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TERNIUM ARGENTINA S.A. — Interim / Quarterly Report 2002
Nov 19, 2002
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Download source fileSIDERAR SOCIEDAD ANONIMA INDUSTRIAL Y COMERCIAL
FINANCIAL STATEMENTS
AT SEPTEMBER 30, 2002
SIDERAR SOCIEDAD ANONIMA INDUSTRIAL Y COMERCIAL
FINANCIAL STATEMENTS
AT SEPTEMBER 30, 2002
CONTENTS
Summary information
Consolidated financial statements
Financial statements at September 30, 2002
Balance sheet
Statement of income
Statement of changes in shareholders’ equity
Statement of sources and uses of funds
Notes and exhibits to the financial statements
Report on limited review
SUMMARY INFORMATION
In accordance with the regulations of Resolution No. 368/01 of the National Securities Commission the Board of Directors has approved the following information corresponding to the period of nine months begun on January 1, 2002 and ended September 30, 2002.
1. ACTIVITIES OF THE COMPANY
-
- Results for the year to date
In accordance with Resolution MD 3/2002 issued by the Professional Council in Economic Sciences for the Autonomous City of Buenos Aires and Resolution No.415/02 of the National Securities Commission, these financial statements are disclosed adjusted for inflation. The financial statements are expressed in constant September 30, 2002 Argentine pesos, considering that the accounting measurements that had been restated by the changes in the purchasing power of the currency through to August 31, 1995, as well as those that had a date of origin in the period between that date and December 31, 2001, were restated by the changes in the purchasing power of the currency as from that latter date.
Results of foreign currency denominated transactions of the period were converted into pesos at the relevant exchange rate at the moment each transaction was performed and were adjusted for inflation up until the period closing date using the Wholesale Price Index (IPIM). Holding results on related and subsidiary companies abroad were converted at the relevant exchange rate at the end of the period. Figures for fiscal years prior to December 31, 2001 were restated in closing date currency on the basis of the change in the IPIM between December 31, 2001 and September 30, 2002, in accordance with the procedures detailed in Note 2.2 to the financial statements.
Results of foreign currency denominated transactions of the period were converted into pesos at the relevant exchange rate at the moment each transaction was performed and were adjusted for inflation up until the period closing date using the Wholesale Price Index (IPIM). Holding results on related and subsidiary companies abroad were converted at the relevant exchange rate at the end of the period. Figures for fiscal years prior to December 31, 2001 were restated in closing date currency on the basis of the change in the IPIM between December 31, 2001 and September 30, 2002, in accordance with the procedures detailed in Note 2.2 to the financial statements.
The buying rate for US dollars at the end of the period was 3.64 pesos, and the selling rate was 3.74 pesos. The average rate for US dollars for the period was 2.96 pesos. Accumulated wholesale inflation in 2002 to September 30, 2002 was 121.2%.
Results for the period developed in a context of considerable uncertainty, as a result of the difficult political and economic situation Argentina undergoes. Changes in economic regulations, the sharp currency devaluation which had significant impact on the prices of goods and services, together with the deep changes in the financial system, had a strong effect on the already persistent recessive situation in the domestic market.
The consolidated result for the period was a profit of $ 17.6 million; this figure is made up of an operating profit of $ 359.3 million, a loss generated by financial and holding results, and other ordinary income and expense for $ 402.5 million (generated basically by the devaluation, which affected mainly the indebtedness and the conversion of certain credits into pesos), a gain from investments in related companies of $ 12.4 million and a gain from net foreign exchange results in related companies of $ 48.4 million. During the same period of the previous year, the net result was a loss of $ 92.1 million.
During the period shipments totaled 1,570 thousand tons (including slabs for 171 thousand tons) and the production of hot rolled products amounted to 1,481 thousand tons, compared to the 1,545 thousand tons (including slabs for 41 thousand tons) and 1,545 thousand tons respectively in the same period of the previous year.
