is possible to report any problems related to the internal control system, financial reporting, corporate administrative liability, fraud or other topics (i.e. violations of the Code of Ethics, mobbing, theft, security, etc.). Further information can be found in the specific detailed section in the Board of Statutory Auditors' Report to the Shareholders' Meeting.
Substantial portions of Saipem's operations are performed in countries which may be politically, socially or economically unstable. Developments in the political framework, economic crises, internal social unrest and conflicts with other countries may temporarily or permanently compromise the Saipem Group's ability to operate cost efficiently in such countries, as well as its ability to recover Company assets therein, or may require specific measures (where possible in compliance with Saipem corporate policy) to be taken at an organisational or management level in order to enable the continuation of activities underway in conditions that differ from those originally anticipated.
Additional risks associated with operations in these countries are: (i) the lack of well-established and reliable legal systems and uncertainties surrounding the enforcement of contractual rights; (ii) unfavourable developments in laws and regulations and unilateral contract changes, leading to reductions in the value of Saipem's assets, forced sales and expropriations; (iii) restrictions on construction, drilling, imports and exports; (iv) tax increases; (v) civil and social unrest leading to sabotage, attacks, violence and similar incidents; (vi) corruption; (vii) acts of terrorism, vandalism or piracy. Such events are characterised by limited foreseeability and can occur and develop rapidly.
Saipem periodically monitors risks of a political, social and economic nature in the countries where it operates or intends to invest, according to a risk assessment model that is in line with Italian Legislative Decree No. 81 dated April 9, 2008 covering the protection of health and safety in the workplace. Specifically, Saipem has adopted an articulate security model based on the criteria of prevention, precaution, protection, information, promotion and participation, with the objective of reducing risks deriving from the unlawful actions of physical or legal persons who expose the Company and its
assets, people, goods and image to potential damage.
In cases where Saipem's ability to operate is temporarily compromised, demobilisation is planned according to the criteria of protecting personnel and those Company assets that remain in the country subject to political instability, and of minimising interruptions to operations through the adoption of solutions that render more rapid and less costly the recommencement of ordinary activities once favourable conditions are restored. These measures can cause increased costs and a negative impact on revenues in the countries concerned, to the detriment of the economic results expected.
The Company depends to a significant degree on the professional contribution of key personnel and highly specialised individuals. By key personnel is meant 'Senior Managers with strategic responsibilities' (further information can be found in the specific detailed section in the 2015 Remuneration Report). By highly specialised individuals, on the other hand, is meant personnel who, on the basis of their skills and experience, are vital to the execution of projects and to the growth and development of Saipem.
If this relationship between the Company and one or more of the resources mentioned should be interrupted for any reason, there are no guarantees that the Company can restore it quickly using equally qualified individuals who can ensure the same operational and professional contribution in the short term. Furthermore, during expansive phases of the market, the Group could suffer delays in the hiring of personnel due to greater demand for specialised resources, which in turn could determine negative impacts on the results and reputation of the Group.
In addition, the development of future strategies by Saipem will depend to a significant extent of the Company's ability to attract and retain highly qualified and competent personnel. The continued expansion of the Company into areas and activities that require further knowledge and skills will moreover make it necessary to employ management and technical personnel, both international and local, with different competencies.
The breaking off of relations with one of the key figures, the inability to attract and retain highly qualified personnel and competent management personnel, or to supplement the organisational structure with individuals capable of managing the growth of the Company, could have negative effects on Saipem's future business opportunities.
The Group possess numerous assets, in particular specialised vessels, fabrication yards and logistical basis, which are used in the execution of EPCI projects and Drilling services.
With regard to all vessels in the Group's fleet, Saipem periodically renews certifications issued by the appropriate classification bodies and by flag state authorities. Specifically, it should be noted that these certifications must be confirmed on a yearly basis following inspections that the classification bodies carry out on board the vessels. In addition, on the basis of the technical characteristics and type of each vessel, Saipem's fleet must satisfy the requirements of the international regulations applicable in the maritime field (IMO - International Maritime Organization conventions, such as MARPOL, ISM, ISPS, etc.).
The Group's assets are also subject to the normal risks associated with ordinary operations and to catastrophic risks linked with the weather and/or natural disasters.
In particular, the risks connected with ordinary operations can be characterised by: (i) mistaken or inadequate execution of manoeuvres and work sequences that lead to damage for assets or facilities; (ii) mistaken or inadequate ordinary and/or extraordinary maintenance.
Despite the fact that Saipem has specific know-how and competencies, has implemented internal procedures for the execution of its operations and regularly carries out maintenance work on its assets in order to monitor their quality and level of reliability, it is not possible to exclude the occurrence of incidents on assets or facilities during the execution of works.
Finally, the Group sustains significant costs for the maintenance of its proprietary assets. These can be influenced negatively by events such as: (i) increases in the costs of labour, materials and services; (ii) technological upgrades; (iii) changes to laws and regulations covering health, safety and environmental protection.
In accordance with common practice in the Oil & Gas industry, the Group recognises revenues for multi-year projects in both the Offshore and Onshore Engineering & Construction sector in relation to the progress of works determined using the cost-to-cost method. Consequently, the Company periodically analyses the contract value and the estimation of costs during works execution and carries forward and reflects any rectifications made in proportion to the percentage of the project completed in the period.
In the event that these adjustments result in a reduction of the profit previously recognised in relation to a project, the Company is necessarily compelled to reconcile the result of that project. This reconciliation may be material and represent a reduction in the net income for the year against which the adjustment is recorded.
The current project cost estimations and hence the profitability of long-term projects may, therefore, change following the uncertainties associated with this type of contract, even if they were reasonably reliable when made. In the event of significant cost adjustments, the reductions in profit over the whole project life cycle may have a material impact on the current financial year and on future years.
Furthermore, change orders, which are an ordinary and recurring part of Saipem's activities, may increase (sometimes substantially) the scope of work and hence the costs associated with it. Therefore, change orders, even if beneficial in the long term, can have the effect in the short term, if not approved by the client in a timely and adequate manner, of reducing the overall margin of the project with which they are associated.
In the event of a significant review of cost estimations or of revenues on a project, the Group would be obliged to effect adjustments of those estimates. Although the actual estimations on multi-year projects are deemed most likely correct and are carefully measured, the Group is nevertheless exposed to risks related to the possible volatility of progress in execution phase.
In addition, the disputes associated with change orders may lead to a reduction in revenues and margins previously declared and hence in current profit.
The Company operates in the highly competitive sector of services for the Oil & Gas industry, characterised by lump sum turnkey contracts. Specifically, these multi-year contracts entail phases of engineering, procurement of equipment, materials and services, construction and installation and, in some cases, drilling in areas that may be remote and in waters of various depths.
The preparation of bids and the determination of price are the outcome of an accurate, precise and timely estimation exercise that involves every Company department and which is further integrated by a risk assessment to cover the areas of uncertainty inevitably present in each bid.
Since one is dealing with multi-year projects, these assessments are carried out with the aim of mitigating any increases in labour, materials and services costs which are included in the contingencies (costs estimated in relation to operational risks) or, if possible, through the insertion in the contract of clauses that index link prices.
Despite these efforts, over the life cycle of the contract the costs and, consequently, the margins that the Company realises on lump sum contracts, could vary significantly from the sums originally estimated for various reasons linked, for example, to: (i) bad performance/productivity of suppliers and subcontractors; (ii) bad performance/productivity of Saipem's workforce; (iii) changes in working conditions; (iv) worse weather conditions than those anticipated against the statistics available at the time; (v) a rise in the price of raw materials (i.e. steel, copper, fuel, etc.). All of these factors and other risks inherent in the sector in which Saipem operates may imply different costs and, subsequently, different margins from those originally estimated and may lead to a reduction, perhaps even significant, of profitability or to losses on projects.
The occurrence of these significant differences could lead to a reduction in project profit margins and damage the Company's reputation in the Oil & Gas industry and vis-à-vis its clients.
In the framework of contracts for the performance of engineering, procurement, project management, construction and drilling services, before signing the relevant contract the Saipem Group, in compliance with contractual practices in the industry, and on the request of clients, delivers first demand bonds to cover the risk of contract execution (performance bonds) or to cover advance payments or to cover undertakings in bid phase (bid bonds).
The banks issuing such guarantees require counter guarantees form the Company or from other companies in the Group.
Given the nature of first demand bonds, they may be levied by the clients even in the absence of a valid title and, at that point, the legal protections available urgently in the various jurisdictions referred to in the guarantees in order to decide over any dispute arising may not allow the levy to be blocked.
In the event that a client calls up a guarantee, and in the absence of an urgent judicial proceeding that prevents it, Saipem, according to the circumstances, must immediately pay the amount levied by the client to the same financial institute that issued the guarantee, and only then avail of the possibility to bring forward its own case at the contractually agreed court.
Generally speaking, the Group's activities may be impacted by strikes or other forms of industrial action on the part of some categories of worker, which could lead to interruptions in operations with consequent potential delays in production in offices, fabrication yards, logistical bases, on specialist vessels and on sites during project executive phase. These risks may also be present in operations carried out by partners, subcontractors and suppliers selected by Saipem.
In the framework of the turnaround planned called 'Fit for the Future', a rationalisation in staff levels is envisaged, which will lead to an overall reduction in the number of the Group's human resources in various geographical areas. Consequently, this could lead to interruptions in operations during strikes or other forms of industrial action or to period of trade union tension.
The Saipem Group offers services with a strong bias towards activities in the Oil & Gas sector in remote areas and deep waters. In the event that the price of oil should continue to remain low over the long term, the level of demand for Offshore and Onshore Engineering & Construction services and Onshore and Offshore Drilling may be heavily impacted.
It is not possible to quantify with a sufficient degree of approximation the impact on individual contractors of a strongly negative market context such as would materialise if the price of oil were to stay at its current low levels over the next few years. However, it is possible to hypothesise that, in such circumstances, there would be: (i) a progressive consolidation among clients (with the disappearance of several independent players and the aggregation of operators capable of exploiting potential synergies); (ii) a reduction in the volume of investments on the part of companies operating in the Oil & Gas sector and, consequently, in the number of projects developed, as well as delays in the awarding of new projects with a subsequent fall in the visible market for contractors; (iii) a predictable consolidation among contractors (with the objective of maximising synergies in terms of competencies, assets or geographical presence); (iv) economic and financial difficulties for operators who have no distinctive features of success; (v) an increase in competition between contractors, with a presumable fall in the costs of upstream asset development.
In consideration of the plurality and unpredictability of the possible outcomes in a dynamic and discontinuous scenario such as the one described above, accurate estimations as to the commercial, operative and competitive evolution of the Company would be subject to broad margins of uncertainty if the price of oil were to remain at its current levels over the medium and long term.
In order to align its costs and competitive profile to the current oil price scenario, during which a significant decrease in activity volumes and margins is predicted, the Company has launched a turnaround plan called 'Fit for the Future' which, among its various initiatives, includes a rationalisation of fabrication yards and vessels that are no longer suitable for the changed circumstances.
Saipem operates in a sector strongly characterised by an increasing degree of competitiveness due to the ever greater strength of competitors on an international basis, as well as to the volatility of the price of raw materials (especially the price of oil). In particular, over the past few years there has been a growth in the number of Asian competitors who have acquired technical and financial capacities which allow them to compete in markets previously characterised by the presence of a limited number of operators.
For this reason, it is possible that the entrance of new competitors equipped with resources and cutting edge technologies may compromise Saipem's market position. A further increase in competitive pressure, which is due also to the possible slowdown of or recessions in the markets where the Company is active, may lead to a worsening of Saipem's market share in the sectors in which it operates. Furthermore, an ongoing scenario characterised by the current price of oil may lead to a consolidation of the market with the presence of few operators with the technical and financial ability required for the changed context.
Errors in the execution of projects and insufficient performance of plants and works that Saipem realises, and in the services that the Company provides, as well as any errors in the estimation of operational and commercial risks and inadequate monitoring of subcontractors, could determine a reduction in the margins of individual projects, with additional costs for the Company and a subsequent deterioration in working capital.
The market context is characterised by the ongoing downward trend in the price of oil which, beginning in July 2014, has been aggravated by lower global growth than expected, with a negative impact on world demand for oil and gas.
This condition influences the investment policies of the main clients, exposing Saipem to: (i) delays in the negotiation process and possible cancellation of commercial initiatives relating to future projects; (ii) cancellation and suspension of projects already underway (whether EPCI lump sum or Drilling services contracts); (iii) delays and difficulties in
obtaining payment of contractual penalties provided for to indemnify the Company against the cancellation and suspension of such contracts; (iv) delays and difficulties in obtaining change orders for the scope of work requested by the client and executed by Saipem; (v) delays and difficulties in renewing leasing contracts for onshore and offshore drilling fleets prior to the expiry thereof and under economically advantageous terms and conditions.
This context may lead to a deterioration in relations with clients and, in the most significant cases, to international arbitration.
The Engineering & Construction and Drilling sectors are characterised by the continuous development of the technologies and assets used therein.
In order to maintain its competitive position, Saipem needs to update the technology and assets at its disposal, with the aim of aligning its offer of services to the needs of the market. Should the Company be unable to upgrade the technologies and assets required to improve its operational performance, the Group would probably have to modify or reduce its objectives.
The activities carried out by Saipem in Italy and abroad are subject to compliance with rules and regulations valid in the relevant territory, including laws that implement international protocols or conventions for the specific segment of operations. Specifically, the Group is exposed to risks associated with changes in national tax regimes, tax incentives, rulings of the tax authorities, international tax treaties and, in addition, to risks connected with the application and interpretation thereof in countries in which Group companies carry out their activities. For this reason, Saipem could be exposed to risks linked with inspections, audits and tax disputes.
Furthermore, Saipem is exposed to changes in local regulations that impose the use of set quotas of personnel, as well as goods sold and services provided by local companies ('Local Content'). Variations in these laws and regulations may compel the Group to change the level of Local Content it uses, thus exposing the Company to additional costs or to delays in the execution of projects.
For this reason, Saipem monitors compliance with laws in force and with its targets to reduce to a minimum the impacts from its operational activities. Moreover, amongst other things the regulatory framework also impacts the methods with which Saipem carries out its activities.
Any adoption of more restrictive or unfavourable regulations, or the imposition of obligations for compliance, or further requirements linked to Engineering & Construction and Drilling activities, may lead to changes in operating conditions and require an increase in investments, production costs or, at any rate, to a slow-down in the development of activities. Finally, any violations of health, safety and environmental laws could lead to limitations to the Group's activities or to fines, sanctions or penalties.
In executing its projects, and in the normal course of its activities, the Group relies on numerous suppliers of goods and services. Any inadequate performances by suppliers and subcontractors could generate deficiencies in the supply chain and, consequently, lead to additional costs linked to the difficulty in replacing suppliers and in locating the goods and services necessary for the Group to carry out its activities, the procurement of goods and services at higher prices, or delays in the completion and delivery of projects.
A deterioration in relations with suppliers could transform into a competitive disadvantage linked to a reduction in Saipem's negotiating power, with subsequent increases in costs, a worsening of contract terms and conditions and a deterioration in the Group's economic results.
Saipem is subject to laws and regulations for the protection of health, safety and the environment at national, international and EU level. In particular, the Group's activities are subject to the possible occurrence of incidents that could have repercussions on people and the environment.
With reference to these risks, the Company has developed a HSE (Health, Safety and Environment) management system which is in line with the requirements of laws in force and with international standards ISO 14001 and OHSAS 18001, and for which Saipem has
obtained certification. The HSE risk management is based on the principles of prevention, protection, awareness, promotion, and participation; its aim is to guarantee the workers' health and safety and to protect the environment and the general well-being of the community.
Despite the adoption of these procedures by Saipem, it cannot be excluded that, in the course of normal Group activities, events that could compromise the health of people or the environment may occur. Furthermore, the occurrence of such events could lead to civil and/or criminal sanctions against the parties responsible and, in some cases of violation of safety laws, to the application of the provisions of Italian Legislative Decree No. 231/2001, with subsequent costs linked to sanctions against the Company and to the fulfilment of legal and regulatory obligations concerning, health, safety and the environment.
In carrying out its operations, the Group is required to obtain and comply with national and international government permits, licences and authorisations. Each of these authorisations, licences or permits could be revoked or cancelled or amended. Despite the fact that existing permits, licences and authorisations are regularly renewed by various bodies, renewal may be denied, delayed or compromised by various factors, among which:
failure to deposit adequate financial
guarantees;
Furthermore, in the event of issue, the entering into force of interpretative or applicative legal changes as regards the environment or health and safety in the workplace, or other themes linked to permits, licences and authorisations, it may be necessary to obtain additional operational permits or approvals. Failure to obtain permits, licences and authorisations, or failure to observe the terms and conditions associated with their issue, may negatively influence the Company's operations through the temporary suspension of its activities, to say nothing of exposing it to fines and other sanctions.
The Saipem Group carries out research, development and innovation activities with reference to: (i) developing cutting edge technologies in relation to the equipment deployed on its vessels, as well as in terms of full-scale modifications to vessel layouts and technical characteristics; (ii) developing innovative offshore technologies for the exploitation of oil and gas fields; (iii) developing onshore technologies with the aim of enhancing know-how, defining proprietary technologies to satisfy market demand or improving technologies owned by third parties.
The Company likewise depends on proprietary but unpatented technologies, processes, know-how and data. Data is treated as confidential and is protected in compliance with normal practices in the management of industrial secrets, i.e. through confidentiality agreements entered into with external collaborators, suppliers, consultants and certain counterparties, including third-party manufacturers. In the event that such agreements or other tools used to protect industrial secrets do not provide concrete safeguards or are breached, the Company might not be able to avail of adequate remedies to challenge each violation, or its industrial secrets could become known to or be developed by competitors.
The protection of intellectual or industrial property rights or rights to exclusive use is normally very complex and often leads to problems of a legal nature regarding ownership of said rights. For this reason, in carrying out its commercial and research and development activities, the Company may in future be summoned to appear before the courts for disputes related to the violation of intellectual and industrial property rights of third parties, or may find itself needing to bring legal proceedings against third parties to protect its own rights.
Therefore, the Company is exposed to possible challenges and/or disputes for the breach of rights relating to patents and/or other intellectual and industrial property, as well as the exploitation, including abusive exploitation, of its own intellectual property rights by third parties or those of third parties whose licences the Group uses.
In close cooperation with top management the Corporate insurance function annually
defines the Saipem Group's guidelines on insurance coverage against residual risks of material damages and civil liability, and those deriving from contracts taken on.
The Group's insurance programme takes into consideration all the exposures to risk highlighted in the preceding paragraphs and, through risk management activities, identifies residual risks that may be insurable. It should be recalled, indeed, that not all of the Company's exposures to risk can find adequate and affordable insurance coverage, or several guarantees available till now may no longer be in the future.
Furthermore, the insurance scheme, while based on its historical experience of claims over the past twenty years, many still not be sufficient to pay for all losses and potential liabilities should catastrophic events occur. Within the Saipem Insurance Programme, a distinction can be made between insurance cover for Group assets ('Corporate insurance policies') and the insurance cover connected with project execution.
The Corporate insurance programme is structured with an initial band of risk that is self-insured through a captive reinsurance company, with amounts in excess covered by a catastrophic insurance programme taken out on the insurance market. The catastrophic insurance programme is composed of policies that cover damage to property, and maritime and non-maritime third party liability. Cover can be broken down
as follows:
A key tool in the management of Saipem's insurable risks is Sigurd Rück AG, a captive reinsurance company, which operates to cover the first level of risk. Sigurd Rück AG in turn carries out risk mitigation by re-insuring its portfolio on primary securities markets.
For all contracts assigned there must be specific project insurance coverage in place and said coverage generally falls within the client's contractual scope of responsibility. In cases where such coverage instead falls within the contractor's scope of responsibility, Saipem defines an insurance suitable for covering all project-related risks, for the entire term.
Usually it takes out 'Builders' All Risks' insurance, which covers the scope of work of the contract, i.e. damage to the works under construction, as well as to equipment, products and materials required for its construction and third party liability for all works to be performed by the Group during all phases of project execution (engineering, transportation, construction, assembly, testing), including the contractual guarantee period.
The high level of insurance premiums and excess amounts payable on these policies lead Saipem to implement continual improvement of prevention and protection processes in terms of quality, health, safety and environmental impact.
As of June 30, 2016, the share capital amounted to €2,191,384,693. On the same day, the number of shares in circulations was 10,107,834,564. No treasury shares were purchased on the market during the period.
On April 29, 2016, the shareholders' meeting approved a 2016-2018 Long-term Incentive Scheme which encompasses the free award of ordinary Saipem SpA shares ('Performance Shares'), beginning July 2016, paid out in three annual awards, each subject to a three-year vesting period. The meeting approved the proposal to authorise the purchase of treasury shares, up to a maximum number of 85,000,000 ordinary shares, and at any rate not exceeding the maximum sum of €42,500,000, destined for the aforementioned incentive scheme for the initial period of implementation; the authorisation to purchase treasury shares is requested for a period of eighteen months from the date of the resolution of the shareholder's meeting. On July 27, 2016, following a proposal by the Compensation and Nomination Committee, voted in favour of the implementation of a long-term share-based incentive scheme, setting at 71,061,344 the number of treasury shares available for the plan and mandating the CEO to identify the beneficiaries of the 2016 allocation.
The purchase can be made, in the gradual steps deemed most appropriate, at a maximum and minimum unit price equal to the benchmark price on the electronic trading market on the day prior to the purchase (more of less 5% respectively for the maximum and the minimum), through purchase on the market.
On June 27, 2016, the Saipem Board of Directors voted the issue, to be effected over a maximum time frame of one year beginning June 28, 1016, of non-convertible bonds for a total maximum amount of €1.6 billion, within the scope of the Euro Medium Term Notes Programme (EMTN Programme) for an overall amount of €2 billion or, alternatively, in the case of bonds issued by the subsidiary Saipem Finance International BV, the provision of a guarantee by Saipem to bond subscribers.
The Board of Directors has assigned the Chief Executive Officer the power to determine the amount and the terms and conditions of each bond issuance in accordance with the general parameters of the EMTN programme. The proceeds from the EMTN programme will be used primarily to pay back the Bridge to Bond facility of €1,600 million by the maturity date of July 1, 2017, unless the Company exercises its option to extend it to January 1, 2018. The launch of the EMTN programme will enable the Company to take prompt advantage of the financing opportunities offered by the capital markets and institutional investors over the course of the next twelve months. BNP Paribas and UniCredit act as Joint Arrangers of EMTN programme.
With regard to the published regulations setting out conditions for the listing of shares of companies with control over companies established and regulated under the law of non-EU countries that are deemed to be of material significance in relation to the consolidated financial statements:
i. As at June 30, 2016, the regulatory
Saipem Misr for Petroleum Services (S.A.E.);
Sigurd Rück AG;
On October 27, 2015, Eni announced that, along with CDP Equity SpA, it had entered into a sale and purchase agreement by which Eni undertook to sell a holding of 12.503% of the ordinary share capital of Saipem, amounting to 55,176,364 ordinary Saipem shares, as well as a shareholders' agreement for governing the mutual relationship between Eni and CDP Equity SpA as shareholders of the Issuer (the 'Sale').
With a communication dated October 27, 2015, Eni stated that, by effect of the loss of sole control over Saipem resulting from the conclusion of the Sale, the residual Eni holding of the Company amounting to 30.42% of the Saipem ordinary share capital will be deconsolidated with effect from the effective date of the Sale and recognised in the financial statements using the net equity method.
As indicated in the shareholders' agreement between Eni and CDP Equity SpA, as of the effective date of the sale, neither Eni nor CDP Equity SpA will have 'sole control of Saipem pursuant to Article 93 of TUF'. Furthermore, according to the information document prepared by Eni pursuant to Article 5 of the Regulation 'Related Parties' regarding the sale of the investment held by Eni in Saipem, 'the assets related to the governance specified in the Agreement are directed towards establishing joint control of Saipem by Eni and CDP Equity SpA'. Consequently, as at the effective date of the Sale (concluded on January 22, 2016) Saipem ceased to be under the direction and coordination of Eni.
Saipem SpA was subject to the management and control of Eni SpA until January 22, 2016. From that date, as mentioned in the preceding paragraph, Saipem ceased to be under the direction and coordination of Eni.
Transactions concluded by Saipem with related parties, identified by IAS 24, essentially regard the exchange of goods, the supply of services, the provision and utilisation of financial resources including entering into derivatives contracts. All transactions form part of ordinary operations, are settled at market conditions, i.e. at the conditions that would have applied between two independent parties, and are concluded in the interest of Group companies.
Directors and senior managers with strategic responsibilities must declare, every 6 months, any transactions they enter into with Saipem SpA or its subsidiaries, directly or through a third party, in accordance with the provisions of IAS 24.
At June 30, 2016, Saipem SpA is not subject to the management and coordination of other parties. Saipem SpA directs and coordinates its own subsidiaries pursuant to Article 2497 ff. of the Italian Civil Code.
The amounts of trade, financial or other operations with related parties are provided in Note 43 to the 'Notes to the condensed consolidated interim financial statements'.
On July 7, 2016, Saipem was awarded new Offshore Engineering and Construction contracts for a value in excess of €1.5 billion. The most significant contract relates to the Field Development Project for the Zohr gas field, located off the Egyptian coast in the Mediterranean Sea. Petrobel has awarded Saipem an EPCI contract for the accelerated start-up of the development project for the Zohr Gas Field. The scope of work encompasses the installation of a 26-inch gas export trunkline and 14-inch and 8-inch service trunklines, as well as EPCI work for the development in deep waters of 6 wells and the installation of umbilical cables. On July 27, 2016, Saipem was awarded two new Engineering & Construction contracts for onshore and offshore work in Indonesia on the Tangguh LNG Expansion Project. The contracts were awarded by BP Berau Ltd, as operator of the Tangguh LNG project, on behalf of the other production sharing contract parties.
The first award is for the engineering, procurement, construction and installation of offshore facilities, consisting of two unmanned platforms and subsea pipelines. Saipem will leverage its strong technological expertise in the design, fabrication and
installation of platform and subsea pipelines. In accordance with the requirements of SKK Migas, Indonesia's upstream oil & gas regulator, Saipem will contribute to local content enhancement, including through its own Karimun fabrication yard. The second contract for the construction of an onshore LNG process train with a liquefaction capacity of 3.8 million tons per annum, utilities, offsites, an LNG jetty and associated infrastructure. The contract was awarded to CSTS, a joint operation led by Indonesian EPC Contractor Tripatra with Chiyoda, Saipem and Suluh Ardhi Engineering. The works are expected to be completed in 2020.
2016 revenue guidance has been revised to approximately €10.5 billion, due to delays in the award of contracts and variations in the execution schedule of a few projects. Despite this, excellent operational performance, especially in Offshore Engineering & Construction and Offshore Drilling, has enabled adjusted operating result guidance to remain unchanged, at approximately €600 million. Adjusted net profit is expected to be approximately €250 million, due to higher financial expenses and tax rate. Capital expenditure is expected to be reduced to approximately €400 million. Net debt at year end is forecast at approximately €1.5 billion; this forecast assumes a recovery in working capital in the second half of the year.
On July 1, 2016, Saipem took out a new credit facility for up to €554 million which will be used for the financing or refinancing of the Company's purchases of equipment and services from Norwegian exporters. The credit facility is guaranteed by Garantiinstituttet for Eksportkreditt (GIEK), the Norwegian Export Credit Guarantee Agency, and provided mainly by Citibank NA, London Branch (Citibank) and Eksportkreditt Norge AS (EK), acting as Original Lenders.