Sales on the domestic market totaled 543 thousand tons, a drop of 25% compared to the 726 thousand tons in the same period of the previous year.
Export sales totaled 1,028 thousand tons, a 26% increase compared to the 819 thousand tons shipped in the same period of the previous year.
Net sales amounted to $ 1,862.4 million, compared to the $ 1,388.3 million in the same period of the previous year. Most of the increase in net sales was due to the effects of converting Siderar´s foreign currency sales to pesos, as the devaluation exceeded wholesale inflation. In addition during the period export shipments increased significantly, offset by lower domestic sales and a reduction in tax rebates, and the impact of an export sales tax.
Selling and administrative expenses amounted to $ 166.6 million (9% of net sales), compared to $ 164.8 million (12% of net sales) in the same period of the previous year. The increase in sales expenses, mainly due to a higher proportion of exports in the sales mix, was compensated by the effect of the cost reduction programs initiated during the previous year.
Operating profit for the period was $ 359.3 million (19% of net sales) compared to $ 60.7 million (4 % of net sales) in the same period of the previous year. this result, although affected by the low level of domestic market sales, showed an improvement as a result of higher export shipments and the recovery of international prices as from the second quarter of the period, even after considering the effects of the reduction of 50% in tax rebates on export sales and the impact of a 5% export tax on industrial manufactured goods. A higher cost of sales was originated by the imported supplies component, that was compensated by the benefits of the cost reduction programs initiated last year.
Financial and holding results reflect the strong impact generated by the devaluation of the peso, the changes in the prices of goods and services and the effects of inflation. Interest and other financing expenses results were a loss of $ 181.9 million. Net foreign exchange results were a loss of $ 589.5 million, of which $ 503.2 million were related to foreign exchange debt incurred in capital expenditure financing and as such were capitalized in fixed assets; as a result of this the net foreign exchange result was a loss of $ 86.3 million. Net inventory and fixed asset spares holding results were a gain of $ 1.1 million. The effect of inflation, mainly on certain trade receivables and net tax credits, generated a loss of $ 97.8 million. Foreign exchange gains generated by investments in related companies of $ 48.4 million were included under Net foreign exchange results on equity holdings.
Other ordinary income and expenses recorded a loss of $ 37.6 million, compared to $ 17.5 million in the previous year. This is mainly the result of a non-repetitive adjustment in 2001 of the provisions for contingencies, that was partially offset by lower restructuring costs this year.
No extraordinary results were recorded during the period, while in the same period last year extraordinary losses amounted to $ 29.0 million, and were related to certain expenses caused by an emergency stoppage of Blast Furnace #2, and costs related to terminations agreed with management personnel to adapt the management structure to current requirements.
Amazonia equity holdings result during the period was a net income of $ 12.2 million. This amount includes an operating loss of $ 27.5 million and a partial adjustment gain of $ 39.7 million of the provision set up as of December 31, 2001. The investment in Amazonia Equity and Equity Convertible Loans (including accrued interest) amounted to $ 130.5 million (US$ 34.9 million).
During the period funds generated by operations were $ 202.3 million; those funds were mainly used to finance working capital.
The main changes to equity accounts were caused by the effects of the revaluation of foreign currency items, the capitalization of foreign exchange results on fixed assets and the restatements of inventory values as a result of the devaluation and the changes in the price of goods and services.
1.2. Results for quarter
The consolidated result for the July-September 2002 quarter was a gain of $ 74.1 million, while in the same period of the previous year the result was a loss of $ 34.9 million. This improvement was mainly due to the increase in the ordinary operating income.
Sales on the domestic market remained at low levels, totaling 185 thousand tons, a decrease of 8% compared to the 201 thousand tons in the same period of the previous year. Export sales totaled 343 thousand tons showing a significant recovery, being 72% higher than the 200 thousand tons in the same period of the previous year.