The facility will be available for utilisation by Saipem over 24 months and will comprise several tranches, each with a tenor of 8.5 years. The first tranche, in the amount of about €200 million, may be drawn during the month of July and will be used by Saipem for the partial repayment of the €1,600 million Bridge-to-Bond credit facility signed on December 10, 2015.
Each tranche will have an annual interest rate based on either EURIBOR or CIRR, with an estimated average cost of about 2% per year. Citibank NA, London Branch facilitated the arrangement by serving as Mandated Lead Arranger, and Citibank Europe Plc acted as Facility Agent.
Some of the performance indicators used in the 'Directors' Report' are not included in the IFRS (i.e. they are what are known as non-GAAP measures).
Non-GAAP measures are disclosed to enhance the user's understanding of the Group's performance and are not intended to be considered as a substitute for IFRS measures.
The non-GAAP measures used in the 'Operating and Financial Review' are as follows:
Pursuant to Article 2428 of the Italian Civil Code, the Company declares that it has a secondary office in Cortemaggiore (PC), Via Enrico Mattei 20.
| (€ million) | Dec. 31, 2015 | June 30, 2016 | ||
|---|---|---|---|---|
| Items of the reclassified balance sheet (where not stated otherwise, |
Partial amounts from statutory |
Amounts from reclassified |
Partial amounts from statutory |
Amounts from reclassified |
| items comply with the statutory scheme) | scheme | scheme | scheme | scheme |
| A) Net tangible assets | 7,287 | 7,016 | ||
| Note 8 - Property, plant and equipment | 7,287 | 7,016 | ||
| B) Net intangible assets | 758 | 759 | ||
| Note 9 - Intangible assets | 758 | 759 | ||
| C) Investments | 134 | 141 | ||
| Note 10 - Investments accounted for with the equity method | 135 | 143 | ||
| Reclassified from E) - provisions for losses related to investments | (1) | (2) | ||
| D) Working capital | 1,178 | 1,525 | ||
| Note 3 - Trade and other receivables | 3,348 | 2,816 | ||
| Reclassified to I) - financing receivables not related to operations | (30) | (3) | ||
| Note 4 - Inventories | 2,286 | 2,557 | ||
| Note 5 - Current tax assets | 253 | 218 | ||
| Note 6 - Other current tax assets | 376 | 421 | ||
| Note 7 - Other current assets | 209 | 167 | ||
| Note 11 - Other financial assets | 1 | 1 | ||
| Reclassified to I) - financing receivables not related to operations | (1) | (1) | ||
| Note 12 - Deferred tax assets | 460 | 470 | ||
| Note 13 - Other non-current assets | 114 | 96 | ||
| Note 15 - Trade and other payables | (5,186) | (4,588) | ||
| Note 16 - Income tax payables | (130) | (137) | ||
| Note 17 - Other current tax liabilities | (268) | (222) | ||
| Note 18 - Other current liabilities | (202) | (186) | ||
| Note 22 - Deferred tax liabilities | (10) | (66) | ||
| Note 23 - Other non-current liabilities | (42) | (18) | ||
| E) Provisions for contingencies | (237) | (193) | ||
| Note 20 - Provisions for contingencies | (238) | (195) | ||
| Reclassified to C) - provisions for losses related to investments | 1 | 2 | ||
| F) Provisions for employee benefits | (211) | (208) | ||
| Note 21 - Provisions for employee benefits | (211) | (208) | ||
| EMPLOYED CAPITAL, NET | 8,909 | 9,040 | ||
| G) Shareholders' equity | 3,474 | 7,052 | ||
| Note 25 - Saipem shareholders' equity | 3,474 | 7,052 | ||
| H) Non-controlling interests | 45 | 48 | ||
| Note 24 - Non-controlling interests | 45 | 48 | ||
| I) Net debt |
5,390 | 1,940 | ||
| Note 1 - Cash and cash equivalents | (1,066) | (1,656) | ||
| Note 2 - Other financial assets held for trading or available for sale | (26) | (26) | ||
| Note 14 - Short-term debt | 3,016 | 164 | ||
| Note 19 - Long-term debt | 2,841 | 3,439 | ||
| Note 19 - Current portion of long-term debt | 656 | 23 | ||
| Reclassified from D) - financing receivables not related to operations (Note 3) | (30) | (3) | ||
| Reclassified from D) - financing receivables not related to operations (Note 11) | (1) | (1) | ||
| FUNDING | 8,909 | 9,040 |
The reclassified income statement differs from the mandatory scheme solely for the following reclassifications:
All other items are unchanged.
The reclassified cash flow statement differs from the mandatory scheme solely for the following reclassifications:
the items 'interest expense' (€47 million), 'income taxes' (€120 million) and 'interest income' (-€7 million), indicated separately and included in cash generated from operating profit in the statutory scheme, are shown net under the item 'dividends, interests and taxes' (€160 million);
the items regarding changes in 'trade payables' (€179 million), 'trade receivables' (€437 million), 'provisions for contingencies' (-€11 million), 'inventories' (-€321 million) and 'other assets and liabilities' (-€486 million), indicated separately and included in cash generated from operating profit in the statutory scheme, are shown net under the item 'changes in working capital related to operations' (-€202 million);
| Dec. 31, 2015 | June 30, 2016 | |||||
|---|---|---|---|---|---|---|
| of which with related |
of which with related |
|||||
| (€ million) | Note | Total | parties (1) | Total | parties (1) | |
| ASSETS | ||||||
| Current assets | ||||||
| Cash and cash equivalents | (No. 1) | 1,066 | 177 | 1,656 | 171 | |
| Other financial assets held for trading or available for sale | (No. 2) | 26 | 26 | |||
| Trade and other receivables | (No. 3) | 3,348 | 744 | 2,816 | 609 | |
| Inventories | (No. 4) | 2,286 | 2,557 | |||
| Current tax assets | (No. 5) | 253 | 218 | |||
| Other current tax assets | (No. 6) | 376 | 421 | |||
| Other current assets | (No. 7) | 209 | 79 | 167 | 3 | |
| Total current assets | 7,564 | 7,861 | ||||
| Non-current assets | ||||||
| Property, plant and equipment | (No. 8) | 7,287 | 7,016 | |||
| Intangible assets | (No. 9) | 758 | 759 | |||
| Investments accounted for using the equity method | (No. 10) | 135 | 143 | |||
| Other financial assets | (No. 11) | 1 | 1 | |||
| Deferred tax assets | (No. 12) | 460 | 470 | |||
| Other non-current assets | (No. 13) | 114 | 12 | 96 | - | |
| Total non-current assets | 8,755 | 8,485 | ||||
| TOTAL ASSETS | 16,319 | 16,346 | ||||
| LIABILITIES AND SHAREHOLDERS' EQUITY | ||||||
| Current liabilities | ||||||
| Short-term debt | (No. 14) | 3,016 | 2,781 | 164 | - | |
| Current portion of long-term debt | (No. 19) | 656 | 643 | 23 | - | |
| Trade and other payables | (No. 15) | 5,186 | 281 | 4,588 | 160 | |
| Income tax payables | (No. 16) | 130 | 137 | |||
| Other current tax liabilities | (No. 17) | 268 | 222 | |||
| Other current liabilities | (No. 18) | 202 | 150 | 186 | 1 | |
| Total current liabilities | 9,458 | 5,320 | ||||
| Non-current liabilities | ||||||
| Long-term debt | (No. 19) | 2,841 | 2,571 | 3,439 | - | |
| Provisions for contingencies | (No. 20) | 238 | 195 | |||
| Provisions for employee benefits | (No. 21) | 211 | 208 | |||
| Deferred tax liabilities | (No. 22) | 10 | 66 | |||
| Other non-current liabilities | (No. 23) | 42 | 5 | 18 | - | |
| Total non-current liabilities | 3,342 | 3,926 | ||||
| TOTAL LIABILITIES | 12,800 | 9,246 | ||||
| SHAREHOLDERS' EQUITY | ||||||
| Non-controlling interests | (No. 24) | 45 | 48 | |||
| Saipem shareholders' equity: | (No. 25) | 3,474 | 7,052 | |||
| - share capital | (No. 26) | 441 | 2,191 | |||
| - share premium reserve | (No. 27) | 55 | 1,750 | |||
| - other reserves | (No. 28) | (115) | (34) | |||
| - retained earnings | 3,942 | 3,135 | ||||
| - net profit (loss) for the period | (806) | 53 | ||||
| - treasury shares | (No. 29) | (43) | (43) | |||
| Total shareholders' equity | 3,519 | 7,100 | ||||
| TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 16,319 | 16,346 |
(1) For an analysis of figures shown as 'of which with related parties', see Note 43 'Transactions with related parties'.
| First half 2015 | First half 2016 | ||||
|---|---|---|---|---|---|
| of which with related |
of which with related |
||||
| (€ million) | Note | Total | parties (1) | Total | parties (1) |
| REVENUES | |||||
| Net sales from operations | (No. 31) | 5,373 | 890 | 5,275 | 636 |
| Other income and revenues | (No. 32) | 1 | 19 | ||
| Total revenues | 5,374 | 5,294 | |||
| Operating expenses | |||||
| Purchases, services and other costs | (No. 33) | (4,350) | (103) | (3,764) | (106) |
| Payroll and related costs | (No. 34) | (1,221) | (1) | (949) | (1) |
| Depreciation, amortisation and impairment | (No. 35) | (593) | (345) | ||
| Other operating income (expense) | (No. 36) | - | 1 | ||
| OPERATING RESULT | (790) | 237 | |||
| Finance income (expense) | |||||
| Finance income | 516 | - | 636 | 4 | |
| Finance expense | (607) | (80) | (676) | (24) | |
| Derivative financial instruments | (19) | (18) | (30) | (353) | |
| Total finance income (expense) | (No. 37) | (110) | (70) | ||
| Income (expense) from investments | |||||
| Share of profit (loss) of equity-accounted investments | (11) | 9 | |||
| Other income from investments | 18 | - | |||
| Total income (expense) from investments | (No. 38) | 7 | 9 | ||
| RESULT BEFORE INCOME TAXES | (893) | 176 | |||
| Income taxes | (No. 39) | (13) | (120) | ||
| NET RESULT | (906) | 56 | |||
| Attributable to: | |||||
| - Saipem | (920) | 53 | |||
| - non-controlling interests | (No. 40) | 14 | 3 | ||
| Earnings (loss) per share attributable to Saipem (€ per share) | |||||
| Basic earnings (loss) per share | (No. 41) | (2.094) | (0.007) | ||
| Diluted earnings (loss) per share | (No. 41) | (2.093) | (0.007) | ||
(1) For an analysis of figures shown as 'of which with related parties', see Note 43 'Transactions with related parties'.
| (€ million) | First half 2015 |
First half 2016 |
|---|---|---|
| Net profit (loss) for the period | (906) | 56 |
| Other items of comprehensive income | ||
| Items that will not be reclassified subsequently to profit or loss | ||
| Remeasurements of defined benefit plans for employees | - | - |
| Share of other comprehensive income of investments accounted for using the equity method relating to remeasurements of defined benefit plans |
- | - |
| Income tax relating to items that will not be reclassified | - | - |
| Items that may be reclassified subsequently to profit or loss | ||
| Change in the fair value of cash flow hedges | (68) | 148 |
| Exchange rate differences arising from the translation into euro of financial statements currencies other than the euro | 86 | (22) |
| Share of other comprehensive income of investments accounted for using the equity method | - | - |
| Income tax on items that may be reclassified subsequently to profit or loss | 53 | (38) |
| Total other items of comprehensive income net of taxation | 71 | 88 |
| Total comprehensive income (loss) for the period | (835) | 144 |
| Attributable to: | ||
| - Saipem Group | (852) | 139 |
| - non-controlling interests | 17 | 5 |
| Saipem shareholders' equity | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (€ million) | Share capital | Share premium reserve |
Other reserves | Legal reserve | treasury shares Reserve for |
reserve, net of tax Cash flow hedge |
currency translation differences Cumulative |
Employee defined benefits reserve, net of tax |
Retained earnings | Net profit (loss) for the period |
Treasury shares | Total | Non-controlling interests |
shareholders' equity Total |
| Balance at December 31, 2014 | 441 | 55 | 6 | 88 | - | (275) | (9) | (19) 4,123 | (230) | (43) 4,137 | 41 | 4,178 | ||
| Net profit (loss) for the first half of 2015 |
- | - | - | - | - | - | - | - | - | (920) | - | (920) | 14 | (906) |
| Other items of comprehensive income | ||||||||||||||
| Items that will not be reclassified subsequently to profit or loss |
||||||||||||||
| Remeasurements of defined benefit plans for employees, net of tax |
- | - | - | - | - | - | - | (1) | - | - | - | (1) | 1 | - |
| Share of other comprehensive income of investments accounted for using the equity method relating to remeasurements of defined benefit plans for employees, net of tax |
- | - | - | - | - | - | - | - | - | - | - | - | - | - |
| Items that may be reclassified subsequently to profit or loss |
||||||||||||||
| Change in the fair value of cash flow hedging derivatives, net of the tax effect |
- | - | - | - | - | (14) | - | - | - | - | - | (14) | (1) | (15) |
| Currency translation differences of financial statements currencies other than euro |
- | - | - | - | - | - | 74 | - | 9 | - | - | 83 | 3 | 86 |
| Share of other comprehensive income of investments accounted for using the equity method |
- | - | - | - | - | - | - | - | - | - | - | - | - | - |
| Total comprehensive income (loss) for the first half of 2015 |
- | - | - | - | - | (14) | 74 | (1) | 9 | (920) | - | (852) | 17 | (835) |
| Transactions with shareholders | ||||||||||||||
| Dividend distribution for the first half of 2015 | - | - | - | - | - | - | - | - | - | - | - | - | - | - |
| Retained earnings | - | - | - | - | - | - | - | - | (230) | 230 | - | - | - | - |
| Contribution from non-controlling interests Snamprogetti Engineering & Contracting Co Ltd |
- | - | - | - | - | - | - | - | - | - | - | - | 1 | 1 |
| Total | - | - | - | - | - | - | - | - | (230) | 230 | - | - | 1 | 1 |
| Other changes in shareholders' equity | ||||||||||||||
| Other changes | - | - | - | - | - | - | - | - | 3 | - | - | 3 | (1) | 2 |
| Transactions with companies under common control |
- | - | - | - | - | - | - | - | - | - | - | - | - | - |
| Total | - | - | - | - | - | - | - | - | 3 | - | - | 3 | (1) | 2 |
| Balance at June 30, 2015 | 441 | 55 | 6 | 88 | - | (289) | 65 | (20) 3,905 | (920) | (43) 3,288 | 58 | 3,346 | ||
| Net profit (loss) for the second half of 2015 |
- | - | - | - | - | - | - | - | - | 114 | - | 114 | 3 | 117 |
| Other items of comprehensive income | ||||||||||||||
| Items that will not be reclassified subsequently to profit or loss |
||||||||||||||
| Remeasurements of defined benefit plans for employees, net of tax |
- | - | - | - | - | - | - | 1 | - | - | - | 1 | - | 1 |
| Share of other comprehensive income of investments accounted for using the equity method relating to remeasurements of defined benefit plans for employees, net of tax |
- | - | - | - | - | - | - | - | - | - | - | - | - | - |
| Items that may be reclassified subsequently to profit or loss |
||||||||||||||
| Change in the fair value of cash flow hedging derivatives, net of the tax effect |
- | - | - | - | - | 22 | - | - | - | - | - | 22 | - | 22 |
| Currency translation differences of financial statements currencies other than euro |
- | - | - | - | - | - | 11 | - | 2 | - | - | 13 | 1 | 14 |
| Share of other comprehensive income of investments accounted for using the equity method |
- | - | - | - | - | - | - | - | - | - | - | - | - | - |
Saipem shareholders' equity
| (€ million) | Share capital | Share premium reserve |
Other reserves | Legal reserve | treasury shares Reserve for |
reserve, net of tax Cash flow hedge |
currency translation differences Cumulative |
Employee defined benefits reserve, net of tax |
Retained earnings | Net profit (loss) for the period |
Treasury shares | Total | Non-controlling interests |
shareholders' equity Total |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total comprehensive income (loss) | ||||||||||||||
| for the second half of 2015 | - | - | - | - | - | 22 | 11 | 1 | 2 | 114 | - | 150 | 4 | 154 |
| Transactions with shareholders | ||||||||||||||
| Dividend distribution second half of 2015 | - | - | - | - | - | - | - | - | - | - | - | - | (17) | (17) |
| Other changes in shareholders' equity | ||||||||||||||
| Expired stock options | - | - | - | - | - | - | - | - | (1) | - | - | (1) | - | (1) |
| Other changes Transactions with companies |
- | - | - | - | - | - | - | 1 | (1) | - | - | - | - | - |
| under common control | - | - | - | - | - | - | - | - | 37 | - | - | 37 | - | 37 |
| Total | - | - | - | - | - | - | - | 1 | 35 | - | - | 36 | (17) | 19 |
| Balance at December 31, 2015 | 441 | 55 | 6 | 88 | - | (267) | 76 | (18) 3,942 | (806) | (43) 3,474 | 45 | 3,519 | ||
| Net profit (loss) for the first half of 2016 |
- | - | - | - | - | - | - | - | - | 53 | - | 53 | 3 | 56 |
| Other items of comprehensive income | ||||||||||||||
| Items that will not be reclassified subsequently to profit or loss |
||||||||||||||
| Remeasurements of defined benefit plans for employees net of the tax effect |
- | - | - | - | - | - | - | - | - | - | - | - | - | - |
| Share of other comprehensive income of investments accounted for using the equity method relating to remeasurements of defined benefit plans |
||||||||||||||
| for employees, net of tax | - | - | - | - | - | - | - | - | - | - | - | - | - | - |
| Total Items that may be reclassified subsequently to profit or loss |
- | - | - | - | - | - | - | - | - | - | - | - | - | - |
| Change in the fair value of cash flow hedging derivatives net of the tax effect |
- | - | - | - | - | 107 | - | - | - | - | - | 107 | 3 | 110 |
| Currency translation differences of financial statements currencies other than euro |
- | - | - | - | - | - | (22) | - | 1 | - | - | (21) | (1) | (22) |
| Share of other comprehensive income of investments accounted for |
||||||||||||||
| using the equity method | - | - | - | - | - | - | - | - | - | - | - | - | - | - |
| Total Total recognised income (expense) |
- | - | - | - | - | 107 | (22) | - | 1 | - | - | 86 | 2 | 88 |
| for the first half of 2016 | - | - | - | - | - | 107 | (22) | - | 1 | 53 | - | 139 | 5 | 144 |
| Transactions with shareholders | ||||||||||||||
| Dividend distribution first half of 2016 | - | - | - | - | - | - | - | - | - | - | - | - | - | - |
| Retained earnings | - | (55) | (5) | - | - | - | - | - | (746) | 806 | - | - | - | - |
| Increase (Reduction) of share capital | 1,750 | 1,750 | - | - | - | - | - | - | - | - | - | 3,500 | - | 3,500 |
| Capitalisation of costs of share capital increase | - | - | - | - | - | - | - | - | (65) | - | - | (65) | - | (65) |
| Approval for buy-back of treasury shares Deadline for approval |
- | - | - | - | - | - | - | - | - | - | - | - | - | - |
| for buy-back of treasury shares | - | - | - | - | - | - | - | - | - | - | - | - | - | - |
| Sale of treasury shares | - | - | - | - | - | - | - | - | - | - | - | - | - | - |
| Contribution from non-controlling interests | - | - | - | - | - | - | - | - | - | - | - | - | - | - |
| Total | 1,750 | 1,695 | (5) | - | - | - | - | - | (811) | 806 | - | 3,435 | - | 3,435 |
| Other changes in shareholders' equity | ||||||||||||||
| Expired stock options | - | - | - | - | - | - | - | - | - | - | - | - | - | - |
| Other changes | - | - | 1 | - | - | 1 | - | (1) | 1 | - | - | 2 | (2) | - |
| Transactions with companies under common control |
- | - | - | - | - | - | - | - | 2 | - | - | 2 | - | 2 |
| Total | - | - | 1 | - | - | 1 | - | (1) | 3 | - | - | 4 | (2) | 2 |
| Balance at June 30, 2016 | 2,191 | 1,750 | 2 | 88 | - | (159) | 54 | (19) 3,135 | 53 | (43) 7,052 | 48 | 7,100 |
| (€ million) | Note | First half 2015 | First half 2016 | |
|---|---|---|---|---|
| Net profit for the period | (920) | 53 | ||
| Non-controlling interests | 14 | 3 | ||
| Adjustments to reconcile net profit to net cash provided by operating activities: | ||||
| - depreciation and amortisation expense | (No. 35) | 382 | 344 | |
| - net impairment of tangible and intangible assets | (No. 35) | 211 | 1 | |
| - share of profit (loss) of equity accounted investments | (No. 38) | 11 | (9) | |
| - net (gains) losses on disposal of assets | (17) | 2 | ||
| - interest receivable | (3) | (7) | ||
| - interest expense | 96 | 47 | ||
| - income taxes | (No. 39) | 13 | 120 | |
| - other changes | (117) | (24) | ||
| Changes in working capital: | ||||
| - inventories | 6 | (321) | ||
| - trade receivables | 277 | 437 | ||
| - trade payables | (41) | 179 | ||
| - provisions for contingencies | 38 | (11) | ||
| - other assets and liabilities | (614) | (486) | ||
| Cash flow from working capital | (334) | (202) | ||
| Change in the provision for employee benefits | - | (3) | ||
| Dividends received | 4 | 1 | ||
| Interest received | 7 | 2 | ||
| Interest paid | (97) | (38) | ||
| Income taxes paid net of refunds of tax credits | (102) | (103) | ||
| Net cash provided by operating activities | (852) | 187 | ||
| of which with related parties (1) | (No. 43) | 642 | 167 | |
| Investing activities: | ||||
| - tangible assets | (No. 8) | (265) | (92) | |
| - intangible assets | (No. 9) | (3) | (5) | |
| - investments | (No. 10) | (1) | - | |
| - financing receivables | (1) | - | ||
| - change in payables and receivables relating to investments | 1 | - | ||
| Cash flow from investing activities | (269) | (97) | ||
| Disposals: | ||||
| - tangible assets | - | 4 | ||
| - consolidated subsidiaries and businesses | - | - | ||
| - investments | 97 | - | ||
| - financing receivables | 27 | 27 | ||
| - securities | 1 | - | ||
| Cash flows from disposals | 125 | 31 | ||
| Net cash used in investing activities (2) | (144) | (66) | ||
| of which with related parties (1) | (No. 43) | 14 | 3 |
| (€ million) | Note | First half 2015 | First half 2016 | |
|---|---|---|---|---|
| Proceeds from long-term debt | 739 | 3,172 | ||
| Repayments of long-term debt | (473) | (3,204) | ||
| Increase (decrease) in short-term debt | 551 | (2,921) | ||
| 817 | (2,953) | |||
| Net capital contributions by non-controlling interests | 1 | 3,435 | ||
| Dividend distribution | - | - | ||
| Sale of treasury shares | - | - | ||
| Net cash from financing activities | 818 | 482 | ||
| of which with related parties (1) | (No. 43) | 963 | (5,995) | |
| Effect of changes in consolidation | (2) | - | ||
| Effect of exchange rate changes and other changes on cash and cash equivalents |
7 | (13) | ||
| Net cash for the period | (173) | 590 | ||
| Cash and cash equivalents - beginning of period | (No. 1) | 1,602 | 1,066 | |
| Cash and cash equivalents - end of period | (No. 1) | 1,429 | 1,656 |
(1) For an analysis of figures shown as 'of which with related parties', see Note 43 'Transactions with related parties'.
(2) Net cash used in investing activities included investments in certain financial assets to absorb temporary surpluses of cash or as part of our ordinary management of financing activities. Due to their nature and the fact that they are very liquid, these financial assets are netted against finance debt in determining net borrowings. For the definition of net borrowings, see the 'Financial and economic results' section of the 'Directors' Report'.
The cash flows of these investments were as follows:
| (€ million) | First half 2015 |
First half 2016 |
|---|---|---|
| Financing investments: | ||
| - financing receivables | - | - |
| - | - | |
| Disposal of financing investments: | ||
| - securities | 1 | - |
| - financing receivables | 27 | 27 |
| 28 | 27 | |
| Net cash flows from investments/disposals related to financing activities | 28 | 27 |
The condensed consolidated interim financial statements have been prepared in accordance with IAS 34 'Interim Financial Reporting'. The structure of the financial statements is the same as that used in the annual report.
The condensed consolidated interim financial statements have been prepared in accordance with the same principles of consolidation and evaluation criteria described in the annual report, with the exception of the International Accounting Standards that became into effect as of January 1, 2016, as illustrated in the 'Recent accounting principles' section of the 2015 Annual Report.
The notes to these financial statements have been prepared in a condensed format.
Current income taxes are determined on the basis of estimated taxable income at the balance sheet date. Current income tax assets and liabilities are measured at the amount expected to be paid to/recovered from the tax authorities, using tax laws that have been enacted or substantively enacted by the end of the reporting period and tax rates estimated on an annual basis. Consolidated companies, non-consolidated subsidiaries, interests in joint ventures and joint operations and associated companies are indicated in the section 'Scope of consolidation', which constitutes an integral part of these notes. The same section contains a list detailing the changes that occurred in the scope of consolidation during the period. The condensed consolidated interim financial statements as of June 30, 2016, approved by Saipem's Board of Directors on July 27, 2016, were subjected to a limited review by the independent auditor EY SpA. A limited review is substantially less in scope than an audit performed in accordance with generally accepted auditing standards.
Amounts stated in financial statements and the notes thereto are in millions of euros.
Financial statements of foreign companies having a functional currency other than euro are converted into euro applying: (i) closing exchange rates for assets and liabilities; (ii) historical exchange rates for equity accounts; (iii) the average rates for the period to the income statement (source: Banca d'Italia).
Cumulative exchange rate differences resulting from this translation are recognised in shareholders' equity under the caption 'Cumulative currency translation differences' for the portion relating to the Group's share and under 'Non-controlling interests' for the portion related to non-controlling interests. Cumulative exchange differences are charged to the income statement when an investment is fully disposed of or when the investment ceases to qualify as a controlled company. In the event of a partial disposal that does not result in the loss of control, the portion of exchange differences relating to the interest sold is recognised under non-controlling interests in equity.
The financial statements translated into euros are those denominated in the functional currency, i.e. the local currency or the currency in which most financial transactions and assets and liabilities are denominated.