Net sales in the quarter totaled $ 691.1 million, compared to the $ 373.0 million in the same period of the previous year. Most of this increase was due to the effects of converting Siderar's foreign currency sales to pesos, as the devaluation exceeded the rate of wholesale inflation. In addition, Siderar benefited from higher export shipments and higher average selling prices even after the impact of the 5% export sales tax and 50% reduction in tax rebates on export sales.
Selling and administrative expenses totaled $ 57.2 million (8% of net sales), while in the same period of the previous year they totaled $ 44.5 million (12% of net sales). The increase in sales expenses was due to a higher proportion of exports in the sales mix, and was offset by the effect of the cost reduction programs initiated during the previous year.
Operating profit for the quarter was $ 226.1 million (33% of net sales) compared to $ 19.3 million (5% of net sales) in the same period of the previous year. This improvement was mainly due to the increase in export shipments and prices, that were partially offset by a decline in domestic shipments and the impact of the reduction in tax rebates, and the application of an export sales tax. A higher cost of sales was the result of higher shipments and the effect of the imported supplies component, that were partially compensated by the benefits of the cost reduction programs initiated last year.
Net financial and holding results for the quarter recorded a loss of $ 116.1 million, which included a loss from interest and other financing expenses result of $ 51.9 million. Net foreign exchange results were a gain of $ 151.7 million as a result of the domestic currency revaluation during the quarter, of which $ 104.0 million were related to foreign exchange debt incurred in capital expenditure financing and as such it adjusted the foreign exchange result that was capitalized in fixed assets during the current fiscal year; as a result of this the net foreign exchange result was a gain of $ 47.7 million. Net inventory and fixed asset spares holding results were a loss of $ 86.8 million. The effect of inflation, mainly on certain trade receivables and net tax credits, generated a loss of $ 25.1 million. Foreign exchange losses generated by investments in related companies of $ 17.6 million were included under Net foreign exchange results on equity holdings.
Other ordinary income and expenses recorded a loss of $ 8.7 million, compared to $ 8.8 million in the previous year, as a result of a non-repetitive adjustment in 2001 of the provisions for contingencies, that was offset by lower restructuring costs this year.
Amazonia equity holdings result during the quarter was a loss of $ 9.6 million, a slight recovery compared to a loss of $ 12.8 million reported in the same period of the previous year.
2. CONSOLIDATED EQUITY STRUCTURE (compared to the nine-month periods ended September 30, 1998, 1999, 2000 and 2001 - Amounts stated in thousands of pesos)
| 09.30.2002 | 09.30.2001 | 09.30.2000 | 09.30.1999 | 09.30.1998 | |||||
| Current assets | 1,046,460 | 1,082,458 | 1,063,950 | 1,093,403 | 1,192,498 | ||||
| Non-current assets | 2,249,383 | 1,749,721 | 1,901,993 | 1,936,615 | 2,075,301 | ||||
| Total | 3,295,843 | 2,832,179 | 2,965,943 | 3,030,018 | 3,267,799 | ||||
| Current liabilities | 1,928,517 | 1,104,596 | 793,075 | 812,972 | 963,470 | ||||
| Non-current liabilities | 276,853 | 468,357 | 750,089 | 837,565 | 815,677 | ||||