The exchange rates that have been applied for the translation of financial statements in foreign currencies are as follows:
| at Dec. 31, 2015 | at June 30, 2016 | exchange rate 2016 average |
|
|---|---|---|---|
| Currency | Exchange | Exchange | |
| \ | |||
| US Dollar | 1.0887 | 1.1102 | 1.11594 |
| British Pound Sterling | 0.73395 | 0.8265 | 0.778769 |
| Algerian Dinar | 116.702 | 122.497 | 121.293 |
| Angolan Kwanza | 147.295 | 185.428 | 181.376 |
| Argentine Peso | 14.0972 | 16.5802 | 15.998 |
| Australian Dollar | 1.4897 | 1.4929 | 1.52198 |
| Brazilian Real | 4.3117 | 3.5898 | 4.12955 |
| Canadian Dollar | 1.5116 | 1.4384 | 1.48444 |
| Croatian Kuna | 7.638 | 7.5281 | 7.55941 |
| Egyptian Pound | 8.52049 | 9.85078 | 9.44783 |
| Ghanaian New Cedi | 4.13096 | 4.35526 | 4.28655 |
| Indian Rupee | 72.0215 | 74.9603 | 75.0019 |
| Indonesian Rupee | 15,040.0 | 14,601.7 | 14,963.4 |
| Malaysian Ringgit | 4.6959 | 4.4301 | 4.57366 |
| Nigerian Naira | 216.703 | 312.927 | 228.331 |
| Norwegian Kroner | 9.603 | 9.3008 | 9.41975 |
| Peruvian New Sol | 3.70833 | 3.65412 | 3.77474 |
| Qatari Riyal | 3.96287 | 4.04113 | 4.06201 |
| Romanian New Leu | 4.524 | 4.5234 | 4.49555 |
| Russian Rouble | 80.6736 | 71.52 | 78.2968 |
| Saudi Arabian Riyal | 4.08624 | 4.1641 | 4.18549 |
| Singapore Dollar | 1.5417 | 1.4957 | 1.53997 |
| Swiss Franc | 1.0835 | 1.0867 | 1.09605 |
The preparation of financial statements and interim reports in accordance with generally accepted accounting standards requires management to make accounting estimates based on complex or subjective judgements, past experience and assumptions deemed reasonable and realistic based on the information available at the time. The use of these estimates and assumptions affects the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the balance sheet date and the reported amounts of income and expenses during the reporting period. Actual results may differ from these estimates given the uncertainty surrounding the assumptions and conditions upon which the estimates are based.
Accounting estimates are a critical factor in the preparation of consolidated financial statements and interim reports because they require management to make a large number of subjective judgements, assumptions and estimates regarding matters that are inherently uncertain. Changes in the conditions underlying such judgements, assumptions and estimates may have a significant effect on future results.
For a description of the accounting estimates used, see the 2015 Annual Report.
Changes to the accounting principles and the interpretations issued by the IASB/IFRIC which entered into force on January 1, 2016, and given in the section 'Recent account principles endorsed by the European Commission' of the 2015 Annual Report, had no significant effects.
With reference to a description of the most recently amended accounting principles, not yet approved by the European Commission, see the latest Annual Report. By way of integration to the amendments already mentioned, issued during the first half year of 2016, the IASB has published the provisions summarised below, which deal with several themes of possible interest to the Saipem Group.
On April 12, 2016, the IASB issued the document 'Clarifications to IFRS 15 Revenue from Contracts with Customers' which included several amendments of a technical nature. The changes to the principle introduce several clarifications and examples in order to facilitate their application (for example, as regards the identification of individual contractual obligations), and to simplify the transition to the new provisions in relation to completed contracts and to change orders which arise prior to the first comparative period presented. On June 20, 2016, the IASB published the document 'Amendments to IFRS 2 - Classification and Measurement of Share-based Payment Transactions', with the aim of clarifying the classification and accounting of several types of transaction with payment based on shares.
The provisions of both documents shall be effective for annual periods beginning on or after January 1, 2018. Saipem is currently reviewing these new standards to determine their likely impact on the Group's results if adopted.
| consolidation % Saipem's |
of consolidation or accounting principle (*) Method |
||||||
|---|---|---|---|---|---|---|---|
| Denuke Scarl | San Donato Milanese | EUR | 10,000 | Saipem SpA Third parties |
55.00 45.00 |
55.00 | F.C. |
| INFRA SpA | San Donato Milanese | EUR | 50,000 | Saipem SpA | 100.00 | 100.00 | F.C. |
| Servizi Energia Italia SpA | San Donato Milanese | EUR | 291,000 | Saipem SpA | 100.00 | 100.00 | F.C. |
| Smacemex Scarl | San Donato Milanese | EUR | 10,000 | Saipem SpA Third parties |
60.00 40.00 |
60.00 | F.C. |
| Snamprogetti Chiyoda sas di Saipem SpA |
San Donato Milanese | EUR | 10,000 | Saipem SpA Third parties |
99.90 0.10 |
99.90 | F.C. |
| Company | Registered office | Currency | Share capital | Shareholders | % held | consolidation % Saipem's |
of consolidation or accounting principle (*) Method |
|---|---|---|---|---|---|---|---|
| Denuke Scarl | San Donato Milanese | EUR | 10,000 | Saipem SpA Third parties |
55.00 45.00 |
55.00 | F.C. |
| INFRA SpA | San Donato Milanese | EUR | 50,000 | Saipem SpA | 100.00 | 100.00 | F.C. |
| Servizi Energia Italia SpA | San Donato Milanese | EUR | 291,000 | Saipem SpA | 100.00 | 100.00 | F.C. |
| Smacemex Scarl | San Donato Milanese | EUR | 10,000 | Saipem SpA Third parties |
60.00 40.00 |
60.00 | F.C. |
| Snamprogetti Chiyoda sas di Saipem SpA |
San Donato Milanese | EUR | 10,000 | Saipem SpA Third parties |
99.90 0.10 |
99.90 | F.C. |
| Outside Italy | |||||||
| Andromeda Consultoria Tecnica e Representações Ltda |
Rio de Janeiro (Brazil) |
BRL | 5,494,210 | Saipem SpA Snamprogetti Netherlands BV |
99.00 1.00 |
100.00 | F.C. |
| Boscongo SA | Pointe-Noire (Congo) |
XAF | 1,597,805,000 | Saipem SA | 100.00 | 100.00 | F.C. |
| ER SAI Caspian Contractor Llc | Almaty (Kazakhstan) |
KZT | 1,105,930,000 | Saipem International BV Third parties |
50.00 50.00 |
50.00 | F.C. |
| ERS - Equipment Rental & Services BV | Amsterdam (Netherlands) |
EUR | 90,760 | Saipem International BV | 100.00 | 100.00 | F.C. |
| Global Petroprojects Services AG | Zurich (Switzerland) |
CHF | 5,000,000 | Saipem International BV | 100.00 | 100.00 | F.C. |
| Moss Maritime AS | Lysaker (Norway) |
NOK | 40,000,000 | Saipem International BV | 100.00 | 100.00 | F.C. |
| Moss Maritime Inc | Houston (USA) |
USD | 145,000 | Moss Maritime AS | 100.00 | 100.00 | F.C. |
| North Caspian Service Co | Almaty (Kazakhstan) |
KZT | 1,910,000,000 | Saipem International BV | 100.00 | 100.00 | F.C. |
| Petrex SA | Iquitos (Peru) |
PEN | 762,729,045 | Saipem International BV | 100.00 | 100.00 | F.C. |
| Professional Training Center Llc | Karakiyan District, Mangistau Oblast (Kazakhstan) |
KZT | 1,000,000 | ER SAI Caspian Contractor Llc |
100.00 | 50.00 | F.C. |
| PT Saipem Indonesia | Jakarta (Indonesia) |
USD | 152,778,100 | Saipem International BV Saipem Asia Sdn Bhd |
68.55 31.45 |
100.00 | F.C. |
| SAGIO - Companhia Angolana de Gestão de Instalaçao Offshore Ltda |
Luanda (Angola) |
AOA | 1,600,000 | Saipem International BV Third parties |
60.00 40.00 |
60.00 | E.M. |
(*) F.C. = full consolidation, W.I. = working interest, E.M. = equity method, Co. = cost method
| Company | Registered office | Currency | Share capital | Shareholders | % held | consolidation % Saipem's |
of consolidation or accounting principle (*) Method |
|---|---|---|---|---|---|---|---|
| Saigut SA de Cv | Delegacion Cuauhtemoc (Mexico) |
MXN | 90,050,000 | Saimexicana SA de Cv | 100.00 | 100.00 | F.C. |
| SAIMEP Lda | Maputo (Mozambique) |
MZN | 70,000,000 | Saipem SA Saipem International BV |
99.98 0.02 |
100.00 | F.C. |
| Saimexicana SA de Cv | Delegacion Cuauhtemoc (Mexico) |
MXN | 2,738,411,200 | Saipem SA | 100.00 | 100.00 | F.C. |
| Saipem (Beijing) Technical Services Co Ltd |
Beijing (China) |
USD | 1,750,000 | Saipem International BV | 100.00 | 100.00 | F.C. |
| Saipem (Malaysia) Sdn Bhd | Kuala Lumpur (Malaysia) |
MYR | 1,033,500 | Saipem International BV Third parties |
41.94 58.06 |
100.00 | F.C. |
| Saipem (Nigeria) Ltd | Lagos (Nigeria) |
NGN | 259,200,000 | Saipem International BV Third parties |
89.41 10.59 |
89.41 | F.C. |
| Saipem (Portugal) Comércio Marítimo, Sociedade Unipessoal Lda |
Caniçal (Portugal) |
EUR | 299,278,738 | Saipem International BV | 100.00 | 100.00 | F.C. |
| Saipem America Inc | Wilmington (USA) |
USD | 1,000 | Saipem International BV | 100.00 | 100.00 | F.C. |
| Saipem Argentina de Perforaciones, Montajes y Proyectos Sociedad Anónima, Minera, Industrial, Comercial y Financiera () (*) |
Buenos Aires (Argentina) |
ARS | 1,805,300 | Saipem International BV Third parties |
99.90 0.10 |
99.90 | E.M. |
| Saipem Asia Sdn Bhd | Kuala Lumpur (Malaysia) |
MYR | 8,116,500 | Saipem International BV | 100.00 | 100.00 | F.C. |
| Saipem Australia Pty Ltd | West Perth (Australia) |
AUD | 566,800,001 | Saipem International BV | 100.00 | 100.00 | F.C. |
| Saipem Canada Inc | Montreal (Canada) |
CAD | 100,100 | Saipem International BV | 100.00 | 100.00 | F.C. |
| Saipem Contracting (Nigeria) Ltd | Lagos (Nigeria) |
NGN | 827,000,000 | Saipem International BV Third parties |
97.94 2.06 |
97.94 | F.C. |
| Saipem Contracting Algérie SpA | Algeri (Algeria) |
DZD | 1,556,435,000 | Sofresid SA | 100.00 | 100.00 | F.C. |
| Saipem Contracting Netherlands BV | Amsterdam (Netherlands) |
EUR | 20,000 | Saipem International BV | 100.00 | 100.00 | F.C. |
| Saipem Contracting Prep SA | Panama (Panama) |
USD | 500 | Saipem SA | 100.00 | 100.00 | F.C. |
| Saipem do Brasil Serviçõs de Petroleo Ltda |
Rio de Janeiro (Brazil) |
BRL | 1,380,796,299 | Saipem International BV | 100.00 | 100.00 | F.C. |
| Saipem Drilling Co Private Ltd | Mumbai (India) |
INR | 50,273,400 | Saipem SA | 100.00 | 100.00 | F.C. |
| Saipem Drilling Norway AS | Sola (Norway) |
NOK | 100,000 | Saipem International BV | 100.00 | 100.00 | F.C. |
| Saipem East Africa Ltd | Kampala (Uganda) |
UGX | 50,000,000 | Saipem International BV Third parties |
51.00 49.00 |
51.00 | E.M. |
| Saipem Finance International BV | Amsterdam (Netherlands) |
EUR | 1,000,000 | Saipem International BV Saipem SpA |
75.00 25.00 |
100.00 | F.C. |
| Saipem India Projects Private Ltd | Chennai (India) |
INR | 407,000,000 | Saipem SA | 100.00 | 100.00 | F.C. |
| Saipem Ingenieria y Construcciones SLU |
Madrid (Spain) |
EUR | 80,000 | Saipem International BV | 100.00 | 100.00 | F.C. |
| Saipem International BV | Amsterdam (Netherlands) |
EUR | 172,444,000 | Saipem SpA | 100.00 | 100.00 | F.C. |
| Saipem Libya LLC - SA.LI.CO. Llc | Tripoli (Libya) |
LYD | 10,000,000 | Saipem International BV Snamprogetti Netherlands BV |
60.00 40.00 |
100.00 | F.C. |
(*) F.C. = full consolidation, W.I. = working interest, E.M. = equity method, Co. = cost method
(**) In liquidation. (***) Inactive throughout the year.
| Company | Registered office | Currency | Share capital | Shareholders | % held | consolidation % Saipem's |
of consolidation or accounting principle (*) Method |
|---|---|---|---|---|---|---|---|
| Saipem Luxembourg SA | Luxembourg (Luxembourg) |
EUR | 31,002 | Saipem Maritime Asset Management Luxembourg Sàrl Saipem (Portugal) Comércio Marítimo, Sociedade Unipessoal Lda |
99.99 0.01 |
100.00 | F.C. |
| Saipem Maritime Asset Management Luxembourg Sàrl |
Luxembourg (Luxembourg) |
USD | 378,000 | Saipem SpA | 100.00 | 100.00 | F.C. |
| Saipem Misr for Petroleum Services (S.A.E.) |
Port Said (Egypt) |
EUR | 2,000,000 | Saipem International BV ERS - Equipment Rental & Services BV Saipem (Portugal) Comércio Marítimo, Sociedade Unipessoal Lda |
99.92 0.04 0.04 |
100.00 | F.C. |
| Saipem Norge AS | Sola (Norway) |
NOK | 100,000 | Saipem International BV | 100.00 | 100.00 | F.C. |
| Saipem Offshore Norway AS | Sola (Norway) |
NOK | 120,000 | Saipem SpA | 100.00 | 100.00 | F.C. |
| Saipem SA | Montigny le Bretonneux (France) |
EUR | 26,488,695 | Saipem SpA | 100.00 | 100.00 | F.C. |
| Saipem Services México SA de Cv | Delegacion Cuauhtemoc (Mexico) |
MXN | 50,000 | Saimexicana SA de Cv | 100.00 | 100.00 | F.C. |
| Saipem Singapore Pte Ltd | Singapore (Singapore) |
SGD | 28,890,000 | Saipem SA | 100.00 | 100.00 | F.C. |
| Saipem Ukraine Llc (**) | Kiev (Ukraine) |
EUR | 4,206,061 | Saipem International BV Saipem Luxembourg SA |
99.00 1.00 |
100.00 | F.C. |
| Saiwest Ltd (***) | Accra (Ghana) |
GHS | 937,500 | Saipem SA Third parties |
49.00 51.00 |
49.00 | Co. |
| Sajer Iraq Co for Petroleum Services, Trading, General Contracting & Transport Llc |
Baghdad (Iraq) |
IQD | 300,000,000 | Saipem International BV Third parties |
60.00 40.00 |
60.00 | F.C. |
| Saudi Arabian Saipem Ltd | Al-Khobar (Saudi Arabia) |
SAR | 5,000,000 | Saipem International BV Third parties |
60.00 40.00 |
60.00 | F.C. |
| Sigurd Rück AG | Zurich (Switzerland) |
CHF | 25,000,000 | Saipem International BV | 100.00 | 100.00 | F.C. |
| Snamprogetti Engineering & Contracting Co Ltd |
Al-Khobar (Saudi Arabia) |
SAR | 10,000,000 | Snamprogetti Netherlands BV Third parties |
70.00 30.00 |
70.00 | F.C. |
| Snamprogetti Engineering BV | Amsterdam (Netherlands) |
EUR | 18,151 | Saipem Maritime Asset Management Luxembourg Sàrl |
100.00 | 100.00 | F.C. |
| Snamprogetti Lummus Gas Ltd | Sliema (Malta) |
EUR | 50,000 | Snamprogetti Netherlands BV Third parties |
99.00 1.00 |
99.00 | F.C. |
| Snamprogetti Netherlands BV | Amsterdam (Netherlands) |
EUR | 203,000 | Saipem SpA | 100.00 | 100.00 | F.C. |
| Snamprogetti Romania Srl | Bucharest (Romania) |
RON | 5,034,100 | Snamprogetti Netherlands BV Saipem International BV |
99.00 1.00 |
100.00 | F.C. |
| Snamprogetti Saudi Arabia Co Ltd Llc | Al-Khobar (Saudi Arabia) |
SAR | 10,000,000 | Saipem International BV Snamprogetti Netherlands BV |
95.00 5.00 |
100.00 | F.C. |
| Sofresid Engineering SA | Montigny le Bretonneux (France) |
EUR | 1,267,143 | Sofresid SA Third parties |
99.99 0.01 |
100.00 | F.C. |
| Sofresid SA | Montigny le Bretonneux (France) |
EUR | 8,253,840 | Saipem SA | 100.00 | 100.00 | F.C. |
| Sonsub International Pty Ltd | Sydney (Australia) |
AUD | 13,157,570 | Saipem International BV | 100.00 | 100.00 | F.C. |
(*) F.C. = full consolidation, W.I. = working interest, E.M. = equity method, Co. = cost method
(**) In liquidation.
(***) Inactive throughout the year.
| Company | Registered office | Currency | Share capital | Shareholders | % held | consolidation % Saipem's |
of consolidation or accounting principle (*) Method |
|---|---|---|---|---|---|---|---|
| ASG Scarl | San Donato Milanese | EUR | 50,864 | Saipem SpA Third parties |
55.41 44.59 |
55.41 | E.M. |
| Baltica Scarl () (*) | Rome | EUR | 10,000 | Saipem SpA Third parties |
50.00 50.00 |
50.00 | E.M. |
| CEPAV (Consorzio Eni per l'Alta Velocità) Due |
San Donato Milanese | EUR | 51,646 | Saipem SpA Third parties |
52.00 48.00 |
52.00 | E.M. |
| CEPAV (Consorzio Eni per l'Alta Velocità) Uno |
San Donato Milanese | EUR | 51,646 | Saipem SpA Third parties |
50.36 49.64 |
50.36 | E.M. |
| Consorzio F.S.B. | Venice - Marghera | EUR | 15,000 | Saipem SpA Third parties |
29.10 70.90 |
29.10 | Co. |
| Consorzio Sapro | San Giovanni Teatino | EUR | 10,329 | Saipem SpA Third parties |
51.00 49.00 |
51.00 | Co. |
| Modena Scarl (**) | San Donato Milanese | EUR | 400,000 | Saipem SpA Third parties |
59.33 40.67 |
59.33 | E.M. |
| Rodano Consortile Scarl | San Donato Milanese | EUR | 250,000 | Saipem SpA Third parties |
53.57 46.43 |
53.57 | E.M. |
| Rosetti Marino SpA | Ravenna | EUR | 4,000,000 | Saipem SA Third parties |
20.00 80.00 |
20.00 | E.M. |
| Ship Recycling Scarl | Genoa | EUR | 10,000 | Saipem SpA Third parties |
51.00 49.00 |
51.00 | W.I. |
| 02 Pearl Snc | Montigny le Bretonneux (France) |
EUR | 1,000 | Saipem SA Third parties |
50.00 50.00 |
50.00 | E.M. |
|---|---|---|---|---|---|---|---|
| CCS LNG Mozambique Lda (***) | Maputo (Mozambique) |
MZN | 150,000 | Saipem International BV Third parties |
33.33 66.67 |
33.33 | E.M. |
| CCS Netherlands BV (***) | Amsterdam (Netherlands) |
EUR | 300,000 | Saipem International BV Third parties |
33.33 66.67 |
33.33 | E.M. |
| CFSW LNG Constructors GP Inc (***) | Vancouver (Canada) |
CAD | 100 | Saipem International BV Third parties |
44.00 56.00 |
44.00 | E.M. |
| Charville - Consultores e Serviços Lda | Funchal (Portugal) |
EUR | 5,000 | Saipem International BV Third parties |
50.00 50.00 |
50.00 | E.M. |
| CMS&A Wll | Doha (Qatar) |
QAR | 500,000 | Snamprogetti Netherlands BV Third parties |
20.00 80.00 |
50.00 | E.M. |
| CSC Japan Godo Kaisha (***) | Yokohama (Japan) |
JPY | 3,000,000 | CCS Netherlands BV | 100.00 | 33.33 | E.M. |
| CSFLNG Netherlands BV | Amsterdam (Netherlands) |
EUR | 600,000 | Saipem SA Third parties |
50.00 50.00 |
50.00 | E.M. |
| FPSO Mystras - Produção de Petròleo Lda | Funchal (Portugal) |
EUR | 50,000 | Saipem International BV Third parties |
50.00 50.00 |
50.00 | E.M. |
| Hazira Cryogenic Engineering & Construction Management Private Ltd |
Mumbai (India) |
INR | 500,000 | Saipem SA Third parties |
55.00 45.00 |
55.00 | E.M. |
| KWANDA Suporte Logistico Lda | Luanda (Angola) |
AOA | 25,510,204 | Saipem SA Third parties |
40.00 60.00 |
40.00 | E.M. |
| LNG - Serviços e Gestao de Projectos Lda | Funchal (Portugal) |
EUR | 5,000 | Snamprogetti Netherlands BV Third parties |
25.00 75.00 |
25.00 | E.M. |
| Mangrove Gas Netherlands BV | Amsterdam (Netherlands) |
EUR | 2,000,000 | Saipem International BV Third parties |
50.00 50.00 |
50.00 | E.M. |
| Petromar Lda | Luanda (Angola) |
USD | 357,143 | Saipem SA Third parties |
70.00 30.00 |
70.00 | E.M. |
| Sabella SAS | Quimper (France) |
EUR | 5,263,495 | Sofresid Engineering SA Third parties |
22.04 77.96 |
22.04 | E.M. |
(*) F.C. = full consolidation, W.I. = working interest, E.M. = equity method, Co. = cost method
(**) In liquidation. (***) Inactive throughout the year.
| Company | Registered office Shareholders Share capital Currency |
% held | consolidation % Saipem's |
of consolidation or accounting principle (*) Method |
||||
|---|---|---|---|---|---|---|---|---|
| Saidel Ltd | Victoria Island - Lagos (Nigeria) |
NGN | 236,650,000 | Third parties | Saipem International BV | 49.00 51.00 |
49.00 | E.M. |
| Saipar Drilling Co BV | Amsterdam (Netherlands) |
EUR | 20,000 | Third parties | Saipem International BV | 50.00 50.00 |
50.00 | E.M. |
| Saipem Dangote E&C Ltd (***) | Victoria Island - Lagos (Nigeria) |
NGN | 100,000,000 | Third parties | Saipem International BV | 49.00 51.00 |
49.00 | E.M. |
| Saipem Taqa Al Rushaid Fabricators Co Ltd |
Dammam (Saudi Arabia) |
SAR | 40,000,000 | Third parties | Saipem International BV | 40.00 60.00 |
40.00 | E.M. |
| Saipon Snc | Montigny le Bretonneux (France) |
EUR | 20,000 | Saipem SA Third parties |
60.00 40.00 |
60.00 | W.I. | |
| Sairus Llc | Krasnodar (Russian Federation) |
RUB | 83,603,800 | Third parties | Saipem International BV | 50.00 50.00 |
50.00 | E.M. |
| Société pour la Réalisation du Port de Tanger Méditerranée |
Anjra (Morocco) |
EUR | 33,000 | Saipem SA Third parties |
33.33 66.67 |
33.33 | E.M. | |
| Southern Gas Constructors Ltd | Lagos (Nigeria) |
NGN | 10,000,000 | Third parties | Saipem International BV | 50.00 50.00 |
50.00 | E.M. |
| SPF - TKP Omifpro Snc | Paris (France) |
EUR | 50,000 | Saipem SA Third parties |
50.00 50.00 |
50.00 | E.M. | |
| Sud-Soyo Urban Development Lda (***) | Soyo (Angola) |
AOA | 20,000,000 | Saipem SA Third parties |
49.00 51.00 |
49.00 | E.M. | |
| Tchad Cameroon Maintenance BV (**) | Rotterdam (Netherlands) |
EUR | 18,000 | Saipem SA Third parties |
40.00 | E.M. | ||
| Tecnoprojecto Internacional Projectos e Realizações Industriais SA |
Porto Salvo - Concelho de Oeiras (Portugal) |
EUR | 700,000 | Saipem SA Third parties |
42.50 | E.M. | ||
| T.C.P.I. Angola Tecnoprojecto Internacional SA |
Luanda (Angola) |
AOA | 9,000,000 | Petromar Lda Third parties |
35.00 65.00 |
24.50 | E.M. | |
| TMBYS SAS | Guyancourt (France) |
EUR | 30,000 | Saipem SA Third parties |
33.33 | E.M. | ||
| TSGI Mühendislik I· ns¸aat Ltd S¸irketi |
Istanbul (Turkey) |
TRY | 600,000 | Third parties | Saipem Ingenieria Y Construcciones SLU |
30.00 70.00 |
33.33 | E.M. |
| TSKJ II - Construções Internacionais, Sociedade Unipessoal, Lda |
Funchal (Portugal) |
EUR | 5,000 | TSKJ - Servições de Engenharia Lda |
100.00 | 25.00 | E.M. | |
| TSKJ - Nigeria Ltd | Lagos (Nigeria) |
NGN | 50,000,000 | Unipessoal, Lda | TSKJ II - Construções Internacionais, Sociedade |
100.00 | 25.00 | E.M. |
| TSKJ - Servições de Engenharia Lda | Funchal (Portugal) |
EUR | 5,000 | Third parties | Snamprogetti Netherlands BV | 25.00 75.00 |
25.00 | E.M. |
| Xodus Subsea Ltd | London (United Kingdom) |
GBP | 1,000,000 | Third parties | Saipem International BV | 50.00 50.00 |
50.00 | E.M. |
| The Saipem Group comprises 109 companies: 61 are consolidated using the full consolidation method, 2 using the proportionate consolidation method, 43 using the equity method and 3 using the cost method. At June 30, 2016, the companies of Saipem SpA can be broken down as follows: |
Controlled companies | Associate and jointly controlled companies | ||||||
| Italy | Outside Italy | Total | Italy | Outside Italy | Total | |||
| Subsidiaries/JO and their participating interests | 5 | 56 | 61 | 1 | 1 | 2 | ||
| Companies consolidated using the full consolidation method Companies consolidated using the working interest method |
5 - |
56 - |
61 - |
- 1 |
- 1 |
- 2 |
||
| Participating interests held by consolidated companies (1) | - | 4 | 4 | 9 | 33 | 42 | ||
| Accounted for using the equity method | - | 3 | 3 | 7 | 33 | 40 | ||
| Accounted for using the cost method | - | 1 | 1 | 2 | - | 2 | ||
| Total companies | 5 | 60 | 65 | 10 | 34 | 44 | ||
| (1) The participating interests held by subsidiaries/joint operations accounted for using the equity method and the cost method concern non-material entities and entities whose consolidation would not have a material impact. |
| Controlled companies | Associate and jointly controlled companies | |||||
|---|---|---|---|---|---|---|
| Italy | Outside Italy | Total | Italy | Outside Italy | Total | |
| Subsidiaries/JO and their participating interests | 5 | 56 | 61 | 1 | 1 | 2 |
| Companies consolidated using the full consolidation method | 5 | 56 | 61 | - | - | - |
| Companies consolidated using the working interest method | - | - | - | 1 | 1 | 2 |
| Participating interests held by consolidated companies (1) | - | 4 | 4 | 9 | 33 | 42 |
| Accounted for using the equity method | - | 3 | 3 | 7 | 33 | 40 |
| Accounted for using the cost method | - | 1 | 1 | 2 | - | 2 |
| Total companies | 5 | 60 | 65 | 10 | 34 | 44 |
(*) F.C. = full consolidation, W.I. = working interest, E.M. = equity method, Co. = cost method (***) Inactive throughout the year.
There were no significant changes in the scope of consolidation during the first six months of 2016 with respect to the consolidated financial statements at December 31, 2015. Changes are shown by order of occurrence.