| Sub-total | 2,205,370 | 1,572,953 | 1,543,164 | 1,650,537 | 1,779,147 | ||||
| Minority interest in subsidiaries | 64 | 120 | 129 | 118 | 224 | ||||
| Shareholders’ equity | 1,090,409 | 1,259,106 | 1,422,650 | 1,379,363 | 1,488,428 | ||||
| Total | 3,295,843 | 2,832,179 | 2,965,943 | 3,030,018 | 3,267,799 |
3. CONSOLIDATED INCOME (compared to the nine-month periods ended September 30, 1998, 1999, 2000 and 2001- Amounts stated in thousands of pesos)
| 01.01.2002 to 09.30.2002 | 01.01.2001 to 09.30.2001 | 01.01.2000 to 09.30.2000 | 01.01.1999 to 09.30.1999 | 01.01.1998 to 09.30.1998 | ||||||
| (1) | ||||||||||
| Result from ordinary operations | 359,332 | 60,713 | 202,378 | 126,690 | 333,043 | |||||
| Financial and holding results | (364,902) | (71,458) | (83,897) | (88,431) | (64,887) | |||||
| Other ordinary income and expenses | (37,589) | (17,497) | (24,469) | (18,671) | (27,053) | |||||
| Minority interest in subsidiaries | 29 | (18) | (7) | (15) | (38) | |||||
| Result before taxes | (43,130) | (28,260) | 94,005 | 19,573 | 241,065 | |||||
| Taxes | - | 6,611 | (21,976) | 8,138 | (80,185) | |||||
| Ordinary result | (43,130)2) | (21,649) | 72,029 | 27,711 | 160,880 | |||||
| Result from investments in related companies | 12,360 | (41,362) | (29,285) | (78,975) | (500) | |||||
| Result from net exchange differences in related companies | 48,364 | - | - | - | - | |||||
| Extraordinary results | - | (29,047) | - | - | - | |||||
| Net result for the period | 17,594 | (92,058) | 42,744 | (51,264) | 160,380 |
(1) As from 12/31/01 the Company changed its fiscal year-end closing date from June 30 to December 31.
4. CONSOLIDATED DATA (compared to the nine-month periods ended September 30, 1998, 1999, 2000 and 2001 - in thousands of tons)
| 01.01.2002 to 09.30.2002 | 01.01.2001 to 09.30.2001 | 01.01.2000 to 09.30.2000 | 01.01.1999 to 09.30.1999 | 01.01.1998 to 09.30.1998 | ||||||
| (1) | ||||||||||
| Shipments (2) | 1,570 | 1,545 | 1,448 | 1,669 | 1,649 | |||||
| Domestic market | 543 | 726 | 806 | 877 | 1,229 | |||||
| Exports | 1,028 | 819 | 642 | 792 | 420 | |||||
| Production | ||||||||||
| Hot rolled steel | 1,481 | 1,545 | 1,581 | 1,450 | 1,445 | |||||
| Cold rolled steel | 958 | 1,156 | 1,154 | 1,027 | 797 | |||||
| Coated | 466 | 278 | 240 | 403 | 403 |
(1) As from 12/31/01 the Company changed its fiscal year-end closing date from June 30 to December 31.
(2) Includes 6.7, 22.9, 13.8, 77.0,and 181.8 thousand tons of pig iron in bars for the nine-month periods ended September 30, 2002, 2001, 2000, 1999 and 1998, respectively.
5. CONSOLIDATED RATIOS (compared to the nine-month periods ended September 30, 1998, 1999, 2000 and 2001)
| 09.30.2002 | 09.30.2001 | 09.30.2000 | 09.30.1999 | 09.30.1998 | ||||||
| Liquidity | 0.54 | 0.98 | 1.34 | 1.34 | 1.24 | |||||
| Indebtedness | 2.02 | 1.25 | 1.08 | 1.19 | 1.20 |
6. OUTLOOK
The Argentine economy has suffered from a persistent recession in recent years, and during these nine months the situation has worsened considerably, with GDP estimated to fall 14% this year. This situation was the main cause of the 25% drop in domestic market shipments. However, a recovery in the level of activity has recently been noted, reflecting in a slight increase in volumes shipped to this market. The preservation of this mild recovery in the future will depend on the evolution of the economic situation of the country.
Regarding the export markets, we estimate that export shipments and prices will remain at current levels in the coming months.