New incorporations, disposals, liquidations, mergers and changes to the consolidation method:
Tchad Cameroon Maintenance BV, previously accounted for using the equity method, was placed into liquidation;
S.B.K. Baltica Società Consortile a Responsabilità Limitata Spólka Komandytowa, accounted for using the cost method, was placed into liquidation and subsequently removed from the Register of Companies;
Changes of company names or transfers of holdings between Group companies not affecting the scope of consolidation:
Cash and cash equivalents amounted to 1,656 million, an increase of €590 million compared with December 31, 2015 (€1,066 million).
Cash and equivalents at period-end, 37% of which are denominated in euro, 38% in US dollars and 25% in other currencies, received an average interest rate of 0.28%. €171 million thereof (€177 million at December 31, 2015) are on deposit at a finance company of the Eni Group. Cash and cash equivalents included cash and cash on hand of €3 million (€1 million at December 31, 2015).
Funds in two current accounts held by the subsidiary Saipem Contracting Algérie SpA (equivalent to €78 million at June 30, 2016) have been frozen since February 2010 in connection with an investigation being conducted into third parties. Compared with December 31, 2015 (equivalent of €82 million) the €4 million decrease in the frozen amount is due to exchange-rate differences (for further details, see the section 'Legal disputes - Algeria - Proceedings in Algeria'). Furthermore, the equivalent of €6 million spread over the account of a foreign branch of Saipem SpA and various accounts of a foreign subsidiary, as well as funds in time deposits belonging to two foreign subsidiaries, has been temporarily frozen due to legal actions with several suppliers.
The breakdown of cash and cash equivalents of Saipem and other Group companies at June 30, 2016 by geographical area (based on the country of domicile of the relevant company) was as follows:
| (€ million) | Dec. 31, 2015 | June 30, 2016 |
|---|---|---|
| Italy | 63 | 861 |
| Rest of Europe | 418 | 319 |
| CIS | 191 | 61 |
| Middle East | 123 | 180 |
| Far East | 30 | 37 |
| North Africa | 87 | 82 |
| West Africa and Rest of Africa | 134 | 63 |
| Americas | 20 | 53 |
| Total | 1,066 | 1,656 |
For details on amounts relating to projects under execution in Algeria, see Note 47 'Additional information: Algeria' on page 125.
Other financial assets held for trading or available for sale amounted to €26 million (€26 million at December 31, 2015) and were as follows:
| Dec. 31, 2015 (€ million) |
June 30, 2016 |
|---|---|
| Financing receivables for non-operating purposes | |
| Listed bonds issued by sovereign states 23 |
23 |
| Listed securities issued by financial institutions 3 |
3 |
| Total 26 |
26 |
Listed bonds issued by sovereign states at June 30, 2016 of €23 million were as follows:
| (€ million) | Notional value | Fair value | of return (%) Nominal rate |
Maturity | Rating - Moody's |
|---|---|---|---|---|---|
| Fixed rate bonds | |||||
| France | 3 | 3 | 2.50 | 2020 | AA |
| Ireland | 4 | 5 | 5.00 | 2020 | A+ |
| Spain | 2 | 2 | 3.75 | 2018 | BBB+ |
| Poland | 7 | 8 | 3.75 | 2023 | BBB+ |
| Other | 4 | 5 | 2.50 | 2020 | BBB+ |
| Total | 20 | 23 | |||
| The listed securities issued by financial institutions amounting to €3 million carry a rating of Aaa (Moody's). |
Trade and other receivables of €2,816 million (€3,348 million at December 31, 2015) were as follows:
| (€ million) | Dec. 31, 2015 | June 30, 2016 |
|---|---|---|
| Trade receivables | 2,807 | 2,388 |
| Financing receivables for operating purposes | 4 | 4 |
| Financing receivables for non-operating purposes | 30 | 3 |
| Prepayments for services | 281 | 239 |
| Other receivables | 226 | 182 |
| Total | 3,348 | 2,816 |
Receivables are stated net of a provision for impairment losses of €520 million.
| (€ million) | ||||||
|---|---|---|---|---|---|---|
| Trade receivables | 441 | 98 | (16) | (7) | - | 516 |
| Other receivables | 5 | - | (1) | - | - | 4 |
| Total | 446 | 98 | (17) | (7) | - | 520 |
| Dec. 31, 2015 | Other changes | June 30, 2016 | ||||
|---|---|---|---|---|---|---|
| (€ million) | Additions | Deductions | differences translation Currency |
|||
| Trade receivables | 441 | 98 | (16) | (7) | - | 516 |
| Other receivables | 5 | - | (1) | - | - | 4 |
| Total | 446 | 98 | (17) | (7) | - | 520 |
| Trade receivables of €2,388 million were down €419 million following the collection of receivables in relation to projects in the Middle East and Mexico, as well as the increase in the devaluation fund, mainly due to the write-down of overdue receivables in the Onshore Drilling Business Unit and projects with more uncertain collection time frames. At June 30, 2016, Saipem had non-recourse non-notification factoring agreements relating to trade receivables, including not past due receivables, amounting to €392 million (€280 million at December 31, 2015). Saipem SpA is responsible for managing the collection of the assigned receivables and for transferring the sums collected to the factoring company. Trade receivables included retention amounts guaranteeing contract work-in-progress of €236 million (€223 million at December 31, 2015), of which €92 million was due within one year and €144 million due after one year. Financing receivables for operating purposes of €4 million (€4 million at December 31, 2015) were mainly related to a receivable held by Saipem SpA from Serfactoring SpA. Financing receivables for non-operating purposes amounting to €3 million (€30 million at December 31, 2015) are down significantly following the conclusion of the TSKJ issue (for further details see the section 'Legal proceedings'). Other receivables of €182 million were as follows: |
||||||
| (€ million) | Dec. 31, 2015 | June 30, 2016 | ||||
| Receivables from: | ||||||
| - insurance companies | 18 | 20 | ||||
| - employees | 36 | 19 | ||||
| Guarantee deposits | 13 | 12 | ||||
| Other receivables | 159 | 131 | ||||
| Total | 226 | 182 | ||||
| Trade receivables and other receivables from related parties are detailed in Note 43 'Transactions with related parties'. The fair value of trade and other receivables did not differ significantly from their carrying amount due to the short period of time elapsed between their date of origination and their due date. For details on amounts relating to projects under execution in Algeria, see Note 47 'Additional information: Algeria' on page 125. |
Inventories amounted to €2,557 million (€2,286 million at December 31, 2015) and were as follows:
| (€ million) | Dec. 31, 2015 | June 30, 2016 |
|---|---|---|
| Raw and auxiliary materials and consumables | 497 | 462 |
| Contract work in progress | 1,789 | 2,095 |
| Total | 2,286 | 2,557 |
The item 'Raw and auxiliary materials and consumables' includes spare parts for drilling and construction activities, as well as consumables for internal use and not for sale. The item is stated net of a valuation allowance of €83 million.
| (€ million) | Dec. 31, 2015 | Additions | Deductions | Other changes | June 30, 2016 |
|---|---|---|---|---|---|
| Raw and auxiliary materials and consumables valuation allowance | 61 | 26 | (4) | - | 83 |
| Total | 61 | 26 | (4) | - | 83 |
Contract work-in-progress relates to timing differences between actual project progress and the achievement of contractual invoicing milestones, and to the recognition of additional contract revenues deemed probable and reasonably estimated.
The amount recorded in relation to long-term contracts increased compared to 2015 due to the effect of the project progress made over the financial year, pending the approval of milestones by clients.
Information on construction contracts accounted for in accordance with IAS 11 is provided in Note 42 'Segment information, geographical information and construction contracts'.
For details on amounts relating to projects under execution in Algeria, see Note 47 'Additional information: Algeria' on page 125.
Current tax assets amounted to €218 million (€253 million at December 31, 2015) and were as follows:
| (€ million) | Dec. 31, 2015 | June 30, 2016 |
|---|---|---|
| Italian tax authorities | 53 | 53 |
| Foreign tax authorities | 200 | 165 |
| Total | 253 | 218 |
Other current tax assets amounted to €421 million (€376 million at December 31, 2015) and were as follows:
| (€ million) | Dec. 31, 2015 | June 30, 2016 |
|---|---|---|
| Italian tax authorities | 67 | 81 |
| Foreign tax authorities | 309 | 340 |
| Total | 376 | 421 |
Other current assets amounted to €167 million (€209 million at December 31, 2015) and were as follows:
| (€ million) | Dec. 31, 2015 | June 30, 2016 |
|---|---|---|
| Fair value of hedging derivatives | 42 | 36 |
| Fair value of non-hedging derivatives | 26 | 7 |
| Other assets | 141 | 124 |
| Total | 209 | 167 |
At June 30, 2016, derivative financial instruments had a positive fair value of €43 million (€68 million at December 31, 2015). The fair value of derivative financial instruments was determined using valuation models commonly used in the financial sector and based on year-end market data (exchange and interest rates).
The fair value of forward contracts (forward outrights and currency swaps) was determined by comparing the net present value at contractual conditions of forward contracts outstanding at June 30, 2016, with their present value recalculated at period-end market conditions. The model used is the Net Present Value model, which is based on the forward contract exchange rate, the period end exchange rate and the respective forward interest rate curves.
The table below shows the assets considered in the calculation of the fair value of derivative contracts, including the long-term portion, broken down by type:
| Assets Dec. 31, 2015 | Assets June 30, 2016 | ||||||
|---|---|---|---|---|---|---|---|
| Fair value | Commitments | Fair value | Commitments | ||||
| (€ million) | purchase | sale | purchase | sale | |||
| 1) Derivative contracts qualified for hedge accounting: | |||||||
| - forward currency contracts (Spot component) | |||||||
| . purchase | 20 | 16 | |||||
| . sale | 34 | 35 | |||||
| Total | 54 | 51 | |||||
| - forward currency contracts (Forward component) | |||||||
| . purchase | 3 | 5 | |||||
| . sale | (5) | (20) | |||||
| Total | (2) | 1,154 | 1,703 | (15) | 557 | 1,967 | |
| - forward commodity contracts (Forward component) | |||||||
| . purchase | - | 1 | |||||
| Total | - | - | 1 | ||||
| Total derivative contracts qualified for hedge accounting | 52 | 1,154 | 1,703 | 37 | 557 | 1,967 | |
| 2) Derivative contracts not qualified for hedge accounting: | |||||||
| - forward currency contracts (Spot component) | |||||||
| . purchase | 9 | 4 | |||||
| . sale | 17 | 2 | |||||
| Total | 26 | 6 | |||||
| - forward currency contracts (Forward component) | |||||||
| . purchase | 1 | 1 | |||||
| . sale | (1) | - | |||||
| Total | - | 777 | 865 | 1 | 268 | 57 | |
| - forward commodity contracts (Forward component) | |||||||
| . sale | - | ||||||
| Total | - | ||||||
| Total derivative contracts not qualified for hedge accounting | 26 | 777 | 865 | 7 | 268 | 57 | |
| Total | 78 | 1,931 | 2,568 | 44 | 825 | 2,024 |
Cash flow hedge transactions related to forward purchase and sale transactions (forward outrights and currency swaps). The cash flows and the income statement impact of hedged highly probably forecast transactions at June 30, 2016 are expected to occur up until 2017.
During the first half of 2016, there were no significant cases of hedged items being no longer considered highly probable.
The positive fair value of derivatives qualified for hedge accounting at June 30, 2016, including the long-term portion described in Note 13 'Other non-current assets', totalled €37 million (€52 million at December 31, 2015). The spot component of these derivatives of €51 million (€54 million at December 31, 2015) was deferred in a hedging reserve in equity (€46 million; €50 million at December 31, 2015) and recorded as finance income and expense (€5 million; €4 million at December 31, 2015), while the forward component, which was not designated as a hedging instrument, was recognised as finance income and expense (€14 million; €2 million at December 31, 2015).
The negative fair value of derivative qualified for hedge accounting at June 30, 2016, analysed in Note 18 'Other current liabilities' including the long-term portion analysed in Note 23 'Other non-current liabilities' was €36 million (€120 million at December 31, 2015). The spot component of these derivatives of €31 million was deferred in a hedging reserve in equity (€26 million; €105 million at December 31, 2015) and recorded as finance income and expense (€5 million; €6 million at December 31, 2015). The forward component was recognised as finance income and expense (€5 million; €9 million at December 31, 2015).
During the first half of 2016, operating revenues and expenses were adjusted by a net negative amount of €65 million to reflect the effects of hedging.
Other assets at June 30, 2016 amounted to €124 million, representing a decrease of €17 million compared with December 31, 2015, and consisted mainly of prepayments.
Other assets from related parties are shown in Note 43 'Transactions with related parties'.
Property, plant and equipment amounted to €7,016 million (€7,287 million at December 31, 2015) and consisted of the following:
Capital expenditure in the first half of 2016 amounted to €92 million (€265 million in the first half of 2015) and mainly related to:
during the period of the plan; (iii) of the beta risk coefficient of the Saipem security. Post-tax cash flows and discounting rates were used as they result in values similar to those resulting from a pre-tax valuation.
The key assumptions adopted in assessing the recoverable amounts of the 16 cash generating units representing the Group's offshore vessels related mainly to the operating result of the CGUs (based on a combination of various factors, including charter rates) and the discount rate applied to the cash flows. The effects that any change in the parameters used in the estimate would produce on the recoverable amount of the CGUs are as follows:
an increase in the discount rate of 1% would produce a reduction in net capital employed of €8 million;
decreases in long-term day rates of 10% compared with the rates assumed in the plan projections would produce a reduction in net employed capital of €72 million.
The excess of the recoverable amount of the Onshore Drilling cash generating unit over the corresponding value of the net capital employed in the cash generating unit is reduced to zero under the following circumstances:
Further, the excess of the recoverable amount over the value of the net capital employed in the Onshore Drilling CGU is still positive even after the working capital flows have been zeroed.
Intangible assets of €759 million (€758 million December 31, 2015) consisted of the following:
| (€ million) | at Dec. 31, 2015 Gross value |
Provision for depreciation and impairments at Dec. 31, 2015 |
at Dec. 31, 2015 Net value |
Capital expenditure | Depreciation, amortisation and impairment |
Disposals | Exchange differences | Other changes | at June 30, 2016 Final net value |
Final gross value at June 30, 2016 |
Provision for depreciation at June 30, 2016 and impairments |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Intangible assets with finite useful lives | 201 | 170 | 31 | 5 | (5) | - | - | - | 31 | 206 | 175 |
| Other intangible assets with indefinite useful lives | 727 | - | 727 | - | - | - | 1 | - | 728 | 728 | - |
| Total | 928 | 170 | 758 | 5 | (5) | - | 1 | - | 759 | 934 | 175 |
Goodwill of €728 million related to the difference between the purchase price, including transaction costs, and the net assets of Saipem SA (€689 million), Sofresid SA (€21 million) and the Moss Maritime Group (€13 million) on the date that control was acquired.
For impairment purposes, goodwill has been allocated to the following cash-generating units:
| (€ million) | June 30, 2016 |
|---|---|
| Offshore E&C | 415 |
| Onshore E&C | 313 |
| Total | 728 |
The changes in the Onshore E&C cash generating unit concerned a change in goodwill of the Moss Maritime Group due to effects of changes in foreign exchange rates.
The recoverable amount of the two cash generating units was determined based on value in use, calculated by discounting the future cash flows expected to result from the use of each CGU.
The basis of the expected future cash flows for the explicit forecast period of four years for the CGUs to which goodwill is allocated is the Strategic Plan 2016-2019 approved by the Board of Directors in October 2015, taking into account the latest update available of the results expected for 2016.
Value in use was calculated applying a discount rate of 6.2 % to future post-tax cash flows. The terminal value (i.e. for subsequent years beyond the plan horizon) was estimated using a perpetual growth rate of 2% applied to an average normalised terminal cash flow. Assumptions were based on past experience and took into account current interest rates, business specific risks and expected long-term growth for the sectors.
Post-tax cash flows and discounting rates are used as they result in values similar to those resulting from a calculation using pre-tax cash flows and discount rates.
The table below shows the amounts by which the recoverable amounts of the Offshore E&C and Onshore E&C cash generating units exceed their carrying amounts, including allocated goodwill.
| (€ million) | Offshore | Onshore | Total |
|---|---|---|---|
| Goodwill | 415 | 313 | 728 |
| Amount by which recoverable amount exceeds carrying amount | 3,689 | 1,180 | 4,869 |
The key assumptions adopted for assessing recoverable amounts were principally the operating results of the CGU (based on a combination of various factors, e.g. sales volumes, service prices, project profit margins, cost structure), the discount rate, the growth rates adopted to determine the terminal value and working capital projections. The effects of changes in these parameters in relation to the amount by which recoverable amount exceeds the carrying amounts (including goodwill) are described below. The following changes in each of the assumptions, ceteris paribus, would cause the excess of the recoverable amount of the Offshore cash generating unit over its carrying amount, including the allocated portion of goodwill, to be reduced to zero:
decrease by 65% in the operating result;
use of a discount rate of 13.1%;
negative real growth rate.
Further, the excess of the recoverable amount over the value of the net capital employed in the Offshore Drilling CGU is still positive even after the working capital flows have been zeroed.
The excess of the recoverable amount of the Onshore cash generating unit over its carrying amount, including the allocated portion of goodwill, would be reduced to zero under the following circumstances:
decrease by 72% in the operating result;
use of a discount rate of 15.4%;
negative real growth rate.
Further, the excess of the recoverable amount over the value of the net capital employed in the Onshore CGU is still positive even after the working capital flows have been zeroed.
Investments accounted for using the equity method of €143 million (€135 million at December 31, 2015) were as follows:
| Opening net value | and subscriptions Acquisitions |
reimbursements Sales and |
of equity-accounted Share of profit investments |
of equity-accounted Share of loss investments |
for dividends Deduction |
Change in the scope of consolidation |
Currency translation differences |
Movements in reserves |
Other changes | Closing net value | Write-down | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (€ million) Dec. 31, 2015 |
||||||||||||
| Investments in joint ventures and associates |
120 | 1 | - | 18 | (9) | (3) | - | 7 | - | 1 | 135 | - |
| Total | 120 | 1 | - | 18 | (9) | (3) | - | 7 | - | 1 | 135 | - |
| June 30, 2016 | ||||||||||||
| Investments in joint ventures | ||||||||||||
| and associates | 135 | - | - | 13 | (2) | - | - | (3) | - | - | 143 | - |
| Total | 135 | - | - | 13 | (2) | - | - | (3) | - | - | 143 | - |
| 30, 2016'. The share of profit of investments accounted for using the equity method of €13 million included profits for the first half year 2016 of €6 million recorded by the jointly-controlled entities and €7 million for the first half of 2016 recorded by associates. The share of losses of investments accounted for using the equity method amounted to €2 million. The net carrying value of investments accounted for using the equity method related to the following companies: |
||||||||||||
| (€ million) | Group interest (%) |
at Dec. 31, 2015 Net value |
at June 30, 2016 Net value |
|||||||||
| Rosetti Marino SpA | 20.00 | 31 | 31 | |||||||||
| Petromar Lda | 70.00 | 45 | 46 | |||||||||
| Other | 59 | 66 | ||||||||||
| Total investments in joint ventures and associates | 135 | 143 |
| (€ million) | |||
|---|---|---|---|
| Rosetti Marino SpA | 20.00 | 31 | 31 |
| Petromar Lda | 70.00 | 45 | 46 |
| Other | 59 | 66 | |
The total carrying value of investments accounted for using the equity method does not include the provision for losses of €2 million (€1 million at December 31, 2015) recorded under the provisions for contingencies.
At June 30, 2016, other long-term financial assets amounted to €1 million (€1 million at December 31, 2015) and related to financing receivables held for non-operating purposes by Sofresid SA.
Deferred tax assets of €470 million (€460 million at December 31, 2015) are shown net of offsettable deferred tax liabilities.
| (€ million) | Dec. 31, 2015 | (Deductions) Additions |
translation differences Currency |
Other changes | June 30, 2016 |
|---|---|---|---|---|---|
| Deferred tax assets | 460 | 60 | (21) | (29) | 470 |
| Total | 460 | 60 | (21) | (29) | 470 |
The item 'Other changes', which amounted to negative €29 million, included: (i) offsetting of deferred tax assets against deferred tax liabilities at individual entity level (positive €2 million); (ii) the negative tax effects (€15 million) of fair value changes of derivatives designated as cash flow hedges reported in equity; (iii) other changes (negative €16 million). Net deferred tax assets consisted of the following:
| (€ million) | Dec. 31, 2015 | June 30, 2016 |
|---|---|---|
| Deferred tax liabilities | (291) | (345) |
| Deferred tax assets available for offset | 281 | 279 |
| Deferred tax liabilities | (10) | (66) |
| Deferred tax assets | 460 | 470 |
| Net deferred tax assets (liabilities) | 450 | 404 |
Tax losses amounted to €2,991 million (€2,733 million at December 31, 2015) of which a considerable part can be carried forward without limit. Tax recovery corresponds to a tax rate of 24% for Italian companies and to an average tax rate of 27.6% for foreign companies.
Tax losses related mainly to foreign companies and can be used in the following periods:
| Italy | Outside Italy | |
|---|---|---|
| (€ million) | ||
| 2016 | - | 17 |
| 2017 | - | 94 |
| 2018 | - | 36 |
| 2019 | - | 46 |
| 2020 | - | 26 |
| After 2020 | - | 888 |
| Without limit | 274 | 1,610 |
| Total | 274 | 2,717 |
Taxes are shown in Note 39 'Income taxes'.
Other non-current assets of €96 million (€114 million at December 31, 2015) were as follows:
| (€ million) | Dec. 31, 2015 | June 30, 2016 |
|---|---|---|
| Fair value of hedging derivatives | 10 | 1 |
| Other receivables | 18 | 17 |
| Other non-current assets | 86 | 78 |
| Total | 114 | 96 |
The fair value of hedging derivatives related to foreign exchange risk hedges maturing in 2017. Other non-current assets mainly related to prepayments. Other non-current assets from related parties are shown in Note 43 'Transactions with related parties'.
Short-term debt of €164 million (€3,016 million at December 31, 2015) consisted of the following:
| (€ million) | Dec. 31, 2015 | June 30, 2016 |
|---|---|---|
| Banks | 176 | 99 |
| Other financial institutions | 2,840 | 65 |
| Total | 3,016 | 164 |
Short-term debt decreased by €2,852 million due to the refinancing of the residual debt, following the share capital increase, through medium- to long-term banking loans rather than loans from Eni. The current portion of long-term debt, amounting to €23 million (€656 million at December 31, 2015), is detailed in Note 19 'Long-term debt and current portion of long-term debt'. The breakdown of short-term debt by issuing institution, currency and average interest rate was as follows:
| (€ million) | |||||||
|---|---|---|---|---|---|---|---|
| Dec. 31, 2015 | June 30, 2016 | ||||||
| Interest rate % | Interest rate % | ||||||
| Issuing institution | Currency | Amount | from | to | Amount | from | to |
| Eni SpA | Euro | 478 | 2.250 | 2.250 | - | - | - |
| Serfactoring SpA | Euro | - | - | - | - | - | - |
| Serfactoring SpA | US Dollar | 6 | - | - | - | - | - |
| Serfactoring SpA | Other | - | - | - | - | - | - |
| Eni Finance International SA | Euro | 622 | 1.160 | 2.510 | - | - | - |
| Eni Finance International SA | US Dollar | 933 | 1.930 | 2.680 | - | - | - |
| Eni Finance International SA | Australian Dollar | 247 | 3.650 | 3.650 | - | - | - |
| Eni Finance International SA | Canadian Dollar | 470 | 2.380 | 2.380 | - | - | - |
| Eni Finance International SA | Other | - | - | - | - | - | - |
| Eni Finance USA | US Dollar | 25 | 2.680 | 2.680 | - | - | - |
| Third parties | Euro | 1 | - | - | 36 | - | - |
| Third parties | US Dollar | 1 | 2.350 | 2.350 | 19 | - | - |
| Third parties | Other | 233 | variable | 109 | variable | ||
| Total | 3,016 | 164 |
At June 30, 2016, Saipem had unused lines of credit amounting to €1,553 million (€1,739 million at December 31, 2015). Commission fees on unused lines of credit were not significant.
Short-term debt to related parties are shown in Note 43 'Transactions with related parties'.
Trade and other payables of €4,588 million (€5,186 million at December 31, 2015) consisted of the following:
| (€ million) | Dec. 31, 2015 | June 30, 2016 |
|---|---|---|
| Trade payables | 2,638 | 2,744 |
| Deferred income and advances | 2,177 | 1,401 |
| Other payables | 371 | 443 |
| Total | 5,186 | 4,588 |
Trade payables amounted to €2,744 million, representing an increase of €106 million compared with December 31, 2015. Deferred income and advances of €1,401 million (€2,177 million at December 31, 2015), consisted mainly of adjustments to revenues from long-term contracts of €842 million (€1,515 million at December 31, 2015) made on the basis of amounts contractually earned in accordance with the accruals concept and advances on contract work in progress received by Saipem SpA and a number of foreign subsidiaries of €559 million (€662 million at December 31, 2015).
Trade and other payables to related parties are shown in Note 43 'Transactions with related parties'.
Other payables of €443 million were as follows:
| (€ million) | Dec. 31, 2015 | June 30, 2016 |
|---|---|---|
| Payables to: | ||
| - employees | 157 | 184 |
| - national insurance/social security contributions | 69 | 49 |
| - insurance companies | 3 | 4 |
| - consultants and professionals | 4 | 2 |
| - Board Directors and Statutory Auditors | 1 | - |
| Other payables | 137 | 204 |
| Total | 371 | 443 |
The fair value of trade and other payables did not differ significantly from their carrying amount due to the short period of time elapsed between their date of origination and their due date.
For details on amounts relating to projects under execution in Algeria, see Note 47 'Additional information: Algeria' on page 125.
Income tax payables amounted to €137 million (€130 million at December 31, 2015) and were as follows:
| (€ million) | Dec. 31, 2015 | June 30, 2016 |
|---|---|---|
| Italian tax authorities | 12 | 2 |
| Foreign tax authorities | 118 | 135 |
| Total | 130 | 137 |
Other current tax liabilities amounted to €222 million (€268 million at December 31, 2015) and were as follows:
| (€ million) | Dec. 31, 2015 | June 30, 2016 |
|---|---|---|
| Italian tax authorities | 14 | - |
| Foreign tax authorities | 254 | 222 |
| Total | 268 | 222 |
Other current liabilities amounted to €186 million (€202 million at December 31, 2015) and were as follows:
| Dec. 31, 2015 (€ million) |
June 30, 2016 | |
|---|---|---|
| Fair value of hedging derivatives | 113 | 30 |
| Fair value of non-hedging derivatives | 45 | 39 |
| Other current liabilities | 44 | 117 |
| Total | 202 | 186 |
At June 30, 2016, derivative financial instruments had a negative fair value of €69 million (€158 million at December 31, 2015). The following table shows the positive and negative fair values of derivative contracts at June 30, 2016.
| (€ million) | Dec. 31, 2015 | June 30, 2016 |
|---|---|---|
| Positive fair value of derivative contracts | 78 | 44 |
| Negative fair value of derivative contracts | (165) | (75) |
| Total | (87) | (31) |
The fair value of derivative financial instruments was determined using valuation models commonly used in the financial sector and based on period-end market data (exchange and interest rates).
The fair value of forward contracts (forward outrights and currency swaps) was determined by comparing the net present value at contractual conditions of forward contracts outstanding at June 30, 2016, with their present value recalculated at period-end market conditions. The model used is the Net Present Value model, which is based on the forward contract exchange rate, the period end exchange rate and the respective forward interest rate curves.