Buenos Aires, November 8, 2002
| Leonardo Stazi Chief Financial Officer |
THE BOARD OF DIRECTORS
Fiscal year No. 42 commenced on January 1, 2002
FINANCIAL STATEMENTS at September 30, 2002
Legal address: Leandro N. Alem 1067, Buenos Aires
Main activity: Promotion, construction and operation of steel mills, production and marketing of steel, iron and steel products
From the by-laws and articles of incorporation:
Date of registration in the National Commercial Court of Record of First Instance: March 7, 1962
From the amendments:
Dates of registration in the National Commercial Court of Record of First Instance:
November 10, 1966;
October 10, 1967;
June 11, 1969;
June 9, 1971;
June 24, 1976;
July 1, 1977;
October 5, 1977;
June 26, 1980;
October 13, 1980;
March 29, 1982;
April 27, 1983;
April 11, 1984;
April 2, 1985;
May 7, 1986;
June 30, 1987;
August 10, 1992;
September 16, 1992;
July 28, 1993;
May 6, 1994;
January 5, 1995;
November 7, 1995;
May 28, 1996;
March 11, 1997;
September 30, 1999;
June 25, 2001;
December 27, 2001 and
July 10, 2002
Registration number with the Superintendency of Corporations: 14,510
Duration of the Company: Up to April 2, 2090
Name of parent company: III Industrial Investments Inc.
Participation of parent company in equity: 50,20%
Percentage votes held by parent company: 50,20%
Capital: Par value shares of 1 peso and one vote each
| Class | No. of votes per share | Authorized for Public Offer | Subscribed and paid-in |
| $ | |||
| Common "A" shares outstanding | 1 | 347,468,771 | 347,468,771 |
Legal address: Leandro N. Alem 1067, Buenos Aires
COMPLEMENTARY ACCOUNTING INFORMATION
CONSOLIDATED FINANCIAL STATEMENTS
AT SEPTEMBER 30, 2002 (1)
CONTENTS
Consolidated financial statements at September 30, 2002
Consolidated balance sheet
Consolidated statement of income
Consolidated statement of sources and uses of funds
Notes to the consolidated financial statements
(1) As mentioned in Note 1, the consolidated financial statements should be read together with complementary information to the individual financial statements of Siderar S.A.I.C.
CONSOLIDATED BALANCE SHEET at September 30, 2002 and 2001
| 09.30.02 | 09.30.01 | 09.30.02 | 09.30.01 | ||
| $ | $ | $ | $ | ||
| ASSETS | LIABILITIES | ||||
| CURRENT ASSETS | CURRENT LIABILITIES | ||||
| Cash and banks (Note 4 a)) | 21,946,399 | 6,810,558 | Accounts payable (Note 4 n)) | 173,954,274 | 179,326,703 |
| Other investments (Note 4 b)) | 127,233,537 | 235,702,471 | Short-term debt (Note 4 o)) | 1,696,196,141 | 836,039,682 |
| Trade receivables (Note 4 c)) | 390,437,555 | 352,866,050 | Social security and taxes (Note 4 p)) | 43,553,893 | 67,417,048 |
| Other receivables (Note 4 d)) | 60,215,800 | 72,420,434 | Other liabilities (Note 4 q)) | 10,291,735 | 17,612,497 |
| Inventories (Note 4 e)) | 445,859,245 | 410,528,111 | Provisions for contingencies | 4,521,672 | 4,199,907 |