A liability of €4 million (€2 million at December 31, 2015) relating to the fair value of an interest rate swap has been recorded under Note 19 'Long-term debt'. The fair value of interest rate swaps was determined by comparing the net present value at contractual conditions of swaps outstanding at June 30, 2016, with their present value recalculated at period-end market conditions. The model used is the Net Present Value model, which is based on EUR forward interest rates.
The table below shows the liabilities considered in the calculation of the fair value of derivative contracts, including the long-term portion, broken down by type.
| Liabilities Dec. 31, 2015 | Liabilities June 30, 2016 | ||||||
|---|---|---|---|---|---|---|---|
| Fair value | Commitments | Fair value | Commitments | ||||
| (€ million) | purchase | sale | purchase | sale | |||
| 1) Derivative contracts qualified for hedge accounting: | |||||||
| - interest rate contracts (Spot component) | |||||||
| . purchase | 2 | 4 | |||||
| Total | 2 | 250 | 4 | 1,450 | |||
| - forward currency contracts (Spot component) | |||||||
| . purchase | 34 | 13 | |||||
| . sale | 75 | 14 | |||||
| Total | 109 | 27 | |||||
| - forward currency contracts (Forward component) | |||||||
| . purchase | (5) | (1) | |||||
| . sale | 14 | 6 | |||||
| Total | 9 | 1,235 | 3,452 | 5 | 249 | 1,354 | |
| - forward commodity contracts (Forward component) | |||||||
| . purchase | - | - | |||||
| Total | - | - | - | - | - | - | |
| Total derivative contracts qualified for hedge accounting | 120 | 1,485 | 3,452 | 36 | 1,699 | 1,354 | |
| 2) Derivative contracts not qualified for hedge accounting: | |||||||
| - forward currency contracts (Spot component) | |||||||
| . purchase | 17 | 2 | |||||
| . sale | 26 | 34 | |||||
| Total | 43 | 36 | |||||
| - forward currency contracts (Forward component) | |||||||
| . purchase | (1) | - | |||||
| . sale | 3 | 3 | |||||
| Total | 2 | 1,300 | 1,211 | 3 | 76 | 1,679 | |
| - forward commodity contracts (Forward component) | |||||||
| . purchase | - | ||||||
| . sale | - | ||||||
| Total | - | - | |||||
| Total derivative contracts not qualified for hedge accounting | 45 | 1,300 | 1,211 | 39 | 76 | 1,679 | |
| Total | 165 | 2,785 | 4,663 | 75 | 1,775 | 3,033 |
For a comprehensive analysis of the fair value of hedging derivatives, see Note 7 'Other current assets', Note 13 'Other non-current assets' and Note 23 'Other non-current liabilities'.
Other liabilities amounted to €117 million (€44 million at December 31, 2015).
Other liabilities to related parties are shown in Note 43 'Transactions with related parties'.
Long-term debt, including the current portion of long-term debt, amounted to €3,462 million (€3,497 million at December 31, 2015) and was as follows:
| Dec. 31, 2015 | June 30, 2016 | |||||||
|---|---|---|---|---|---|---|---|---|
| (€ million) | Short-term maturity |
Long-term maturity |
Total | Short-term maturity |
Long-term maturity |
Total | ||
| Banks | 4 | 252 | 256 | 14 | 3,426 | 3,440 | ||
| Other financial institutions | 652 | 2,589 | 3,241 | 9 | 13 | 22 | ||
| Total | 656 | 2,841 | 3,497 | 23 | 3,439 | 3,462 |
The long-term portion of long-term debt is shown below by year of maturity:
| (€ million) | |||||||
|---|---|---|---|---|---|---|---|
| 2020 | After | Total | |||||
| Banks | 2017-2020 | 1,825 | 533 | 533 | 535 | - | 3,426 |
| Other financial institutions | 2017-2018 | 5 | 8 | - | - | - | 13 |
| Total | 1,830 | 541 | 533 | 535 | - | 3,439 |
| Type | Maturity range | 2017 | 2018 | 2019 | 2020 | After | Total | |
|---|---|---|---|---|---|---|---|---|
| Banks | 2017-2020 | 1,825 | 533 | 533 | 535 | - | 3,426 | |
| Other financial institutions | 2017-2018 | 5 | 8 | - | - | - | 13 | |
| Total | 1,830 | 541 | 533 | 535 | - | 3,439 | ||
| The long-term portion of long-term debt amounted to €3,439 million, up €598 million against December 31, 2015 (€2,841 million). The following table breaks down long-term debt, inclusive of the current portion, by issuing entity and currency and also shows maturities and average interest rates: (€ million) |
||||||||
| Dec. 31, 2015 | June 30, 2016 | |||||||
| Interest rate % | Interest rate % | |||||||
| Issuing institution | Currency | Maturity | Amount | from | to | Amount | from | to |
| Eni SpA | Euro | 2016-2017 | 2,013 | 2.500 | 4.950 | - | - | - |
| Eni Finance International SA | Euro | 2016-2020 | 859 | 1.160 | 2.510 | - | - | - |
| Eni Finance International SA | US Dollar | 2016 | 342 | 1.330 | 2.930 | - | - | - |
| Third parties | Euro | 2016-2020 | 278 | 2.085 | 2.085 | 3,458 | 1.100 | 2.085 |
| Third parties | Brazilian Real | 2016-2017 | 5 | 12.500 | 12.500 | 4 | 13.500 | 13.500 |
| Total | 3,497 | 3,462 | ||||||
| There was no debt secured by mortgages or liens on fixed assets of consolidated companies or by pledges on securities. The fair value of long-term debt, including the current portion of long-term debt, amounted to €3,400 million (€3,539 million at December 31, 2015) and was calculated by discounting the expected future cash flows in the main currencies of the loan at the following rates: |
||||||||
| (%) | 2015 | 2016 | ||||||
| Euro | 0.77-2.86 | 0.00-4.27 | ||||||
| US Dollar | 1.42-1.42 | - | ||||||
| The difference between the fair value of long-term debt and its nominal value was mainly due to the debt of €1,600 million expiring in 2020. Long-term debt to related parties is shown in Note 43 'Transactions with related parties'. |
| 2015 (%) |
2016 |
|---|---|
| Euro 0.77-2.86 |
0.00-4.27 |
| US Dollar 1.42-1.42 |
- |
The following table shows net borrowings as indicated in the section 'Financial and economic results' of the 'Operating and Financial Review':
| Dec. 31, 2015 | June 30, 2016 | ||||||
|---|---|---|---|---|---|---|---|
| (€ million) | Current | Non-current | Total | Current | Non-current | Total | |
| A. Cash and cash equivalents | 1,066 | - | 1,066 | 1,656 | - | 1,656 | |
| B. Available-for-sale securities | 26 | - | 26 | 26 | - | 26 | |
| C. Liquidity (A+B) | 1,092 | - | 1,092 | 1,682 | - | 1,682 | |
| D. Financing receivables | 30 | - | 30 | 3 | - | 3 | |
| E. Short-term bank debt | 176 | - | 176 | 99 | - | 99 | |
| F. Long-term bank debt | 4 | 252 | 256 | 14 | 3,426 | 3,440 | |
| G. Short-term related party debt | 2,781 | - | 2,781 | - | - | - | |
| H. Long-term related party debt | 643 | 2,571 | 3,214 | - | - | - | |
| I. Other short-term debt | 59 | - | 59 | 65 | - | 65 | |
| L. Other long-term debt | 9 | 18 | 27 | 9 | 13 | 22 | |
| M.Total borrowings (E+F+G+H+I+L) | 3,672 | 2,841 | 6,513 | 187 | 3,439 | 3,626 | |
| N. Net financial position pursuant to Consob Communication |
|||||||
| No. DEM/6064293/2006 (M-C-D) | 2,550 | 2,841 | 5,391 | (1,498) | 3,439 | 1,941 | |
| O. Non-current financing receivables | - | 1 | 1 | - | 1 | 1 | |
| P. Net borrowings (N-O) | 2,550 | 2,840 | 5,390 | (1,498) | 3,438 | 1,940 |
Net borrowings include a liability relating to the interest rate swap but do not include the fair value of derivatives indicated in Note 7 'Other current assets', Note 13 'Other non-current assets', Note 18 'Other current liabilities' and Note 23 'Other non-current liabilities'.
Cash and cash equivalents included €84 million deposited in accounts that are frozen or are time deposits, as indicated in Note 1 'Cash and cash equivalents'.
The change compared to the balance at December 31, 2015 (€3,450 million) is due substantially to the share capital increase.
Provisions for contingencies of €195 million (€238 million at December 31, 2015) consisted of the following:
| (€ million) | Opening balance | Additions | Deductions | Other changes | Closing balance |
|---|---|---|---|---|---|
| Dec. 31, 2015 | |||||
| Provisions for taxes | 48 | 17 | (9) | - | 56 |
| Provisions for contractual penalties and disputes | 28 | 12 | (23) | (1) | 16 |
| Provisions for losses of investments | 8 | - | (7) | - | 1 |
| Provision for contractual expenses and losses on long-term contracts | 102 | 74 | (53) | 3 | 126 |
| Other | 32 | 20 | (11) | (2) | 39 |
| Total | 218 | 123 | (103) | - | 238 |
| June 30, 2016 | |||||
| Provisions for taxes | 56 | 4 | (21) | (2) | 37 |
| Provisions for contractual penalties and disputes | 16 | 14 | (4) | - | 26 |
| Provisions for losses of investments | 1 | 2 | - | (1) | 2 |
| Provision for contractual expenses and losses on long-term contracts | 126 | 20 | (38) | (17) | 91 |
| Other | 39 | 11 | (14) | 3 | 39 |
| Total | 238 | 51 | (77) | (17) | 195 |
The provisions for taxes amounted to €37 million and related principally to disputes with foreign tax authorities that are either ongoing or potential, taking into account the results of recent assessments.
The provisions for contractual penalties and disputes amounted to €26 million and consisted of provisions set aside by Saipem SpA and a number of foreign subsidiaries in relation to ongoing disputes.
The provisions for losses of investments amounted to €2 million and related to provisions for losses of investments that exceed their carrying amount.
The provision for contractual expenses and losses on long-term contracts stood at €91 million and related to an estimate of expected losses on long-term contracts in the Offshore and Onshore Engineering & Construction sectors. Other provisions amounted to €39 million.
Other changes refer to €17 million for exchange losses.
For details on amounts relating to projects under execution in Algeria, see Note 47 'Additional information: Algeria' on page 125.
Provisions for employee benefits at June 30, 2016 amounted to €208 million (€211 million at December 31, 2015).
Deferred tax liabilities of €66 million (€10 million at December 31, 2015) are shown net of offsettable deferred tax assets of €279 million.
| (€ million) | Dec. 31, 2015 | (Deductions) Additions |
differences translation Currency |
Other changes | June 30, 2016 |
|---|---|---|---|---|---|
| Deferred tax liabilities | 10 | 48 | (14) | 22 | 66 |
| Total | 10 | 48 | (14) | 22 | 66 |
'Other changes', which amounted to positive €22 million, included: (i) offsetting of deferred tax assets against deferred tax liabilities at individual entity level (positive €2 million); (ii) the positive tax effects (€23 million) of fair value changes of derivatives designated as cash flow hedges reported in equity; (iii) other changes (negative €3 million). A breakdown of deferred tax assets is provided in Note 12 'Deferred tax assets'.
Other non-current liabilities of €18 million (€42 million at December 31, 2015) were as follows:
| (€ million) | Dec. 31, 2015 | June 30, 2016 |
|---|---|---|
| Fair value of hedging derivatives | 5 | 2 |
| Trade and other payables | 37 | 16 |
| Total | 42 | 18 |
The fair value of hedging derivatives relates to foreign exchange risk hedges entered into by Saipem SpA and Saipem SA.
Non-controlling interests at June 30, 2016 amounted to €48 million (€45 million at December 31, 2015).
Saipem's shareholders' equity at June 30, 2016 amounted to €7,052 million and was as follows:
| Dec. 31, 2015 (€ million) |
June 30, 2016 |
|---|---|
| Share capital 441 |
2,191 |
| Share premium reserve 55 |
1,750 |
| Legal reserve 88 |
88 |
| Cash flow hedge reserve (267) |
(159) |
| Cumulative currency translation differences 76 |
54 |
| Employee defined benefits reserve (18) |
(19) |
| Other 6 |
2 |
| Retained earnings 3,942 |
3,135 |
| Net profit (loss) for the year (806) |
53 |
| Treasury shares (43) |
(43) |
| Total 3,474 |
7,052 |
Saipem's shareholders' equity at June 30, 2016 included distributable reserves of €2,171 million (€1,951 million at December 31, 2015), some of which are subject to taxation upon distribution.
A deferred tax liability has been recorded in relation to the share of reserves that may potentially be distributed (€61 million).
At June 30, 2016, the share capital of Saipem SpA, fully paid-up, amounted to €2,191 million, corresponding to 10,109,774,396 shares, none with a nominal value, of which 10,109,668,270 are ordinary shares and 106,126 savings shares. The change compared to December 31, 2015 (€1,750 million) is due to the share capital increase completed in February 2016. On April 29, 2016, the Annual Shareholders' Meeting resolved to forego the distribution of a dividend for ordinary shares and for savings shares.
At June 30, 2016, this amounted to €1,750 million, up €1,695 million compared to December 31, 2015 following the share capital increase.
At June 30, 2016, 'Other reserves' amounted to negative €34 million (€115 million at December 31, 2015) and consisted of the following items:
| (€ million) | Dec. 31, 2015 | June 30, 2016 |
|---|---|---|
| Legal reserve | 88 | 88 |
| Cash flow hedge reserve | (267) | (159) |
| Cumulative currency translation differences | 76 | 54 |
| Employee defined benefits reserve | (18) | (19) |
| Other | 6 | 2 |
| Total | (115) | (34) |
At June 30, 2016, the legal reserve stood at €88 million. This represents the portion of profits of the parent company Saipem SpA, accrued as per Article 2430 of the Italian Civil Code, that cannot be distributed as dividends.
This reserve showed a negative balance at period end of €159 million (negative balance of €267 million at December 31, 2015), which related to the fair value of interest rate swaps, commodity hedges and the spot component of foreign exchange risk hedges at June 30, 2016.
The cash flow hedge reserve is shown net of tax effects of €62 million (€100 million at December 31, 2015).
This reserve amounted to positive €54 million (positive €76 million at December 31, 2015) and related to exchange rate differences arising from the translation into euro of financial statements denominated in functional currencies other than euro (mainly the US dollar).
This reserve is used to recognise remeasurements of employee defined benefit plans. At June 30, 2016, it had a negative balance of €19 million (negative €18 million at December 31, 2015).
The reserve is shown net of tax effects of €5 million (€5 million at December 31, 2015) and includes a positive amount of €1 million relating to investments accounted for using the equity method.
This item amounted to €2 million (€6 million at December 31, 2015). At June 30, 2016, only the revaluation reserve comprised of the positive revaluation balance following the application of Italian Law No. 413 dated December 30, 1991, Article 26 remains in place. If distributed, 5% of the reserve is to form part of the taxable income and is subject to taxation at 27.5% for 2016 and at 24% starting in 2017.
Saipem SpA holds treasury shares to the value of €43 million, unvaried with respect to June 30, 2015, consisting of 1,939,832 ordinary Saipem shares.
Treasury shares purchased for the implementation of the stock grant and stock option schemes in favour of Group senior managers are as follows:
| of shares Number |
Average cost (€) |
Total cost (€ million) |
Share capital % | |
|---|---|---|---|---|
| Purchase | ||||
| 2003 (from May 2) | 2,125,000 | 6.058 | 13 | 0.48 |
| 2004 | 1,395,000 | 7.044 | 10 | 0.32 |
| 2005 | 3,284,589 | 10.700 | 35 | 0.74 |
| 2006 | 1,919,355 | 18.950 | 36 | 0.43 |
| 2007 | 848,700 | 25.950 | 22 | 0.19 |
| 2008 | 2,245,300 | 25.836 | 58 | 0.51 |
| Total | 11,817,944 | 14.745 | 174 | 2.67 |
| Less treasury shares allocated: | ||||
| - without consideration, as stock grants | 1,616,400 | |||
| - against payment, as stock options | 8,261,712 | |||
| Treasury shares held at June 30, 2016 | 1,939,832 | 22.099 | 43 | 0.019 |
At June 30, 2016, there are no commitments in force for these schemes.
Guarantees amounted to €7,120 million (€7,038 million at December 31, 2015), and were as follows:
| Dec. 31, 2015 | June 30, 2016 | |||||
|---|---|---|---|---|---|---|
| (€ million) | Unsecured | Other guarantees |
Total | Unsecured | Other guarantees |
Total |
| Joint ventures and associates | 221 | 136 | 357 | 202 | 124 | 326 |
| Consolidated companies | 75 | 1,947 | 2,022 | 180 | 1,576 | 1,756 |
| Own | 22 | 4,637 | 4,659 | 16 | 5,022 | 5,038 |
| Total | 318 | 6,720 | 7,038 | 398 | 6,722 | 7,120 |
Other guarantees issued for consolidated companies amounted to €1,576 million (€1,947 million at December 31, 2015) and related to independent guarantees given to third parties relating mainly to bid bonds and performance bonds.
Guarantees issued to/through related parties are detailed in Note 43 'Transactions with related parties'.
For details on amounts relating to projects under execution in Algeria, see Note 47 'Additional information: Algeria' on page 125.
Saipem SpA has provided commitments towards customers and/or other beneficiaries (financial and insurance institutions, export credit agencies) relating to the fulfilment of contractual obligations entered into by itself and/or by its subsidiaries or associated companies in the event of non-performance and payment of any damages arising from non-performance. These commitments guarantee contracts whose overall value amounted to €45,042 million (€44,187 million at December 31, 2015), including both work already performed and the relevant portion of the backlog of orders at June 30, 2016.
The main risks that the Company is facing and actively monitoring and managing are described in the 'Risk management' section included in the 'Operating and Financial Review'.
Below, financial assets and liabilities measured at fair value in the balance sheet are classified using the 'fair value hierarchy' based on the significance of the inputs used in the measurement process. The fair value hierarchy consists of the following three levels: a) Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities;
b) Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices);
c) Level 3: inputs for assets or liabilities that are not based on observable market data.
Financial instruments measured at fair value at June 30, 2016 are classified as follows:
| June 30, 2016 | ||||
|---|---|---|---|---|
| (€ million) | Level 1 | Level 2 | Level 3 | Total |
| Held for trading financial assets (liabilities): | ||||
| - non-hedging derivatives | (32) | (32) | ||
| Available-for-sale financial assets: | ||||
| - other assets available for sale | 26 | 26 | ||
| Net hedging derivative assets (liabilities) | 1 | 1 | ||
| Total | 26 | (31) | (5) | |
There was no movement between Levels 1 and 2 during the first half of 2016.
The Group is a party in judicial proceedings. Provisions for legal risks are made on the basis of information currently available, including information acquired by external consultants providing the Company with legal support. Information available to the Company for the purposes of risk assessment regarding criminal proceedings is by its very nature incomplete due to the principle of pre-trial secrecy. A brief summary of the most important disputes is provided below.
Snamprogetti Netherlands BV has a 25% holding in the TSKJ Consortium of companies. The remaining interests are held in equal shares of 25% by Halliburton/KBR, Technip and JGC. Since 1994, the TSKJ Consortium has built natural gas liquefaction plants on Bonny Island in Nigeria. Snamprogetti SpA, the parent company of Snamprogetti Netherlands BV, was a direct subsidiary of Eni SpA until February 2006, when an agreement was entered into for the sale of Snamprogetti SpA to Saipem SpA. Snamprogetti SpA was merged into Saipem SpA as of October 1, 2008.
A number of judicial authorities, including the Milan Public Prosecutor's office, have carried out investigations into alleged improper payments made by the TSKJ Consortium to certain Nigerian public officials. The proceedings in both the United States and Nigeria have been resolved through settlements.
The proceedings in Italy: the investigation regards events dating back to 1994 and also concerns the period subsequent to the introduction of Legislative Decree No. 231 of June 8, 2001 regarding the administrative responsibility of companies. The proceedings brought by the Milan Public Prosecutor against Eni SpA and Saipem SpA related to administrative responsibility under Legislative Decree No. 231/2001 arising from offences of international corruption allegedly committed by former managers of Snamprogetti.
The Milan Public Prosecutor requested the application of precautionary measures pursuant to Legislative Decree No. 231/2001 consisting in Eni and Saipem being debarred from activities involving – directly or indirectly – any contractual relationships with the Nigerian National Petroleum Corp or its subsidiaries, claiming the ineffectiveness and inadequacy and violation of the organisational, management and control model adopted to prevent the commission of the alleged offences by persons subject to direction and supervision.
On November 17, 2009, the Judge for the Preliminary Investigation rejected the request for precautionary measures of disqualification filed by the Milan Public Prosecutor, which subsequently appealed against this decision. On February 9, 2010, the Court of Appeal, exercising the function of a court of judicial review, handed down its ruling, which dismissed as unfounded the appeal of the Milan Public Prosecutor and upheld the decision of the Judge for the Preliminary Investigation. On September 30, 2010, the appeal was upheld by the Court of Cassation. The Supreme Court decided that the request for precautionary measures was admissible pursuant to Legislative Decree No. 231/2001 also in cases of alleged international corruption. The Milan Public Prosecutor's office subsequently withdrew its request for precautionary measures against Eni and Saipem following the payment by Snamprogetti Netherlands BV of a deposit of €24,530,580, which was also on behalf of Saipem SpA. During the criminal proceedings, accusations regarding alleged acts of corruption in Nigeria committed until and after July 31, 2004, were made. Added to this was the aggravating circumstance of Snamprogetti SpA's having allegedly obtained significant financial gain (indicated as being not less than USD 65 million). On January 26, 2011, the Judge for the Preliminary Hearing ordered Saipem SpA (as the legal entity incorporating Snamprogetti SpA) and five former Snamprogetti SpA employees to stand trial. In February 2012, following a request made by the defence, the Court dismissed the charges against the physical persons under investigation, ruling that the charges had expired under the statute of limitations. The Court also ordered a separate trial for the continuation of proceedings against the legal person of Saipem only.
On July 11, 2013, the Court of Milan ruled that Saipem SpA had committed the unlawful administrative act, but accepted the existence of the attenuating circumstances provided for by Article 12, No. 2, letter a) of Legislative Decree No. 231/2001. The Court sentenced the Company to pay a fine of €600,000 and also ordered it to pay court costs. Finally, the Court ordered the confiscation of the deposit of €24,530,580 posted by Snamprogetti Netherlands BV with the Milan Public Prosecutor's office. On February 19, 2015, the Court of Appeal upheld the ruling of the Court of Milan.
On July 3, 2015, Saipem filed an appeal with the Italian Court of Cassation against the decision of the Court of Appeal. At the appeal hearing of February 12, 2016, the Court of Cassation rejected the appeal of Saipem SpA.
Saipem's involvement in the investigation into the activity of the TSKJ Consortium in Nigeria during the period 1994-2004 is due
solely to the fact that in 2006 Saipem SpA acquired Snamprogetti SpA, the parent company of Snamprogetti Netherlands BV, which holds a 25% stake in the TSKJ Consortium.
The decisions of the Court of Milan, the Milan Court of Appeal and the Court of Cassation have had no financial impact on Saipem, since Eni SpA, at the time of the sale of Snamprogetti SpA to Saipem, undertook to indemnify Saipem for costs and losses sustained in connection with the TSKJ matter.
Investigations in Italy: on February 4, 2011, the Milan Public Prosecutor's office, through Eni, requested the transmission of documentation pursuant to Article 248 of the Code of Criminal Procedure. This related to the activities of Saipem Group companies in Algeria in connection with an allegation of international corruption. The crime of 'international corruption' specified in the request is one of the offences punishable under Legislative Decree No. 231 of June 8, 2001 in connection with the direct responsibility of collective entities for certain crimes committed by their own employees.
The collection of documentation was commenced in prompt compliance with the request, and on February 16, 2011, Saipem filed the material requested.
On November 22, 2012, Saipem received a notification of inquiry from the Milan Public Prosecutor's office related to alleged unlawful administrative acts arising from the crime of international corruption pursuant to Article 25, paragraphs 2 and 3 of Legislative Decree No. 231/2001, together with a request to provide documentation regarding a number of contracts connected with activities in Algeria. This request was followed by notification of a seizure order on November 30, 2012, two further requests for documentation on December 18, 2012 and February 25, 2013 and the issue of a search warrant on January 16, 2013.
On February 7, 2013, a search was conducted, including at offices belonging to Eni SpA, to obtain additional documentation relating to intermediary agreements and subcontracts entered into by Saipem in connection with its Algerian projects.
The subject of the investigations are allegations of corruption which, according to the Milan Public Prosecutor, occurred up until and after March 2010 in relation to a number of contracts the Company was awarded in Algeria.
Several former employees of the Company are involved in the proceedings, including the former Deputy Chairman and CEO, the former Chief Operating Officer of the Engineering & Construction Business Unit and the former Chief Financial Officer The Company is collaborating fully with the Prosecutor's Office and rapidly implemented decisive managerial and administrative restructuring measures, irrespective of any liability that might result from the investigations. In agreement with the Board of Statutory Auditors and the Internal Control Bodies, and having duly informed the Prosecutor's Office, Saipem is looking into the contracts that are subject to investigation, and to this end has appointed an external legal firm. On July 17, 2013, the Board of Directors analysed the conclusions reached by the external consultants following an internal investigation carried out in relation to a number of brokerage contracts and subcontracts regarding projects in Algeria. The internal investigation was based on the examination of documents and interviews of personnel from the Company and other companies in the Group, excluding those, that to the best knowledge of the Company, would be directly involved in the criminal investigation so as not to interfere in the investigative activities of the Prosecutor. The Board, confirming its full cooperation with the investigative authorities, has decided to convey the findings of the external consultants to the Milan Public Prosecutor, for any appropriate assessment and initiative regarding competence in the wider context of the ongoing investigation. The consultants reported to the Board: (i) that they found no evidence of payments to Algerian public officials through the brokerage contracts or subcontracts examined; (ii) that they found violations, deemed detrimental to the interests of the Company, of internal rules and procedures – in force at the time – in relation to the approval and management of brokerage contracts and subcontracts examined and a number of activities in Algeria. The Board decided to initiate legal action against certain former employees and suppliers in order to protect the interests of the Company, reserving the right to take any further action necessary should additional information emerge.
On June 14, 2013, January 8, 2013 and July 23, 2014 the Milan Public Prosecutor's office submitted requests for extensions to the preliminary investigations. On October 24, 2014, notice was received of a request from the Milan Public Prosecutor to gather evidence before trial by way of questioning the former Chief Operating Officer of the Saipem Engineering & Construction Business Unit and another former manager of Saipem, who are both under investigation in the criminal proceedings. After the request was granted, the Judge for the Preliminary Hearing in Milan set hearings for December 1 and 2, 2014. On January 15, 2015, the Saipem SpA defence counsel received notice from the Milan Public Prosecutor's office of the conclusion of preliminary investigations, pursuant to Article 415-bis of the Italian Code of Criminal Procedure. Notice was also received by eight physical persons and the legal person of Eni SpA. In addition to the crime of 'international corruption' specified in the request from the Milan Public Prosecutor's office, the notice also contained an allegation against seven physical persons of a violation of Article 3 of Legislative Decree No. 74 of March 10, 2000. This concerned the filing of fraudulent tax returns, in connection with the recording in the books of Saipem SpA of 'brokerage costs deriving from the agency agreement with Pearl Partners signed on October 17, 2007, as well as Addendum No. 1 to the agency agreement entered into August 12, 2009', which is alleged to have led subsequently 'to the inclusion in the consolidated tax return of Saipem SpA of profits that were lower than the real total by the following amounts: 2008: -€85,935,000; 2009: -€54,385,926'.