| Other assets (Note 4 f)) | 767,349 | 4,130,328 | |||
| Total Current Assets | 1,046,459,885 | 1,082,457,952 | Total Current Liabilities | 1,928,517,715 | 1,104,595,837 |
| NON-CURRENT ASSETS | NON-CURRENT LIABILITIES | ||||
| Trade receivables (Note 4 g)) | 4,111,987 | 432,532 | Accounts payable (Note 4 r)) | 10,318,045 | 14,246,116 |
| Other receivables (Note 4 h)) | 53,645,656 | 75,543,871 | Long-term debt (Note 4 s)) | 233,223,099 | 411,098,528 |
| Investments (Note 4 i)) | 907,619 | 86,223,690 | Social security and taxes (Note 4 t)) | 12,764,426 | 20,800,926 |
| Other investments (Note 4 j)) | 468,356,982 | 129,814,431 | Other liabilities (Note 4 u)) | 5,098,701 | 4,656,919 |
| Intangible assets (Note 4 k)) | 10,978,349 | 2,772,335 | Provisions for contingencies | 15,448,511 | 17,554,881 |
| Fixed assets (Note 4 l)) | 1,708,722,443 | 1,452,273,753 | |||
| Other assets (Note 4 m)) | 2,660,451 | 2,660,463 | |||
| Total Non-Current Assets | 2,249,383,487 | 1,749,721,075 | Total Non-Current Liabilities | 276,852,782 | 468,357,370 |
| Total Liabilities | 2,205,370,497 | 1,572,953,207 | |||
| MINORITY INTEREST IN SUBSIDIARIES | 63,867 | 120,368 | |||
| SHAREHOLDERS' EQUITY | 1,090,409,008 | 1,259,105,452 | |||
| Total Assets | 3,295,843,372 | 2,832,179,027 | Total Liabilities and Shareholders' Equity | 3,295,843,372 | 2,832,179,027 |
The accompanying notes 1 to 4 are an integral part of these consolidated financial statements.
The report on limited review is issued as a separate document.
CONSOLIDATED STATEMENT OF INCOME for the nine-month period ended September 30, 2002, and for the nine-month period ended September 30, 2001
| Period ended on | ||
| 09.30.02 | 09.30.01 | |
| $ | $ | |
| Net income from sales | 1,862,431,154 | 1,388,255,582 |
| Cost of sales | (1,336,473,834) | (1,162,755,447) |
| Gross profit | 525,957,320 | 225,500,135 |
| Selling expenses | (84,805,220) | (58,560,588) |
| Administrative expenses | (81,820,146) | (106,226,066) |
| Result from ordinary operations | 359,331,954 | 60,713,481 |
| Financial and holding results | ||
| Generated by assets | 42,139,999 | 12,292,657 |
| Generated by liabilities | (407,041,821) | (83,750,658) |
| Other ordinary income and expenses | (37,588,721) | (17,497,404) |
| Minority interest in subsidiaries | 28,612 | (17,608) |
| Loss before taxes | (43,129,977) | (28,259,532) |
| Income tax provision / Minimum notional income tax | - | 6,611,088 |
| Ordinary loss | (43,129,977) | (21,648,444) |
| Result from investments in related companies | 12,360,551 | (41,362,097) |
| Result from net exchange differences in related companies | 48,363,750 | - |
| Extraordinary results | - | (29,047,320) |
| Net income (loss) for the period | 17,594,324 | (92,057,861) |
The accompanying notes 1 to 4 are an integral part of these consolidated financial statements.
The report on limited review is issued as a separate document.