Tax disputes: on February 5, 2015, the Milan tax unit of the Guardia di Finanza (Italian Finance Police) conducted a tax inspection at Saipem SpA's premises. The official minutes describe the inspection as having focused on: 'a) Ires (Italian corporate income tax) and Irap (Italian regional production tax) for tax periods from January 1, 2008 to December 31, 2010, as well as fiscally relevant elements emerging from checks performed as part of criminal proceedings No. 58461/14 - mod. instituted by the Public Prosecutor's Office of the Court of Milan (Substitute Public Prosecutors Fabio De Pasquale, Giordano Baggio and Isidoro Palma) [Algeria affair]; (omissis) b) identifying, for the 2010 tax period only, transactions with companies resident or domiciled in non-EU countries or territories with preferential tax regimes (Article 110, paragraph 10 et seq. of the Italian Consolidated Income Tax Act; - verifying the compliance of the tax position of company employees for the year 2015 up until the day of the inspection'. In connection with point a) of the tax inspection, on April 14, 2015, the Guardia di Finanza served Saipem SpA with a tax audit report in which the following costs were deemed as non-deductible because they were alleged to be 'costs arising from the commission of crimes' (pursuant to Article 14, paragraph 4-bis of Law No. 437/1993):
amounts paid in 2008 and 2009 by Snamprogetti SpA and Saipem SpA to Pearl Partners totalling approximately €140 million;
the costs allegedly over-invoiced to Saipem by a subcontractor in 2009 and 2010 amounting to approximately €41.5 million. Saipem SpA did not concur with the findings contained in the tax audit report and, on June 12, 2015, pursuant to Article 12, paragraph 5, of Law No. 212/2000 (the Italian Taxpayers' charter), presented its defence to the Large Taxpayers Unit of the Italian Revenue Agency's Lombardy Regional Tax Office, to which the Guardia di Finanza had transmitted the report, requesting that the question be closed. On July 9, 2015, the Large Taxpayers Unit of the Italian Revenue Agency's Lombardy Regional Tax Office served Saipem with four tax assessment notices relating to Ires and Irap taxes for 2008 and 2009. The total amounts requested in the four notices for taxes due, interest and fines, amounted to approximately €155 million (these notices were in reference only to a part of the costs connected with 2008 and 2009 annuities which, according to the Guardia di Finanza, are not deductible). On October 8, 2015, Saipem filed four substantially identical appeals to the Provincial Tax Commission, within the legal time limits, requesting on the merits that the assessments be cancelled.
The notices of assessment served on Saipem SpA have immediate effect (Article 29 of Legislative Decree No. 78/2010). Having decided not to file for the suspension of the execution of these notices, on January 15, 2016, the Company, while awaiting the decision of the Provincial Tax Commission in Milan, as a provisional measure, paid in a sum equal to one third of the taxes claimed, plus interest, increased by the penalty premium and interest accrued between the day following receipt of the notices of assessment and the date of payment, amounting to approximately €22 million. As things currently stand, the Revenue Office has not yet served any notices of assessment for 2010 annuity, in relation to which in the tax audit report of April 2015 the Guardia di Finanza claimed from Saipem €28 million, for costs deemed non-deductible for Ires and Irap purposes, as they had allegedly derived from criminal activities.
Criminal proceedings in Italy: on February 26, 2015, Saipem SpA defence counsel received notice from the Judge for the Preliminary Hearing of the scheduling of a preliminary hearing, together with a request for committal for trial filed by the Milan Public Prosecutor's office on February 11, 2015. Notice was also received by eight physical persons and the legal person of Eni SpA. The hearing was scheduled by the Judge for the Preliminary Hearing for May 13, 2015. During the hearing, the Revenue Office appeared as plaintiff in the proceedings whereas other requests to be admitted as plaintiff were rejected.
The Judge for the Preliminary Investigation granted a request for adjournment made by the defence to allow time for the examination of the substantial amount of documentation filed by the Milan Public Prosecutor's office prior to the hearing. The hearing was adjourned until June 12, when the Prosecutor commenced presentation of its arguments.
On October 2, 2015, the Judge for the Preliminary Hearing rejected the questions of unconstitutionality and those relating to the statute of limitations presented by the defence attorneys and determined as follows:
On the same date, at the end of the hearing relating to a section of the main proceedings, the Judge for the Preliminary Hearing of Milan issued a plea bargaining sentence in accordance with Article 444 of the Code of Criminal Procedure for a former executive of Saipem SpA.
On November 17, 2015, the Milan Public Prosecutor and the Attorney's Office at the Milan Court of Appeal filed an appeal against: (i) the ruling of dismissal in regard to all of the accused in relation to the allegation that the payment of the commissions for the Algerian 'Menzel Ledjmet Est' (MLE) project by Saipem (approximately €41 million) may have served to enable Eni to acquire the Algerian ministerial approvals for the acquisition of First Calgary and for the expansion of a field in Algeria (CAFC); (ii) the ruling of acquittal of Eni, the former CEO of Eni and of an Eni senior manager of the charge of corruption in relation to the tender contracts assigned by Sonatrach to the Saipem Group; (iii) the ruling of acquittal of the former CEO of Eni and of an Eni senior manager of the charge of making a fraudulent tax return in relation to the tender contracts assigned by Sonatrach to the Saipem Group.
On February 24, 2016, the Court of Cassation upheld the appeal lodged by the Public Prosecutor of Milan and ordered the transmission of the trial documents to a new Judge for the Preliminary Hearing at the Court of Milan.
With reference to this line of the proceedings, on July 27, 2016, the new Judge for the Preliminary Hearing ordered that all the accused parties stand trial, with the first hearing before the Court of Milan being set for December 5, 2016
On November 11, 2015, on the occasion of publication of the 2015 corporate liability report of the Milan Public Prosecutor's office, it was affirmed that: 'a ruling was recently issued by the Judge for the Preliminary Investigation for the preventive seizure of assets belonging to the accused parties for the sum of €250 million. The ruling confirms the freezing previously decided upon by the foreign authorities of monies deposited in bank accounts in Singapore, Hong Kong, Switzerland and Luxembourg, totalling in excess of €100 million'. While Saipem is not the target of any such measures, it has come to its attention that the seizure in question involves the personal assets of the Company's former COO and two other persons accused.
At the end of the first hearing before the Court of Milan on December 2, 2015, the trial was adjourned until January 25, 2016, due to a strike called by criminal lawyers. During the hearing of December 2, 2015, Sonatrach asked to be admitted as plaintiff only against the physical persons charged. The 'Movimento cittadini algerini d'Italia e d'Europa' likewise put forward a request to be admitted as plaintiff. The Revenue Office confirmed the request for admission as plaintiffs only against the physical persons accused of having made fraudulent tax returns. At the hearing of January 25, 2016, the Court of Milan rejected the request put forward by Sonatrach to admit Sonatrach as plaintiff, as well as the request to admit as plaintiff the 'Movimento cittadini algerini d'Italia e d'Europa'. The Court adjourned to February 29, 2016, reserving the right to pass judgement on the claims put forward by the accused to invalidity of the committals to trial.
At the hearing of February 29, 2016, the Court combined the proceedings with another pending case against a sole defendant, rejected the claims of invalidity of the committal to trial, called on the Public Prosecutor to press charges against a sole defendant and adjourned the hearing to March 21, 2016. Proceedings are being heard before the Court of Milan. The next hearing will be held on September 12, 2016.
Request for documents from the US Department of Justice: at the request of the US Department of Justice ('DoJ'), Saipem SpA entered into a 'tolling agreement' which extended by 6 months the limitation period applicable to any possible violations of federal laws of the United States in relation to previous activities of Saipem and its subsidiaries. The tolling agreement, which has been renewed until November 29, 2015, does not constitute an admission by Saipem SpA of having committed any unlawful act, nor does it imply any recognition on the Company's part of United States jurisdiction in relation to any investigation or proceedings. Saipem therefore offered its complete cooperation in relation to investigations by the Department of Justice, which on April 10, 2014 made a request for documentation relating to past activities of the Saipem Group in Algeria, with which Saipem has complied. On November 29, 2015, the tolling agreement expired and, at the time of writing, no request for an extension has been received from the Department of Justice.
Proceedings in Algeria: in Algeria in 2010 proceedings were initiated regarding various matters and involving 19 parties investigated for various reasons (so-called 'Sonatrach 1 investigation'). Société nationale pour la recherche, la production, le transport, la transformation et la commercialisation des hydrocarbures SpA ('Sonatrach') appeared as plaintiff in these proceedings and the Algerian Trésor Public also applied to appear as a plaintiff.
The Algerian company Saipem Contracting Algérie SpA ('Saipem Contracting Algérie') is also part of these proceedings regarding the manner in which the GK3 contract was assigned by Sonatrach. In the course of these proceedings, some bank accounts denominated in local currency of Saipem Contracting Algérie were frozen.
In particular, in 2012 Saipem Contracting Algérie received formal notice of the referral to the Chambre d'accusation at the Court of Algiers of an investigation underway into the company regarding allegations that it took advantage of the authority or influence of representatives of a government-owned industrial and trading company in order to inflate prices in relation to contracts awarded by that company. The GK3 contract was awarded in June 2009 and had an equivalent value of €433.5 million (at the exchange rate in effect when the contract was awarded).
At the beginning of 2013, the 'Chambre d'accusation' ordered Saipem Contracting Algérie to stand trial and further ordered that the aforementioned current accounts remain frozen. According to the prosecution, the price offered was 60% over the market price. The prosecution also claimed that, following a discount negotiated between the parties subsequent to the offer, this alleged increase was reduced by up to 45% of the price of the contract awarded. In April 2013 and in October 2014, the Algerian Supreme Court rejected a request to unfreeze the bank accounts that had been made by Saipem Contracting Algérie in 2010. The documentation was then transmitted to the Court of Algiers which, in the hearing of March 15, 2015, adjourned the proceedings to the hearing of June 7, 2015, during which, in the absence of certain witnesses, the Court officially handed over the case to a criminal court. The trial commenced with the hearing fixed for December 27, 2015. In the hearing of January 20, 2016, the Algiers Public Prosecutor requested the conviction of all 19 defendants accused in the 'Sonatrach 1' trial.
The Algiers Public Prosecutor requested that Saipem Contracting Algérie be fined 5 million dinars (approximately €43,000 at the current rate of exchange).
The Algiers Public Prosecutor also requested the confiscation of the alleged profit, that will be ascertained by the Court, of all 19 parties whose conviction has been requested (including Saipem Contracting Algérie).
For the offence with which Saipem Contracting Algérie is charged, local regulations prescribe a fine as the main punishment (up to a maximum of about €50,000) and allow, in the case of the alleged offence, additional sanctions such as the confiscation of the profit arising from the alleged offence (which would be the equivalent of the amount allegedly over the market price of the GK3 contract as far as the profit is ascertained by the judicial authority) and/or disqualification sanctions.
On February 2, 2016, the Court of Algiers issued the first instance ruling. Amongst other things, this ruling ordered Saipem Contracting Algérie to pay a fine of about 4 million Algerian dinars (corresponding to about €34,000). In particular, Saipem Contracting Algérie was held to be responsible for the increase of the prices on the occasion of the assignment of the tender contract for the construction of the GK3 gas pipeline, as it is alleged to have benefited from the authority or influence of its representatives.
The ruling also returned two bank accounts denominated in local currency to Saipem Contracting Algérie. These held a total of about €78 million (amount calculated at the exchange rate obtaining at June 30, 2016), which were frozen in 2010.
The customer Sonatrach, which appeared as plaintiff in the proceedings, reserved the right to pursue its claims in the civil courts. The request by the Algerian Trésor Civil to appear as plaintiff was rejected.
While awaiting the filing of the reasons therefore, the February 2, 2016 decision of the Court of Algiers was challenged by Saipem Contracting Algérie (which had requested acquittal and have announced beforehand that it would challenge the decision); by the Public Prosecutor (who had requested a fine of 5 million dinars and confiscation, requests rejected by the Court which, as noted, sentenced Saipem Contracting Algérie to a lesser amount of 4 million dinars); by the Trésor Civil (whose request to be admitted as plaintiff against Saipem Contracting Algérie was, as noted, rejected by the Court); by all the other sentenced defendants with regard to the sentences passed upon them.
Owing to these challenges, the decision of the Court of Algiers was fully suspended and pending the ruling of the Court of Cassation:
In March 2013, the legal representative of Saipem Contracting Algérie was summoned to appear at the Court of Algiers, where he received verbal notification from the local investigating judge of the commencement of an investigation ('Sonatrach 2') underway 'into Saipem for charges pursuant to Articles 25a, 32 and 53 of Anti-Corruption Law No. 01/2006'. The investigating judge also requested documentation (Articles of Association) and other information concerning Saipem Contracting Algérie, Saipem and Saipem SA.
On August 12, 2015, the Milan Public Prosecutor's office served Saipem SpA with a notice of investigation and a request for documentation in the framework of new criminal proceedings, for the alleged crime of international corruption, initiated by the Court of Milan in relation to a contract awarded in 2011 by the Brazilian company Petrobras to Saipem SA (France) and Saipem do Brasil (Brazil). Investigations are still underway.
According to what was learned only through the press, this contract is being looked into by the Brazilian judicial authorities in relation to a number of Brazilian citizens, including a former collaborator of Saipem do Brasil.
In particular, on June 19, 2015, Saipem do Brasil learned through the media of the arrest (in regard to allegations of money laundering, corruption and fraud) of a former collaborator, as a result of a measure taken by the Brazilian Public Prosecutor's office of Curitiba, in the framework of a judicial investigation in progress in Brazil since March 2014 ('Lava Jato' investigation). On July 29, 2015, Saipem do Brasil then learned through the press that, in the framework of the conduct alleged against the former collaborator of Saipem do Brasil, the Brazilian Public Prosecutor's office also alleges that Petrobras was unduly influenced in 2011 to award Saipem do Brasil a contract called 'Cernambi' (for a value of approximately €115 million). This is purportedly deduced from the circumstance that in 2011, in the vicinity of the Petrobras headquarters, said ex collaborator of Saipem do Brasil claims to have been the target of a robbery in which approximately 100,000 reals (approximately €26,000) just withdrawn from a credit institution were stolen from him. According to the Brazilian prosecutor, the robbery allegedly took place in a time period prior to the award of the aforesaid 'Cernambi' contract.
Saipem SpA is cooperating fully with the investigations and has started an audit with the assistance of a third-party consultant. The audit examined the names of numerous companies and persons reported by the media as being under investigation by the Brazilian judicial authorities. The audit report, issued on July 14, 2016, recognised the absence of communications or documents relating to transactions and/or financial movements between companies of the Saipem Group and the personnel of Petrobras under investigation. The audit report was forwarded by Saipem SpA to the Milan Public Prosecutor's office and to Consob as a mark of transparency.
The witnesses heard so far in the criminal proceedings underway in Brazil against this former collaborator, as well as in the framework of the works of the parliamentary investigative committee set up in Brazil on the 'Lava Jato' case, have stated that they were unaware of any irregularities regarding Saipem's activities. Also the former collaborator of Saipem do Brasil – who during 2015 agreed to cooperate with the judicial authorities – has not, at the time of writing, reported any unlawful acts relating to companies of the Saipem Group and, regarding the robbery of 100,000 Brazilian reals (approximately €26,000) of which he was a victim in October 2011, stated that it was money needed to pay expenses relating to buildings of a company he managed on behalf of a third party with respect to Saipem. The hearing set for November 11, 2015, in which the former collaborator of Saipem do Brasil and another two defendants were to be questioned, has been postponed to a later date. Petrobras appeared as a plaintiff ('Assistente do Ministerio Publico') in the proceedings against the same defendants. The proceedings and the relevant investigations are still in progress in Brazil.
The Saipem Group has not received any notification in this regard from the Brazilian judicial authorities.
On June 21, 2011, a warrant requested by the Milan Public Prosecutor was served on Saipem SpA for the search of the office of a Saipem employee. The warrant was issued in connection with alleged crimes committed by said ex employee together with third parties related to the award of tenders by Saipem SpA to third party companies for a project in Kuwait. In connection with the same matter, the Public Prosecutor also served a notice of inquiry upon Saipem SpA pursuant to Italian Legislative Decree No. 231/2001. In this regard, the Company believes that its position will be cleared, since it is the injured party in respect of the illicit conduct under investigation.
Having consulted its lawyers, and in agreement with the Compliance Committee and the Internal Control Bodies, Saipem, through its Internal Audit function, and also using an external consulting company, promptly undertook an Internal Audit of the project under investigation. On March 2, 2012, Saipem SpA was served a request to extend the preliminary investigations filed by the Public Prosecutor. From that date the Company has received no further notifications and there are no notices/indications of further developments in the investigations.
As part of the inquiries commenced by the Milan Public Prosecutor (criminal proceedings 2460/2003 R.G.N.R. pending at the Milan Public Prosecutor's office) into contracts awarded by EniPower to various companies, Snamprogetti SpA (now Saipem SpA as engineering and procurement services contractor), together with other parties, were served a notice informing them that they were under investigation, pursuant to Article 25 of Legislative Decree No. 231/2001. Preliminary investigations ended in August 2007, with a favourable outcome for Snamprogetti SpA, which was not included among the parties still under investigation for whom committals for trial were requested. Snamprogetti subsequently brought proceedings against the physical and legal persons implicated in transactions relating to the Company and reached settlements with a number of parties that requested the application of settlement procedures. Following the conclusion of the preliminary hearing, criminal proceedings continued against former employees of the above companies, as well as against employees and managers of a number of their suppliers, pursuant to Legislative Decree No. 231/2001. Eni SpA, EniPower SpA and Snamprogetti SpA presented themselves as plaintiffs in the preliminary hearing. In the preliminary hearing related to the main proceeding of April 27, 2009, the Judge for the Preliminary Hearing requested that all parties that did not request the application of plea agreements stand trial, with the exception of several parties for whom the statute of limitations now applied. In the hearing of March 2, 2010, the Court confirmed the admission as plaintiffs of Eni SpA, EniPower SpA and Saipem SpA against the defendants under the provisions of Legislative Decree No. 231/2001. The defendants of the other companies involved were also sued. Subsequently, at the hearing of September 20, 2011, sentence was passed which included several convictions and acquittals for numerous physical and legal defendants, the latter being deemed responsible for unlawful administrative acts, with fines being imposed and value confiscation for significant sums ordered. The Court likewise rejected the admission as plaintiffs of the parties accused of unlawful administrative acts pursuant to Legislative Decree No. 231/2001. On December 19, 2011, the grounds for the ruling were filed with the office of the clerk of the Court. The convicted parties challenged the above ruling within the set deadline. On October 24, 2013, the Milan Court of Appeal essentially confirmed the first instance ruling, which it modified only partially in relation to a number of physical persons, against whom it dismissed the charges, ruling that they had expired under the statute of limitations. The accused parties have filed an appeal with the Court of Cassation. On account of the complexity of the issues before it, on September 30, 2015, the Court of Cassation adjourned the hearing to November 10, 2015, upon which date it will make its final decision. On November 10, 2015, Criminal Section VI of the Supreme Court, in its ruling on the appeals lodged by the parties against the ruling of the Milan Court of Appeal, set aside the challenged ruling regarding legal persons, and the civil law rulings regarding physical persons and deferred a new ruling to another section of the Milan Court of Appeal.
With regard to the Fos Cavaou ('FOS') project for the construction of a regasification terminal, the client Société du Terminal Méthanier de Fos Cavaou ('STMFC', now Fosmax LNG) in January 2012 commenced arbitration proceedings before the International Chamber of Commerce in Paris ('Paris ICC') against the contractor STS [a French 'société en participation' made up of Saipem SA (50%), Tecnimont SpA (49%) and Sofregaz SA (1%)]. On July 11, 2011, the parties signed a mediation memorandum pursuant to the rules of Conciliation and Arbitration of the Paris ICC. The mediation procedure ended on December 31, 2011 without agreement having been reached, because Fosmax LNG refused to extend the deadline.
The brief filed by Fosmax LNG in support of its request for arbitration included a demand for payment of approximately €264 million for damages allegedly suffered, penalties for delays and costs for the completion of works ('mise en régie'). Of the total sum demanded, approximately €142 million was for loss of profit, an item excluded from the contract except for cases of wilful misconduct or gross negligence. STS filed its defence brief, including a counterclaim for compensation for damage due to excessive interference by Fosmax LNG in the execution of the works and for the payment of extra work not approved by the client (and reserving the right to quantify the amount as the arbitration proceeds). On October 19, 2012, Fosmax LNG lodged a 'Mémoire en demande'. Against this, STS lodged its own Statement of Defence on January 28, 2013, in which it filed a counterclaim for €338 million. The final hearing was held on April 1, 2014. On the basis of the award issued by the Arbitration Panel on February 13, 2015, Fosmax LNG paid STS the sum of €84,349,554.92, including interest. 50% of this amount is due to Saipem SA. On June 26, 2015, Fosmax LNG challenged the award before the French Conseil d'Etat, requesting its annulment on the alleged basis that the Arbitration Panel had erroneously applied private law to the matter instead of public law. On September 17, 2015, STS lodged its defence brief with the Conseil d'Etat.
On November 18, 2015, following an exchange of briefs between the parties, the hearing was held before the Conseil d'Etat. Subsequently to the submission of the Rapporteur Public, the judges concluded the discussion phase. The Rapporteur requested committal to the Tribunal des Conflits, which has to present its decision within three months of the day on which it has been contacted. The hearing before the Tribunal des Conflits was held on March 14, 2016. With its judgement of April 11, 2016, the Tribunal des Conflits held that the Conseil d'Etat had jurisdiction for deciding on the dispute regarding the appeal to overrule the arbitration award of February 12, 2015. On June 27, 2016, STS lodged a defence brief with the Conseil d'Etat. The date of the hearing has not yet been set. Parallel with the aforementioned appeal before the Conseil d'Etat, on August 18, 2015, Fosmax LNG also filed three appeals with the Court of Appeal of Paris to obtain the annulment of the award, the enforceability of which had been recognised on April 7, 2015, and of which Fosmax LNG had been notified on July 24, 2015. Following their suspension while awaiting the ruling of the Tribunal des Conflits, the three hearings before the Court of Appeal are still pending. The preliminary investigation is expected to be completed by December 22, 2016, and a hearing has been set for January 17, 2017.
On December 23, 2013, Saipem filed a request for arbitration with the International Chamber of Commerce in Paris ('Paris ICC') in connection with the contract entered into on March 22, 2009, by Saipem SpA and Saipem Contracting Algérie SpA (collectively, 'Saipem') on the one hand, and Société nationale pour la recherche, la production, le transport, la transformation et la commercialisation des hydrocarbures SpA ('Sonatrach') and First Calgary Petroleums LP (collectively, the 'Client') on the other, for the engineering, procurement and construction of a natural gas gathering and treatment plant and related export pipelines in the Menzel Ledjmet Est field in Algeria. The Client was notified of the request on January 8, 2014. In its request for arbitration, as subsequently amended in the Statement of Claim on December 17, 2014 and the subsequent brief of January 15, 2016, Saipem requested that the Arbitration Tribunal grant: (i) an extension of the contractual terms by about 30.5 months; (ii) the right of Saipem to obtain payment of the equivalent of about €895 million (gross of the amount of €246 million already paid by First Calgary Petroleums LP on a without prejudice basis by way of advance payment on VORs), by way of increase of the contractual price because of an extension of time, variation orders, non payment of late invoices and spare parts and acceleration bonuses. Both Sonatrach and First Calgary Petroleums LP (this latter wholly owned by the Eni Group since 2008) have appointed their arbitrator and, on March 28, 2014, filed their respective Answers to the Request for Arbitration. The Chairman of the Arbitral Tribunal was appointed on May 26, 2014.
Sonatrach and First Calgary Petroleums LP filed their 'Mémoires en défense' on August 14, 2015, introducing a new counterclaim and specifying the value of their request as the equivalent of €256 million. Part of the new counterclaim proposed only by Sonatrach relates to the request of payment to Sonatrach of 25% of the commissions paid by Saipem to Pearl Partners in relation to the MLE project (25% of about €41 million) in addition to moral injury, estimated at not less than €20 million. The Arbitral Tribunal accepted the first request of Sonatrach, on which the tribunal must give its decision (as on all the other questions submitted to arbitration) at the end of the current preliminary investigation. Saipem filed its reply on January 15, 2016.
Sonatrach and FCP filed their replies on May 15, 2016 and on June 30, 2016 Saipem file its reply to the counterclaims. The hearings will be held in July 2016.
On March 14, 2014, Saipem filed a request for arbitration with the International Chamber of Commerce in Paris in connection with the contract for the construction of the LDHP ZCINA plant (LPG Project) for the 'extraction des liquides des gaz associés Hassi Messaoud et séparation d'huile' (LDHP ZCINA unit for extraction of liquids from associated gas from the Hassi Messaoud field and oil-gas separation), entered into on November 12, 2008 between, on the one hand, Sonatrach, and on the other, Saipem SA and Saipem Contracting Algérie SpA (collectively 'Saipem'). In its request, Saipem asked the Arbitration Tribunal to order Sonatrach to pay the equivalent of approximately €172 million for additional costs incurred as contractor during the execution of the project in relation to variation orders, time extensions, force majeure, non-payment or late payment of invoices and related interest. Sonatrach, in its answer to the request, which it filed on June 10, 2014, denied all liability and asserted a counterclaim requesting that Saipem be ordered to pay liquidated damages for delays amounting to USD 70.8 million. The Arbitral Tribunal was officially constituted on September 16, 2014, following the Chairman of the Arbitral Tribunal's acceptance of his appointment. On November 13, 2014, the parties reached an agreement on the proceedings schedule on the basis of which Saipem filed its Mémoire en demande on March 13, 2015 and its Mémoire en Réplique et en Réponse à la Demande Reconventionnelle on January 14, 2016, in which it set out its own claims for €104,297,332, USD 16,563,514 and DZD 6,179,945,829 (the equivalent of €172.17 million). Sonatrach filed its 'Mémoire en défense' on September 14, 2015, introducing a new counterclaim and specifying the value of its request as the equivalent of €256 million. The new counterclaim relates to the request for payment to Sonatrach of the commissions paid by Saipem to Pearl Partners relating to the LPG project (about €34.5 million), and moral damage. The Arbitral Tribunal decided not to accept the new counterclaim of Sonatrach because it was filed late.
Sonatrach filed its Mémoire en duplique et réplique à la demande reconventionelle on May 14, 2016, in which it reiterated its request and insisted on the acceptance of its following demands: €35,175,998, USD 9,114,335 and DZD 1,197,009,692 as penalties for delays; USD 213,343,187 for failed plant output (the latter allegedly caused by Saipem on account of its delay in handling several requests under guarantee); €361,029 and DZD 38,557,206 for expenses incurred by Sonatrach for the management of requests under guarantee that should have been handled by Saipem.
Saipem may file a further reply to Sonatrach's counterclaim by September 6, 2016. Arbitration hearings will be held in October 2016.
On May 12, 2015, Saipem SpA and Saipem Contracting Algérie SpA (collectively 'Saipem') filed a request for arbitration against Sonatrach for payment of €7,339,038 and 605,447,169 Algerian dinars, plus interest, for wrongly applied liquidated damages, extra works and project extension costs, with the International Chamber of Commerce in Paris. The request relates to the contract for the construction of a pipeline between Hassi R'Mel and Arzew in Algeria entered into by Saipem and Sonatrach on November 5, 2007 ('LZ2 project'). Saipem and Sonatrach appointed their arbitrators and the respondent filed its reply on September 7, 2015, introducing a counterclaim amounting to €8.559 million plus interest and moral injury, to be quantified during the proceedings. The counterclaim relates to the request for payment to Sonatrach of the commissions paid to Pearl Partners relating to the LZ2 project (approximately €8.5 million).
The parties were not able to agree on the name of the Chair of the Arbitral Tribunal, so the Chair was named directly by ICC on February 24, 2016. On the basis of the arbitration schedule agreed between the parties in May, Saipem will file its Mémoire en demande on July 29, 2016 and Sonatrach its Mémoire en reponse on December 23, 2016. The hearings are expected to be held from December 11-15, 2017.
With reference to the contract for the construction of a natural gas liquefaction plant at Arzew (Algeria) (project GNL3Z Arzew), entered into on July 26, 2008, between Sonatrach, on one side, and Saipem SpA, Saipem Contracting Algérie SpA (jointly 'Saipem') and Chiyoda, on the other, on July 31, 2015, Saipem filed a request for arbitration with the Chambre de Commerce Internationale in Paris. In its request, Saipem asked the Arbitration Tribunal to order Sonatrach to pay the approximately €550 million for additional costs incurred as contractor during the execution of the project in relation to variation orders, time extensions, non-payment or late payment of invoices and related interest. Saipem has appointed its arbitrator. Sonatrach duly filed its reply, on October 28, 2015, asking by way of counterclaim that Saipem be ordered to pay the damages suffered due to alleged instances of non-fulfilment by Saipem, quantifying the related amounts at approximately USD 1.6 billion, 54 billion Algerian dinars, as well as €77.37 million in relation to fees paid by Saipem to Pearl Partners for the Arzew project.
On November 30, 2015, Saipem filed a short reply to Sonatrach's counterclaims.
The parties have agreed on the name of the Chair of the Arbitral Court. On the basis of the arbitration schedule and the procedural rules agreed between the parties on March 30, 2016, May, Saipem will file its Mémoire en demande on November 25, 2016 and Sonatrach its Mémoire en reponse on June 30, 2017. The hearings are scheduled to be held at the end of 2018.
By order adopted by Resolution No. 18949 of June 18, 2014, Consob resolved to impose a pecuniary administrative penalty on Saipem of €80,000 in relation to an alleged delay in the issue of a profit warning by the Company on January 29, 2013. On July 28, 2014, Saipem lodged an appeal at the Court of Appeal in Milan. By decree filed on December 11, 2014, the Court of Appeal of Milan rejected the opposition made by Saipem SpA which then appealed to the Court of Cassation against the Decree issued by the Court of Appeal of Milan.
On April 28, 2015, a number of foreign institutional investors initiated legal action against Saipem SpA before the Court of Milan, seeking judgement against the Company for the compensation of alleged loss and damage (quantified in about €174 million), in relation to investments in Saipem shares which the claimants alleged that they had effected on the secondary market. In particular, the claimants sought judgement against Saipem requiring the latter to pay compensation for alleged loss and damage which purportedly derived from the following: (i) with regard to the main claim, from the communication of information alleged to be 'imprecise' over the period from February 13, 2012 and June 14, 2013; or (ii) alternatively, from the allegedly 'delayed' notice, only made on January 29, 2013, with the first 'profit warning' (the so-called 'First Notice') of privileged information which would have been in the Company's possession from July 31, 2012 (or such other date to be established during the proceedings, identified by the claimants, as a further alternative, on October 24, 2012, December 5, 2012, December 19, 2012 or January 14, 2013), together with information which was allegedly 'incomplete and imprecise' disclosed to the public over the period from January 30, 2013 to June 14, 2013, the date of the second 'profit warning' (the so-called 'Second Notice'). Saipem SpA appeared in court, fully disputing the adverse party's requests, challenging their admissibility and, in any case, their lack of grounds. The proceedings are still in their initial phase, as the parties appeared before the court for the first time in November 2015.
Demands for out-of-court settlement and mediation proceedings: with regard to the alleged delays in providing information to the markets, over 2015 and during the first months of 2016, Saipem SpA received a number of out-of-court demands and mediation applications.
As far as the out-of-court claims are concerned, the following have been made: (i) in April 2015 by 48 institutional investors acting on their own behalf and/or on behalf of the funds managed by them respectively amounting to about €291.9 million, without specifying the value of the claims made by each investor/fund (subsequently, 21 of these institutional investors, together with a further 8 presented applications for mediation for a total amount of about €159 million; 5 of these institutional investors together with another 5, presented applications for mediation in relation to the total amount of about €21.9 million); (ii) in September 2015 by 9 institutional investors acting on their own behalf and/or for the funds managed by them respectively for a total amount of about €21.5 million, without specifying the value of the claims for compensation made by each investor/fund (subsequently 5 of these institutional investors together with another 5, made an application for mediation for a total amount of about €21.9 million); (iii) over 2015 by two private investors amounting respectively to about €37,000 and €87,500.
Those applications where mediation has been attempted, but with as yet no outcome, involve four main demands: (a) in April 2015 by 7 institutional investors acting on their own behalf and/or for the funds managed by them, in relation to about €34 million; (b) in September 2015 by 29 institutional investors on their own behalf and/or for the funds managed by them respectively, for a total amount of about €159 million (21 of these investors, together with another 27, submitted out-of-court demands in April 2015, complaining that they had suffered loss and damage for a total amount of about €291 million without specifying the value of the claims for compensation for each investor/fund); (c) in December 2015 by a private investor in the amount of about €200,000; (d) in March 2016 by 10 institutional investors on their own behalf and/or for the funds managed by each respectively, for a total amount of about €21.9 million (5 of these investors together with another 4 had presented out-of-court applications in September 2015, complaining they had suffered loss and damage for a total amount of about €21.5 million without specifying the value of the compensation sought by each investor/fund. Another 5 of these investors, together with a further 43, had presented out-of-court applications in April 2015 alleging they had suffered loss and damage for an amount of about €159 million without specifying the value of the compensation sought by each investor/fund).
Saipem SpA has replied to the out-of-court claims and the mediation, denying all liability. As at the date of approval of this half-yearly report by the Board of Directors, none of the above-described out-of-court demands or mediation applications have formed the subject matter of legal action before the courts.
On November 15, 2010, Saipem Canada Inc ('Saipem') and Husky Oil Operations Ltd ('Husky') (the latter for account of the Sunrise Oil Sands Partnership formed by BP Canada Energy Group ULC and Husky Oil Sands Partnership, in turn formed by Husky Oil Operations Ltd and HOI Resources Ltd), signed Engineering, Procurement and Construction contract No. SR-071 (the 'Contract'), prevalently on a reimbursable basis, relating to the project called Sunrise Energy (the 'Project').
During the execution of the works, the parties agreed several times to modify the contractual payment formula. Specifically: (i) in October 2012, the parties established that the works were to be paid for on a lump-sum basis, agreeing the amount of CA\$ 1,300,000,000; (ii) subsequently, in early 2013, an incentive system was agreed that provided for Saipem's right to receive additional payments upon achieving certain objectives; (iii) starting from April 2014, the parties entered into numerous written agreements whereby Husky accepted to reimburse Saipem for its costs in excess of the lump sum amount previously agreed, determining a contract change from lump sum to reimbursable. As the end of the works approached, however, Husky stopped paying what it owed as reimbursement and, in March 2015, finally terminated the contract with Saipem, claiming that Saipem had not complied with the contractual deadline for conclusion of the works.
In light of the above, Saipem Canada Inc took legal action, citing Husky, the aforesaid partnerships and the related members before the Court of Queen's Bench of Alberta, requesting, among other things, that payment of the following be ordered: (i) CA\$ 800 million for damages that include the payments not made on a reimbursable basis, damages resulting from the termination of the contract, lost profits and the unjustified enrichment of Husky at the expense of Saipem Canada Inc; or, alternatively, (ii) the market value of the services, materials and financing rendered. This amount of CA\$ 800,000,000 was indicated preliminarily and may therefore be increased.
In September 2015, Husky notified Saipem Canada Inc of a Request for Arbitration (Alberta Arbitration Act), affirming that, as a result of the reduction of the scope of work requested by Husky, the contractual lump sum price agreed with Saipem Canada Inc should be reduced proportionally on the basis of a specific contractual provision in this sense. On the basis of this, Husky asked that Saipem be ordered to pay the related value, quantifying this claim as CA\$ 45,684,000.
On October 6, 2015, Husky sued Saipem Canada Inc in the Court of Queen's Bench of Alberta, claiming that the payments it had made to Saipem, which were in excess of the lump sum amount agreed between the parties, were justified by Saipem's alleged threats to abandon the works if such additional payments were not made (economic duress). In addition, even after the execution of such payments, the performances of Saipem Canada Inc did not improve, forcing Husky to terminate the contract and complete the works on its own.
As a result, Husky asked the Canadian court to order Saipem Canada Inc to pay CA\$ 1.325 billion for alleged damages, an amount that includes, among other things: (i) payments in excess with respect to the agreed lump sum price; (ii) costs to complete the works following termination of the contract; (iii) damages for lost profits and the penalty for alleged delay in completion of the Sunrise Energy Project.
In the hearing of January 14, 2016, Saipem Canada Inc requested that the pending proceedings be heard jointly before the Queen's Bench Court of Alberta and that arbitration be suspended in order to include the relative claims in the proceedings to be heard jointly. On May 27, 2016, Saipem filed a short reply requesting that the Court declare invalid the arbitration proceedings commenced by Husky. The hearing held on July 4, 2016 was adjourned pending the judge's ruling.
On January 4, 2011, Saipem Australia Pty Ltd ('Saipem') entered into the EPC Contract (the 'Contract') relating to the Gladstone LNG project (the 'Project') with GLNG Operations Pty Ltd ('GLNG') in the capacity of agent of Santos GLNG Pty Ltd, PAPL (Downstream) Pty Ltd and Total E&P Australia (jointly, 'Joint Venturers').
In the course of the Project, Saipem accrued and presented to GLNG contractual claims for approximately AU\$ 570,668,821 based, among other things, on time extensions, reimbursement of costs connected with delays not ascribable to Saipem, variation orders and payment of contractually foreseen bonuses not paid by GLNG (the 'Contractual Claim'). However, this claim was entirely rejected by GLNG, which, in support of its refusal, alleged, among other things, that at the time the Contract was entered into, Saipem was not in possession of a licence required by the Australian sector regulations (viz., the Queensland Building and Construction Commission Act 1991) for the execution of part of the work (i.e. the building works) under the Contract.
As a result, Saipem claimed that the fact that the Contract had been entered into in violation of this law rendered it unlawful, thus voiding it and making it unenforceable.
On the basis of this position, Saipem therefore requested payment of what it was owed on the basis of quantum meruit ('Claim Quantum Meruit'), quantifying, that is, the economic benefit of the client (net of what the client had already paid) as AU\$ 770,899,601. However, this claim was also rejected by GLNG.
A negotiation phase was thus initiated between the parties based on the related contractually agreed procedure, but this did not lead to a successful outcome either. On October 9, 2015, Saipem served a request for arbitration against GLNG and the Joint Venturers, asking that they be ordered to pay: (i) the Quantum Meruit Claim; or alternatively, (ii) a fair figure for the contractual Claim; (iii) in addition to interest and arbitration costs.
In the arbitration process, the defendant GLNG rejected the claims of Saipem and made the following counterclaim: (a) compensation for presumed defective works, with particular reference to the coating of the entire line. The amount was not specifically quantified by GLNG which, however, maintains that the defects found can be corrected only by incurring a cost that could exceed the contract price; (b) if the quantum meruit is deemed to be valid, the return of that part of the contractually agreed price that is not part of the Quantum Meruit Claim; (c) compensation (not yet quantified) for breach of general warranties; (d) application of the liquidated damages set at AU\$ 18 million; (e) compensation for alleged breaches of contract by Saipem set at about AU\$ 23 million. On May 6, 2016, Saipem notified GLNG of its Statement of Claim with which the amounts of the Quantum Meruit Claim, and of the alternative claim on a contractual basis, were reduced. The parties further agreed the timeline of arbitration which encompasses, amongst other things, the filing of GLNG's Statement of Defence and Counterclaim, in which, in all likelihood, the counterclaim will be quantified in October 2016.
On July 13, 2016, GLNG served a request for arbitration against Saipem SpA concerning the validity of the Parent Company Guarantee issued by the latter to GLNG during the awarding of the contract. Saipem affirms that, since the contract is illegal and unenforceable, the guarantee associated with it is likewise such. GLNG has challenged this and has resubmitted the issue to arbitration.
On November 10, 2015, Saipem SpA filed a request for arbitration against South Stream Transport BV with the ICC of Paris. Saipem is claiming about €759.9 million by way of consideration due both for the suspension of work (requested by the client for the period from December 2014 to May 2015) and for the subsequent termination for convenience of the contract notified on July 8, 2015 by the client. The request may be supplemented by Saipem by claims for costs incurred directly by the termination for convenience and relating to works that are still in progress or which have not yet been completely calculated. ICC notified South Stream Transport BV of Saipem's request for arbitration on December 15, 2015.
South Stream filed its reply on February 16, 2016, having been granted a 30-day extension within which to reply. In its reply, South Stream BV challenged all of Saipem's claims and reserved the right to make a counterclaim at a subsequent stage of the arbitration process.
Saipem will file its own Statement of Claim on September 30, 2016.
On February 5, 2015, the Tax Police Unit of Milan initiated a tax audit of Saipem, which led the Guardia di Finanza to serve Saipem with a tax audit report on April 14, 2015, followed by four notices of assessment (Ires 2008, Ires 2009, Irap 2008 and Irap 2009) issued by the Italian Revenue Agency on July, 9 2015, against which Saipem lodged an appeal as reported in the above section 'Algeria'.
In the framework of the tax audit indicated in the above section 'Algeria', and in relation to the expenses deriving from operations which took place in the course of 2010 with companies resident or located in states or territories with privileged tax regimes, identified in the Ministerial Decree of January 23, 2002 (so-called 'black list costs'), on July 20, 2015, on completion of an audit, the Guardia di Finanza served Saipem with a report in which costs amounting to €235,502,590.30, and purportedly deemed non-deductible in accordance with Article 110, paragraph 10 of the Italian Consolidated Income Tax Act, were reported to the Italian Revenue Agency for the opening of a preliminary investigation.
On July 30, 2015, the Italian Revenue Agency served the company with a questionnaire related to the costs reported in the tax audit report by the Guardia di Finanza, in accordance with Article 110, paragraph 11 of the Consolidated Income Tax Act. In the 90 days following the notification, Saipem provided the Revenue Office with its reply to the questionnaire together with further documentation furnishing in the Company's view objective proof of at least one of the types of exemption specified in Article 110, paragraph 11 of the Consolidated Income Tax Act. On December 22, 2015, the Lombardy Regional Tax Office notified the Company of its intention to postpone to 2016 the delivery of the notice of assessment for 2010 annuity. The subject of the assessment could thus be both the detection of costs arising from the commission of a crime (as described in the preceding 'Algeria' paragraph), and the detection of 'black list' costs. The Tax Office in fact deemed that the deadline still applied, insisting on the 2010 annuity (double that of the ordinary deadline of 4 years) specified by Article 43, sub-section 3 of Presidential Decree D.P.R. No. 600/1973 for tax disputes that have to be reported to the criminal judicial authority.
On June 14, 2016, the tax audit was completed with the signing of a final report in which the Guardia di Finanza raised no further issues.
Following a tax audit by the Norwegian authorities between January-May 2014 of the years 2012 and 2013, on December 18, 2014, the Company was sent a report of the preliminary findings that is not an assessment and makes no claim on the taxpayer. The agency contested the value assigned to the rig Scarabeo 8 when it was transferred from Saipem (Portugal) Comércio Marítimo, Sociedade Unipessoal Lda to Saipem Drilling Norway AS in July 2012, deeming it higher than its market value, and proposed taxing the extra depreciation charges deducted in the years under consideration, which amount to NOK 630 million (approximately €67 million). The report also proposed a discretionary increase by the office of the taxable income for the year 2012 for NOK 1.2 billion (approximately €129 million), corresponding to the presumed negative value of the leasing contract of Scarabeo 8. On April 30, 2015, Saipem Drilling Norway AS filed its response to the findings contained in the report. Objecting to the conclusions of the authority, it attached a report prepared by a leading Norwegian Oil & Gas sector analyst, which provides an extensive description of the Norwegian domestic offshore drilling market and its prospects at the moment the rig was purchased by Saipem Drilling Norway AS. The report concluded with an estimate of the then market value of the rig that was substantially in line with the price at which the rig was transferred between the two Saipem Group companies.
Following the issue of the report on December 18, 2014, the statute of limitations on the tax periods under examination were suspended. The preliminary investigation will therefore take place without definite time limits, with Saipem Drilling Norway AS being invited to a further examination and the issuing of the definitive tax assessment. Should a definitive tax assessment confirm fully or partially the request contained in the report, Saipem Drilling Norway AS intends to file an appeal. However, the appeal will not suspend the immediate effect of the judgement, and the Company is thus obliged to pay the amount demanded, plus interest and potential sanctions, to be calculated as a minimum of 30% to a maximum of 60% of the amount itself.
The following is a summary of the main components of revenues. The most significant variations are analysed in the 'Financial and economic results' section of the 'Operating and Financial Review'.
Net sales from operations were as follows:
| (€ million) | First half 2015 |
First half 2016 |
|---|---|---|
| Revenues from sales and services | 5,365 | 4,926 |
| Change in contract work in progress | 8 | 349 |
| Total | 5,373 | 5,275 |
Net sales by geographical area were as follows:
| (€ million) | First half 2015 |
First half 2016 |
|---|---|---|
| Italy | 184 | 150 |
| Rest of Europe | 627 | 341 |
| CIS | 855 | 1,678 |
| Middle East | 1,103 | 1,065 |
| Far East | 346 | 284 |
| North Africa | 107 | 139 |
| West Africa and Rest of Africa | 1,219 | 1,066 |
| Americas | 932 | 552 |
| Total | 5,373 | 5,275 |
Information required by IAS 11 is provided by business sector in Note 42 'Segment information, geographical information and construction contracts'.
Contract revenues include the amount agreed in the initial contract, plus revenues from change orders and claims.
Change orders are changes to the contracted scope of work requested by the client, while claims are requests for the reimbursement of costs not included in the contract price. Change orders and claims are included in revenues when: (a) contract negotiations with the client are at an advanced stage and approval is probable; (b) their amount can be reliably estimated.
The cumulative amount of additional payments for change orders and claims, including amounts pertaining to previous years, based on project progress at June 30, 2016, totalled €770 million, of which 66% are disputed, down €146 million compared with December 31, 2015. For projects where additional payments exceed €50 million, estimates are supported by a technical/legal opinion provided by third party consultants. Revenues from related parties are shown in Note 43 'Transactions with related parties'.
Other income and revenues were as follows:
| (€ million) | First half 2015 |
First half 2016 |
|---|---|---|
| Indemnities | - | 9 |
| Other income | 1 | 10 |
| Total | 1 | 19 |
The following is a summary of the main components of operating expenses. The most significant variations are analysed in the 'Financial and economic results' section of the 'Operating and Financial Review'.
Purchases, services and other costs included the following:
| First half | First half |
|---|---|
| 2015 (€ million) |
2016 |
| Production costs - raw, ancillary and consumable materials and goods 1,079 |
1,019 |
| Production costs - services 2,511 |
2,176 |
| Operating leases and other 622 |
434 |
| Net provisions for contingencies 40 |
(11) |
| Other expenses 95 |
119 |
| less: | |
| - capitalised direct costs associated with self-constructed assets (10) |
(1) |
| - changes in inventories of raw, ancillary and consumable materials and goods 13 |
28 |
| Total 4,350 |
3,764 |
Costs for brokerage services were below €1 million (€1 million in the first half of 2015).
Provisions for contingencies are detailed in Note 20 'Provisions for contingencies'.
Purchase services and other costs to related parties are shown in Note 43 'Transactions with related parties'.
Payroll and related costs were as follows:
| First half 2015 (€ million) |
First half 2016 |
|---|---|
| Payroll and related costs 1,226 |
950 |
| less: | |
| - own work capitalised (5) |
(1) |
| Total 1,221 |
949 |
As at June 30, 2016, no plans are outstanding as the 2008 stock option plan approved by the Saipem SpA shareholders' assembly on April 28, 2008 ended during July 2015, as the term for exercising the options to purchase Saipem stocks expired. The outstanding options at June 30, 2015 were not exercised and therefore expired.
The average number of employees, by category, for all consolidated companies was as follows:
| (number) | First half 2015 |
First half 2016 |
|---|---|---|
| Senior managers | 409 | 400 |
| Junior managers | 4,859 | 4,210 |
| White collars | 22,058 | 18,734 |
| Blue collars | 19,946 | 16,928 |
| Seamen | 332 | 302 |
| Total | 47,604 | 40,574 |
The average number of employees was calculated as the arithmetic mean of the number of employees at the beginning and end of the period. The average number of senior managers included managers employed and operating in foreign countries whose position was comparable to senior manager status.
Depreciation, amortisation and impairment are detailed below:
| (€ million) | First half 2015 |
First half 2016 |
|---|---|---|
| Depreciation and amortisation: | ||
| - tangible assets | 377 | 339 |
| - intangible assets | 5 | 5 |
| Total depreciation and amortisation | 382 | 344 |
| Impairment: | ||
| - tangible assets | 211 | 1 |
| - intangible assets | - | - |
| Total impairment | 211 | 1 |
| Total | 593 | 345 |
The income statement effects of the change in fair value of derivatives that do not meet the formal requirements to qualify as hedging instruments under IFRS are recognised in 'Other operating income and expenses'. At June 30, 2016, these amounted to amounted to €1 million.
Finance income (expense) was as follows:
| First half | First half | |
|---|---|---|
| (€ million) | 2015 | 2016 |
| Finance income (expense) | ||
| Finance income | 516 | 636 |
| Finance expense | (607) | (676) |
| Total | (91) | (40) |
| Derivative financial instruments | (19) | (30) |
| Total | (110) | (70) |
Net finance income and expense was as follows:
| First half | First half | |
|---|---|---|
| (€ million) | 2015 | 2016 |
| Exchange gains (losses) | 7 | 11 |
| Exchange gains | 511 | 627 |
| Exchange losses | (504) | (616) |
| Finance income (expense) related to net borrowings | (95) | (48) |
| Interest and other income from Group financial companies | - | - |
| Interest from banks and other financial institutions | 5 | 7 |
| Interest and other expense due to Group financial companies | (80) | - |
| Interest and other expense due to banks and other financial institutions | (20) | (55) |
| Other finance income (expense) | (3) | (3) |
| Other finance income from third parties | - | 2 |
| Other finance expense | - | (3) |
| Finance income (expense) on defined benefit plans | (3) | (2) |
| Total finance income (expense) | (91) | (40) |
Gains (losses) on derivatives consisted of the following:
| (€ million) | First half 2015 |
First half 2016 |
|---|---|---|
| Exchange rate derivatives | (18) | (29) |
| Interest rate derivatives | (1) | (1) |
| Total | (19) | (30) |
Net expenses from derivatives of €30 million (expenses of €19 million in the first half of 2015) mainly related to the recognition in income of the change in fair value of derivatives that do not qualify for hedge accounting under IFRS and the recognition of the forward component of derivatives that qualify for hedge accounting.
Finance income (expense) with related parties are shown in Note 43 'Transactions with related parties'.
The share of profit (loss) of investments accounted for using the equity method was as follows:
| (€ million) | First half 2015 |
First half 2016 |
|---|---|---|
| Share of profit of investments accounted for using the equity method | 8 | 13 |
| Share of loss of investments accounted for using the equity method | (10) | (2) |
| Net additions to (deductions from) the provisions for losses related to investments accounted for using the equity method | (9) | (2) |
| Total | (11) | 9 |
The share of profit (losses) of investments accounted for using the equity method is commented on in Note 10 'Investments accounted for using the equity method'.
There was no other income (expense) from investments in the reporting period.
Income taxes consisted of the following:
| First half | First half | |
|---|---|---|
| (€ million) | 2015 | 2016 |
| Current taxes: | ||
| - Italian subsidiaries | (4) | 11 |
| - foreign subsidiaries | 151 | 121 |
| Net deferred taxes: | ||
| - Italian subsidiaries | (217) | (137) |
| - foreign subsidiaries | 83 | 125 |
| Total | 13 | 120 |
| (€ million) | First half 2015 |
First half 2016 |
|---|---|---|
| Income taxes recognised in consolidated income statement | 13 | 120 |
| Income taxes recognised in statement of comprehensive income | (53) | 38 |
| Tax on total comprehensive income | (40) | 158 |
The share of profits of non-controlling interests amounted to €3 million (€14 million in the first half of 2015).
Basic earnings per ordinary share are calculated by dividing net profit for the period attributable to Saipem SpA's shareholders by the weighted average of ordinary shares outstanding during the period, excluding treasury shares.
Following the share capital increase in February 2016, resolved at the Extraordinary Shareholders Meeting held on December 2, 2015 and involving the issue of 9,668,363,496 new ordinary shares at a price of €0.362 each, the weighted average number of outstanding shares adjusted for the calculation of the basic earnings is 7,072,533,556 and 439,361,742 respectively for the financial years 2016 and 2015.
Diluted earnings per share are calculated by dividing net profit for the period attributable to Saipem SpA's shareholders by the weighted average of fully-diluted shares issued and outstanding during the period with the exception of treasury shares and including the number of shares that could potentially be issued.
The number of shares outstanding used for the calculation of the diluted earnings (loss) per share was 7,072,639,682 and 439,532,418 in 2016 and 2015, respectively.
Reconciliation of the average number of shares used for the calculation of basic and diluted earnings per share is as follows:
| June 30, 2015 | June 30, 2016 | ||
|---|---|---|---|
| Average number of shares used for the calculation of the basic earnings per share | 439,361,742 | 7,072,533,556 | |
| Number of potential shares following stock option plans | 61,350 | - | |
| Number of savings shares convertible into ordinary shares | 109,326 | 106,126 | |
| Weighted average number of outstanding shares for diluted earnings per share | 439,532,418 | 7,072,639,682 | |
| Net profit (loss) attributable to Saipem | (€ million) | (920) | 53 |
| Basic earnings (loss) per share | (€ per share) | (2.094) | 0.007 |
| Diluted earnings (loss) per share | (€ per share) | (2.093) | 0.007 |
| (€ million) | Offshore E&C |
Onshore E&C |
Offshore Drilling |
Onshore Drilling |
Not allocated | Total |
|---|---|---|---|---|---|---|
| First half 2015 | ||||||
| Net sales from operations | 4,476 | 1,321 | 744 | 493 | - | 7,034 |
| less: intra-group sales | 1,088 | 273 | 206 | 94 | - | 1,661 |
| Net sales to customers | 3,388 | 1,048 | 538 | 399 | - | 5,373 |
| Operating result | (114) | (758) | 140 | (58) | - | (790) |
| Depreciation, amortisation and impairment | 310 | 71 | 124 | 88 | - | 593 |
| Net income from investments | (5) | 12 | - | - | - | 7 |
| Capital expenditure | 82 | 17 | 107 | 62 | - | 268 |
| Property, plant and equipment | 3,462 | 544 | 3,031 | 1,104 | - | 8,141 |
| Investments (1) | 106 | (4) | - | 5 | - | 107 |
| Current assets | 3,008 | 2,223 | 556 | 533 | 2,183 | 8,503 |
| Current liabilities | 3,688 | 2,018 | 255 | 207 | 3,833 | 10,001 |
| Provisions for contingencies (1) | 49 | 132 | 1 | 2 | 63 | 247 |
| First half 2016 | ||||||
| Net sales from operations | 4,169 | 1,625 | 679 | 349 | - | 6,822 |
| less: intra-group sales | 1,098 | 198 | 192 | 59 | - | 1,547 |
| Net sales to customers | 3,071 | 1,427 | 487 | 290 | - | 5,275 |
| Operating result | 204 | 1 | 126 | (94) | - | 237 |
| Depreciation, amortisation and impairment | 125 | 19 | 111 | 90 | - | 345 |
| Net income from investments | 7 | 2 | - | - | - | 9 |
| Capital expenditure | 51 | 4 | 18 | 24 | - | 97 |
| Property, plant and equipment | 3,317 | 519 | 2,955 | 984 | - | 7,775 |
| Investments (1) | 118 | 17 | - | 6 | - | 141 |
| Current assets | 2,533 | 2,080 | 507 | 409 | 2,332 | 7,861 |
| Current liabilities | 2,520 | 1,785 | 193 | 164 | 658 | 5,320 |
| Provisions for contingencies (1) | 49 | 98 | 1 | 3 | 42 | 193 |
(1) See the section "Reconciliation of reclassified balance sheet, income statement and cash flow statement to statutory schemes" on page 70.
Since Saipem's business involves the deployment of a fleet on a number of different projects over a single year, it is difficult to allocate assets to a specific geographic area. As a result, certain assets have been deemed not directly attributable. The unallocated part of tangible and intangible assets and capital expenditure related to vessels and their related equipment and goodwill.
The unallocated part of current assets pertained to inventories related to vessels.
A breakdown of revenues by geographical area is provided in Note 31 'Net sales from operations'.
| (€ million) | Italy | Rest of Europe | CIS | Rest of Asia | North Africa | West Africa | Americas | Unallocated | Total |
|---|---|---|---|---|---|---|---|---|---|
| First half 2015 | |||||||||
| Capital expenditure | 7 | 3 | 15 | 58 | - | 2 | 26 | 157 | 268 |
| Tangible and intangible assets | 108 | 31 | 303 | 949 | 2 | 155 | 805 | 5,788 | 8,141 |
| Identifiable assets (current) | 403 | 1,419 | 811 | 1,667 | 356 | 956 | 1,819 | 1,072 | 8,503 |
| First half 2016 | |||||||||
| Capital expenditure | 5 | 1 | 2 | 22 | - | - | 4 | 63 | 97 |
| Tangible and intangible assets | 90 | 25 | 239 | 947 | - | 113 | 704 | 5,657 | 7,775 |
| Identifiable assets (current) | 1,043 | 851 | 1,005 | 1,680 | 281 | 849 | 1,216 | 936 | 7,861 |
Current assets were allocated by geographical area using the following criteria: (i) cash and cash equivalents and financing receivables were allocated on the basis of the country in which individual company bank accounts were held; (ii) inventory was allocated on the basis of the country in which onshore storage facilities were situated (i.e. excluding inventory in storage facilities situated on vessels); (iii) trade receivables and other assets were allocated to the geographical area to which the related project belonged.
Non-current assets were allocated on the basis of the country in which the asset operates, except for offshore drilling and construction vessels, which were included under 'Unallocated'.
Construction contracts were accounted for in accordance with IAS 11.
| First half | |
|---|---|
| 2015 | 2016 |
| 2,001 | 2,095 |
| (1,545) | (933) |
| 456 | 1,162 |
| 5,943 | 5,461 |
| (5,425) | (4,264) |
| (62) | (35) |
| 456 | 1,162 |
| First half |
On January 22, 2016, following the entry into force of the transfer of 12.5% of Saipem SpA's share capital from Eni to CDP Equity SpA (ex Fondo Strategico Italiano), Eni no longer has sole control over Saipem SpA, which has been replaced by the joint control exercised by Eni and CDP Equity SpA, with a resulting variation in the perimeter of related parties. Transactions with related parties entered into by Saipem SpA and/or companies within the scope of consolidation concern mainly the supply of services, the exchange of goods with joint ventures, associates and unconsolidated subsidiaries, with subsidiaries, jointly-controlled entities and associates of Eni SpA, with several jointly-controlled entities and associates of CDP Equity SpA, and with entities owned controlled by the Italian State, in particular companies of the Snam Group. These transactions are an integral part of ordinary dayto-day business and are carried out under market conditions which would be applied between independent parties. All transactions were carried out for the mutual benefit of the Saipem companies involved. Pursuant to disclosure requirements covered under Consob Regulation No. 17221 of March 12, 2010, the following transactions with related parties were carried out in the first half of 2016:
The tables below show the value of transactions of a trade, financial or other nature entered into with related parties. The analysis by company is based on the principle of relevance in relation to the total amount of transactions. Transactions not itemised because they are immaterial are aggregated under the following captions:
Trade and other transactions as of December 31, 2015 and for the six-month period ended June 30, 2015 were as follows:
| (€ million) | |||||||
|---|---|---|---|---|---|---|---|
| Dec. 31, 2015 | First half 2015 | ||||||
| Expenses | Revenues | ||||||
| Name | Trade and other receivables |
Trade and other payables |
Guarantees | Goods | Services (1) | Goods and services | Other |
| Unconsolidated subsidiaries | |||||||
| SAGIO - Companhia Angolana de Gestão de Instalaçao Offshore Lda | - | 1 | - | - | - | - | - |
| Total unconsolidated subsidiaries | - | 1 | - | - | - | - | - |
| Associates and jointly-controlled companies | |||||||
| ASG Scarl | - | 9 | - | - | - | - | - |
| CEPAV (Consorzio Eni per l'Alta velocità) Due | 60 | 99 | 218 | - | - | 81 | - |
| CEPAV (Consorzio Eni per l'Alta velocità) Uno | 7 | 3 | 122 | - | - | - | - |
| Charville - Consultores e Servicos, Lda | 1 | - | - | - | - | - | - |
| CSFLNG Netherlands BV | 1 | 6 | - | - | - | 23 | - |
| KWANDA Suporte Logistico Lda | 69 | 10 | - | - | 2 | 5 | - |
| Petromar Lda | 97 | 16 | 18 | - | 1 | 29 | - |
| Rosetti Marino SpA Group | - | 4 | - | - | 2 | - | - |
| Saipar Drilling Co BV | - | - | - | - | - | 1 | - |
| Saipem Dangote E&C Ltd | - | 1 | - | - | - | - | - |
| Saipem Taqa Al Rushaid Fabricators Co Ltd | 4 | 5 | - | - | 48 | (1) | - |
| Société pour la Réalisation du Port de Tanger Méditerranée | 1 | - | - | - | - | - | - |
| Southern Gas Constructors Ltd | 1 | - | - | - | - | - | - |
| TSGI Mühendislik Insaat Ltd Sirketi | 2 | - | - | - | - | - | - |
| Xodus Subsea Ltd | 2 | 1 | - | - | - | - | - |
| Others (for transactions not exceeding €500 thousand) | 1 | 1 | - | - | 1 | - | - |
| Total associated and jointly-controlled companies | 246 | 155 | 358 | 2 | 52 | 138 | - |
| Eni consolidated subsidiaries | |||||||
| Eni SpA | 7 | 12 | 3,071 | - | 9 | - | - |
| Eni SpA Downstream Gas Division | - | - | - | - | 1 | - | - |
| Eni SpA Exploration & Production Division | 65 | 3 | - | - | - | 52 | - |
| Eni SpA Gas & Power Division | 1 | 1 | - | - | - | - | - |
| Eni SpA Refining & Marketing Division | 22 | 2 | - | 2 | - | 8 | - |
| Agip Karachaganak BV | - | - | - | - | - | - | - |
| Agip Oil Ecuador BV | - | 1 | - | - | - | 2 | - |
| Banque Eni SA | - | - | - | - | 1 | - | - |
| Eni Adfin SpA | - | - | - | - | 2 | - | - |
| Eni Angola SpA | 53 | - | - | - | - | 124 | - |
| Eni Congo SA | 83 | 5 | - | - | - | 224 | - |
| Eni Corporate University SpA | - | 1 | - | - | 2 | - | - |
| Eni Cyprus Ltd | 23 | - | - | - | - | 42 | - |
| Eni Insurance Ltd | - | 6 | - | - | 3 | - | - |
| Eni Lasmo PLC | 26 | - | - | - | - | 7 | - |
| Eni Muara Bakau BV | 56 | 17 | - | - | - | 128 | - |
| Eni Norge AS | 50 | - | - | - | - | 78 | - |
| Eni North Africa BV | 1 | - | - | - | - | - | - |
| EniServizi SpA | - | 8 | - | - | 22 | - | - |
| Eni Trading & Shipping SpA | - | - | - | - | 5 | - | - |
| Eni Turkmenistan Ltd | 4 | - | - | - | - | 7 | - |
| Hindustan Oil Exploration Co Ltd | 1 | - | - | - | - | - | - |
(€ million)
| Dec. 31, 2015 | First half 2015 | ||||||
|---|---|---|---|---|---|---|---|
| Expenses | Revenues | ||||||
| Name | Trade and other receivables |
Trade and other payables |
Guarantees | Goods | Services (1) | Goods and services | Other |
| Naoc - Nigerian Agip Oil Co Ltd | 4 | - | - | - | - | - | - |
| Raffineria di Gela SpA | 1 | - | - | - | - | 1 | - |
| Serfactoring SpA | 4 | 17 | - | - | 1 | - | - |
| Syndial SpA | 1 | 1 | - | - | - | 3 | - |
| Versalis SpA | 30 | - | - | - | - | 9 | - |
| Others (for transactions not exceeding €500 thousand) | 1 | - | - | - | - | 3 | - |
| Total Eni consolidated subsidiaries | 433 | 74 | 3,071 | 2 | 46 | 688 | - |
| Eni associated and jointly-controlled companies | |||||||
| Eni East Africa SpA | 1 | - | - | - | - | 20 | - |
| Greenstream BV | 1 | - | - | - | - | 1 | - |
| Mellitah Oil&Gas BV | 9 | - | - | - | - | - | - |
| Petrobel Belayim Petroleum Co | 19 | - | - | - | - | 27 | - |
| Raffineria di Milazzo | 3 | - | - | - | - | 4 | - |
| Others (for transactions not exceeding €500 thousand) | 2 | - | - | - | - | - | - |
| Total Eni associates and jointly-controlled companies | 35 | - | - | - | - | 52 | - |
| Total Eni companies | 468 | 74 | 3,071 | 2 | 46 | 740 | - |
| Companies controlled or owned by the State | 25 | 51 | - | - | 1 | 12 | - |
| Pension funds: FOPDIRE | - | - | - | - | 1 | - | - |
| Total transactions with related parties | 739 | 281 | 3,429 | 4 | 100 | 890 | - |
| Overall total | 3,348 | 5,186 | 7,038 | 1,079 | 3,228 | 5,373 | 1 |
| Incidence (%) | 22.22 (2) | 5.42 | 48.72 | 0.37 | 3.07 (3) | 16.56 | 0.00 |
(1) The item 'Services' includes costs for services, costs for the use of third-party assets and other costs.
(2) Incidence includes receivables shown in the table 'Financial transactions'.
(3) Incidence is calculated net of pension funds.
Trade transactions as at June 30, 2016 were as follows:
| June 30, 2016 | First half 2016 | ||||||
|---|---|---|---|---|---|---|---|
| Expenses | Revenues | ||||||
| Name | Trade and other receivables |
Trade and other payables |
Guarantees | Goods | Services (1) | Goods and services | Other |
| Unconsolidated subsidiaries | |||||||
| SAGIO - Companhia Angolana de Gestão de Instalaçao Offshore Lda | - | 1 | - | - | 1 | - | - |
| Total unconsolidated subsidiaries | - | 1 | - | - | 1 | - | - |
| Associates and jointly-controlled companies | |||||||
| ASG Scarl | - | 7 | - | - | (1) | - | - |
| CEPAV (Consorzio Eni per l'Alta velocità) Due | 42 | 41 | 199 | - | 35 | 86 | - |
| CEPAV (Consorzio Eni per l'Alta velocità) Uno | 7 | 5 | 121 | - | 1 | - | - |
| Charville - Consultores e Servicos, Lda | 1 | - | - | - | - | 1 | - |
| CSFLNG Netherlands BV | - | - | - | - | - | 6 | - |
| KWANDA Suporte Logistico Lda | 70 | 10 | - | - | 1 | 2 | - |
| Petromar Lda | 100 | 16 | 6 | - | 1 | 12 | - |
| Rosetti Marino SpA Group | 1 | 2 | - | 2 | - | - | - |
| Saipar Drilling Co BV | - | - | - | - | - | - | - |
Trade and other transactions (continued)
(€ million)
| June 30, 2016 | First half 2016 | |||||||
|---|---|---|---|---|---|---|---|---|
| Expenses | Revenues | |||||||
| Name | Trade and other receivables |
Trade and other payables |
Guarantees | Goods | Services (1) | Goods and services | Other | |
| Saipem Dangote E&C Ltd | - | - | - | - | - | - | - | |
| Saipem Taqa Al Rushaid Fabricators Co Ltd | 6 | 29 | - | - | 30 | 1 | - | |
| Société pour la Réalisation du Port de Tanger Méditerranée | 1 | - | - | - | - | - | - | |
| Southern Gas Constructors Ltd | 1 | - | - | - | - | - | ||
| TMBYS SAS | 1 | - | - | - | - | - | - | |
| TSGI Mühendislik Insaat Ltd Sirketi | 4 | - | - | - | - | - | - | |
| Xodus Subsea Ltd | 2 | 2 | - | - | 2 | - | - | |
| Others (for transactions not exceeding €500 thousand) | 1 | 1 | - | - | - | 2 | - | |
| Total associated and jointly-controlled companies | 237 | 113 | 326 | 2 | 69 | 110 | - | |
| Companies controlled by Eni/CDP Equity SpA | ||||||||
| Eni SpA | 7 | 1 | 2,506 | - | 1 | 9 | - | |
| Eni SpA Downstream Gas Division | - | - | - | - | 1 | - | - | |
| Eni SpA Exploration & Production Division | 51 | 3 | 2 | - | - | 32 | - | |
| Eni SpA Gas & Power Division | 1 | - | - | - | - | - | - | |
| Eni SpA Refining & Marketing Division | 1 | - | 10 | 1 | - | 2 | - | |
| Agip Karachaganak BV | - | - | - | - | - | - | - | |
| Agip Oil Ecuador BV | 1 | 1 | - | - | - | 1 | - | |
| Banque Eni SA | - | - | 200 | - | 1 | - | - | |
| Eni Adfin SpA | - | 2 | - | - | 2 | - | - | |
| Eni Angola SpA | 74 | - | 43 | - | - | 121 | - | |
| Eni Congo SA | 39 | 3 | 1 | - | 1 | 39 | - | |
| Eni Corporate University SpA | - | - | - | - | 1 | - | - | |
| Eni Cyprus Ltd | - | - | - | - | - | - | - | |
| Eni Insurance Ltd | - | 9 | - | - | 5 | - | - | |
| Eni Lasmo PLC | 3 | - | - | - | - | (4) | - | |
| Eni Muara Bakau BV | 58 | 13 | 67 | - | - | 116 | - | |
| Eni Norge AS | 37 | - | - | - | - | 86 | - | |
| Eni North Africa BV | 1 | - | - | - | - | - | - | |
| EniServizi SpA | - | 6 | - | - | 14 | - | - | |
| Eni Trading & Shipping SpA | - | - | - | - | - | - | - | |
| Eni Turkmenistan Ltd | 3 | - | - | - | - | (1) | - | |
| First Calgary Petroleum LP | - | - | 100 | - | - | - | - | |
| Hindustan Oil Exploration Co Ltd | 1 | - | - | - | - | - | - | |
| Ieoc Production BV | 4 | - | - | - | - | 42 | - | |
| Naoc - Nigerian Agip Oil Co Ltd | 3 | - | - | - | - | - | - | |
| Raffineria di Gela SpA | - | - | - | - | - | - | - | |
| Serfactoring SpA | 4 | 4 | - | - | - | - | - | |
| Syndial SpA | 1 | 1 | - | - | - | - | - | |
| Tecnomare SpA | 1 | - | - | - | - | 1 | - | |
| Versalis France SAS | - | - | - | - | - | 1 | ||
| Versalis SpA | - | - | 43 | - | - | 11 | - | |
| Others (for transactions not exceeding €500 thousand) | 2 | 2 | - | - | - | 1 | - | |
| Total companies controlled by Eni/CDP Equity SpA | 292 | 45 | 2,972 | 1 | 26 | 457 | - | |
| Eni and CDP Equity SpA associated and jointly-controlled companies |
||||||||
| Eni East Africa SpA | 2 | - | 2 | - | - | 1 | - | |
| Eusebi Impianti Srl | - | - | - | - | 5 | - | - | |
| Greenstream BV | - | - | - | - | - | - | - | |
| Mellitah Oil&Gas BV | 9 | - | 30 | - | - | - | - | |
| Petrobel Belayim Petroleum Co | 56 | - | - | - | - | 55 | - |
(€ million)
| June 30, 2016 | First half 2016 | ||||||
|---|---|---|---|---|---|---|---|
| Expenses | Revenues | ||||||
| Name | Trade and other receivables |
Trade and other payables |
Guarantees | Goods | Services (1) | Goods and services | Other |
| PetroJunìn SA | - | - | 2 | - | - | - | - |
| Pharaonic Petroleum Co | - | - | 6 | - | - | - | - |
| Raffineria di Milazzo | - | - | 1 | - | - | - | - |
| Valvitalia SpA | - | - | - | 1 | - | - | - |
| Others (for transactions not exceeding €500 thousand) | - | - | - | - | - | - | - |
| Total Eni/CDP Equity SpA associated and jointly-controlled companies |
67 | - | 41 | 1 | 5 | 56 | - |
| Total Eni/CDP Equity SpA companies | 359 | 45 | 3,013 | 2 | 31 | 513 | - |
| Companies controlled or owned by the State | 11 | 1 | 2 | - | 1 | 13 | - |
| Pension funds: FOPDIRE | - | - | - | - | 1 | - | - |
| Total transactions with related parties | 607 | 160 | 3,341 | 4 | 103 | 636 | - |
| Overall total | 2,816 | 4,588 | 7,120 | 1,019 | 2,729 | 5,275 | 19 |
| Incidence (%) | 21.63 (2) | 3.49 | 46.92 | 0.39 | 3.74 (3) | 12.06 | - |
(1) The item 'Services' includes costs for services, costs for the use of third-party assets and other costs.
(2) Incidence includes receivables shown in the table 'Financial transactions'.
(3) Incidence is calculated net of pension funds.
The figures shown in the tables refer to Note 3 'Trade and other receivables', Note 15 'Trade and other payables', Note 30 'Guarantees, commitments and risks', Note 31 'Net sales from operations', Note 32 'Other income and revenues' and Note 33 'Purchases, services and other costs'.
The Saipem Group provides services to Eni Group companies in all sectors in which it operates, both in Italy and abroad. Existing relations with entities controlled or owned by the State are mainly in relation to the Snam Group.
Other transactions consisted of the following:
| June 30, 2016 | |||
|---|---|---|---|
| Other assets |
Other current liabilities |
Other assets |
Other current liabilities |
| 87 | 152 | 1 | 1 |
| - | - | 1 | - |
| 1 | 3 | - | - |
| 3 | - | 1 | - |
| - | - | - | - |
| 91 | 155 | 3 | 1 |
| 323 | 244 | 263 | 204 |
| 28.17 | 63.52 | 1.14 | 0.49 |
| Dec. 31, 2015 |
Financial transactions as of December 31, 2015 and for the six-month period ended June 30, 2015 were as follows:
| (€ million) | ||||||||
|---|---|---|---|---|---|---|---|---|
| Dec. 31, 2015 | First half 2015 | |||||||
| Name | Cash and cash equivalents |
Receivables (1) | Payables (2) | Commitments | Expenses | Income | Derivative financial instruments |
|
| Eni SpA | 24 | - | 2,491 | 11,428 | (40) | - | (24) | |
| Banque Eni SA | 27 | - | - | 183 | - | - | 6 | |
| Eni Finance International SA | 126 | - | 3,473 | - | (38) | - | - | |
| Eni Finance Usa Inc | - | - | 25 | - | - | - | - | |
| Eni Trading & Shipping SpA | - | - | - | - | - | - | - | |
| Serfactoring SpA | - | - | 6 | - | (2) | - | - | |
| TMBYS SAS | - | 5 | - | - | - | - | - | |
| Total transactions with related parties | 177 | 5 | 5,995 | 11,611 | (80) | - | (18) |
(1) Shown on the balance sheet under 'Trade and other receivables' (€5 million).
(2) Shown on the balance sheet under 'Short-term debt' (€2,781 million), 'Long-term debt' (€2,571 million) and 'Current portion of long-term debt' (€643 million).
Financial transactions as of and for the six-month period ended June 30, 2016 were as follows:
| June 30, 2016 | First half 2016 | |||||||
|---|---|---|---|---|---|---|---|---|
| Cash and cash | Derivative financial | |||||||
| Name | equivalents | Receivables (1) | Payables | Commitments | Expenses | Income | instruments | |
| Eni SpA | - | - | - | - | (11) | 4 | (343) | |
| Banque Eni SA | 171 | - | - | - | - | - | (10) | |
| Eni Finance International SA | - | - | - | - | (13) | - | - | |
| Eni Finance USA Inc | - | - | - | - | - | - | - | |
| Eni Trading & Shipping SpA | - | - | - | - | - | - | - | |
| Serfactoring SpA | - | - | - | - | - | - | - | |
| TMBYS SAS | - | 2 | - | - | - | - | - | |
| Total transactions with related parties | 171 | 2 | - | - | (24) | 4 | (353) |
(1) Shown on the balance sheet under 'Trade and other receivables' (€2 million).
The incidence of financial transactions and positions with related parties was as follows:
| Dec. 31, 2015 | June 30, 2016 | ||||||
|---|---|---|---|---|---|---|---|
| (€ million) | Total | Related parties | Incidence (%) | Total | Related parties | Incidence (%) | |
| Short-term debt | 3,016 | 2,781 | 92.21 | 164 | - | - | |
| Long-term debt (including current portion) | 3,497 | 3,214 | 91.91 | 3,462 | - | - | |
| Total | 6,513 | 5,995 | 3,626 | - | - |
| First half 2015 | First half 2016 | ||||||
|---|---|---|---|---|---|---|---|
| (€ million) | Total | Related parties | Incidence (%) | Total | Related parties | Incidence (%) | |
| Finance income | 516 | - | - | 636 | 4 | 0.63 | |
| Finance expense | (607) | (80) | 13.18 | (676) | (24) | 3.55 | |
| Derivative financial instruments | (19) | (18) | 94.74 | (30) | (353) | 1,176.67 | |
| Other operating income (expense) | - | - | - | 1 | - | ||
| Total | (110) | (98) | (69) | (373) |
The main cash flows with related parties were as follows:
| (€ million) | June 30, 2015 | June 30, 2016 |
|---|---|---|
| Revenues and other income | 890 | 636 |
| Costs and other expenses | (104) | (107) |
| Finance income (expenses) and derivatives | (98) | (373) |
| Change in trade receivables and payables | (46) | 11 |
| Net cash provided by operating activities | 642 | 167 |
| Change in financial receivables | 14 | 3 |
| Net cash flow from investments | 14 | 3 |
| Change in financial payables | 963 | (5,995) |
| Net cash from financing activities | 963 | (5,995) |
| Total cash flows with related parties | 1,619 | (5,825) |
The incidence of cash flows with related parties was as follows:
| June 30, 2015 | June 30, 2016 | |||||
|---|---|---|---|---|---|---|
| (€ million) | Total | Related parties | Incidence (%) | Total | Related parties | Incidence (%) |
| Cash provided by operating activities | (852) | 642 | (75.35) | 187 | 167 | 89.30 |
| Cash used in investing activities | (144) | 14 | (9.72) | (66) | 3 | (4.55) |
| Cash flow from financing activities (*) | 817 | 963 | 117.87 | (2,953) | (5,995) | 203.01 |
(*) Net cash flow from (used in) financing activities does not include dividends distributed, net purchase of treasury shares or capital contributions by non-controlling interests.
The table below contains information regarding jointly-controlled entities consolidated using the working interest method as at June 30, 2016:
| (€ million) | June 30, 2015 | June 30, 2016 |
|---|---|---|
| Net capital employed | (48) | (53) |
| Total assets | 88 | 67 |
| Total current assets | 86 | 67 |
| Total non-current assets | 2 | - |
| Total liabilities | 85 | 66 |
| Total current liabilities | 84 | 66 |
| Total non-current liabilities | 1 | - |
| Total revenues | 9 | 7 |
| Total operating expenses | (12) | (7) |
| Operating profit | (3) | - |
| Net profit (loss) for the period | (1) | - |
No significant non-recurring events or operations took place in the first half of 2016 or in the first half of 2015.
No transactions deriving from atypical and/or unusual operations occurred in the first half of 2015 or the first half of 2016.
Information on subsequent events is provided in the section 'Events subsequent to period-end' of the 'Operating and Financial Review'.
Further to the disclosures provided in the Algeria paragraph of the 'Legal proceedings' section, we note the following additional information with regard to projects under execution in Algeria as at June 30, 2016:
The undersigned Stefano Cao and Mariano Avanzi in their capacity as CEO and manager responsible for the preparation of financial reports of Saipem SpA, respectively, pursuant to Article 154-bis, paragraphs 3 and 4 of Legislative Decree No. 58 of February 24, 1998, certify that the internal controls of the administrative and accounting procedures for the drawing up of the year's financial statements during the 2015 financial year were:
adequate to the company structure, and
of preparation of the report.
Internal controls over financial reporting in place for the preparation of the condensed consolidated interim financial statements as of June 30, 2016 have been defined and the evaluation of their effectiveness has been assessed based on principles and methodologies adopted by Saipem in accordance with the Internal Control - Integrated Framework Model issued by the Committee of Sponsoring Organizations of the Treadway Commission, which represents an internationally-accepted framework for the internal control system.
The undersigned officers also certify that:
3.1 the condensed consolidated interim financial statements at June 30, 2016:
July 27, 2016
Stefano Cao Mariano Avanzi CEO Manager responsible for the preparation of financial reports of Saipem SpA
Headquarters: San Donato Milanese (Milan) - Italy Via Martiri di Cefalonia, 67 Branches: Cortemaggiore (Piacenza) - Italy Via Enrico Mattei, 20
Società per Azioni Share Capital €2,191,384,693 fully paid up Tax identification number and Milan Companies' Register No. 00825790157
Information for Shareholders Saipem SpA, Via Martiri di Cefalonia, 67 20097 San Donato Milanese (Milan) - Italy
Relations with institutional investors and financial analysts Fax +39-0252054295 e-mail: [email protected]
Publications Relazione finanziaria annuale (in Italian) Annual Report (in English)
Interim Consolidated Report as of June 30 (in Italian and English)
Saipem Sustainability (in English)
Also available on Saipem's website: www.saipem.com
Website: www.saipem.com Operator: +39-025201
Layout and supervision: Studio Joly Srl - Rome - Italy Printing: Stilgraf Srl - Viadana (Mantua) - Italy
saipem spa Via Martiri di Cefalonia, 67 20097 San Donato Milanese (MI)
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