CONSOLIDATED STATEMENT OF SOURCES AND USES OF FUNDS for the nine-month period ended September 30, 2002, and for the nine-month period ended September 30, 2001
| Period ended on | ||
| 09.30.02 | 09.30.01 | |
| $ | $ | |
| CHANGES IN FUNDS | ||
| Funds at the beginning of the period (1) | 78,016,946 | 56,868,096 |
| Increase in funds | 71,162,990 | 185,644,933 |
| Funds at the end of the period (1) | 149,179,936 | 242,513,029 |
| FUNDS GENERATED BY (APPLIED TO) OPERATIONS | ||
| Income (loss) for the period | 17,594,324 | (92,057,861) |
| Add: Items not representing funds disbursements | ||
| Allowance for inventory obsolescence | 5,108,888 | - |
| Depreciation of fixed assets | 198,048,902 | 139,160,532 |
| Amortization of intangible assets | 1,722,845 | 3,551,917 |
| Allowance for doubtful accounts | 27,801,304 | 15,501,696 |
| Board of Directors' and Surveillance Committee's fees provision (2) | 2,003,585 | 1,786,743 |
| Provision for contingencies | 10,791,426 | - |
| Holding result in related companies | - | 41,362,097 |
| Minority interest in subsidiaries | - | 17,608 |
| Less: Items not providing funds | ||
| Allowance for inventory obsolescence | - | (1,283,332) |
| Holding result in related companies | (12,360,551) | - |
| Result from net exchange differences in related companies | (48,363,750) | - |
| Provision for contingencies | - | (15,167,295) |
| Income tax provision / Minimum notional income | - | (6,611,088) |
| Minority interest in subsidiaries | (28,612) | - |
| Funds provided by (applied to) operations | 202,318,361 | 86,261,017 |
| Net decrease (increase) in assets | ||
| Trade receivables | (131,638,684) | 85,030,747 |
| Other receivables | 26,315,459 | (26,902,264) |
| Inventories (3) | (48,617,406) | 101,810,111 |
| Net (decrease) increase in liabilities | ||
| Trade payables | (36,014,934) | (49,411,370) |
| Social security charges and taxes, other liabilities and provision for contingencies | (40,345,435) | 23,353,221 |
| Minority interest in subsidiaries | (24,098) | (44,241) |
| Other operating changes | (230,325,098) | 133,836,204 |
| Funds provided by (applied to) operations - Carried forward | (28,006,737) | 220,097,221 |
CONSOLIDATED STATEMENT OF SOURCES AND USES OF FUNDS for the nine-month period ended September 30, 2002, and for the nine-month period ended September 30, 2001
| Period ended on | ||
| 09.30.02 | 09.30.01 | |
| $ | $ | |
| Brought forward | (28,006,737) | 220,097,221 |
| FUNDS GENERATED BY (APPLIED TO) INVESTMENT ACTIVITIES | ||
| Decrease in investments | - | 3,995,513 |
| Net (increase) decrease in other non-current investment | (21,029,634) | 13,461,791 |
| Net increase in funds conveyed to the trust (4) | (128,370,265) | - |
| Net increase in fixed assets and in intangible assets (5) | (499,445,707) | (60,564,256) |
| Net decrease in other assets | 3,362,991 | 1,682,410 |
| Funds generated by (applied to) investment activities | (603,423,347) | (41,424,542) |
| FUNDS GENERATED BY (APPLIED TO) FINANCING ACTIVITIES | ||
| Net increase in short and long-term debt (6) | 702,661,769 | 6,972,254 |
| Distribution of profits voted by Shareholders’ Meeting on April 30, 2002 | (68,695) | - |
| Funds generated by (applied to) financing activities | 702,593,074 | 6,972,254 |
| Increase in funds | 71,162,990 | 185,644,933 |
Note: variations include exchange differences.
- Cash and banks plus other current investments.
- The nominal value is $ 1,453,502.
- Includes holding results of $ 20,595,081.
- Includes exchange differences of $ 134,924,669.
- Includes the capitalization of exchange differences of $ 503,247,711 and holding results of $ 21,340,540.
- Includes exchange differences of $ 780,192,432.
The accompanying notes 1 to 4 are an integral part of these financial statements.
The report on limited review is issued as a separate document.
NOTE 1 - BASES FOR THE PREPARATION OF THE CONSOLIDATED FINANCIAL STATEMENTS - ACCOUNTING STANDARDS
The consolidated financial statements have been prepared in accordance with the valuation basis and criteria explained in Notes 1 and 2 to the financial statements of the parent company and must be read jointly with the complementary information to the financial statements.
NOTE 2 - CONSOLIDATION BASES
The consolidated companies and the respective percentage of voting stock at September 30, 2002 were as follows:
| Company | Participation | |
| Comesi San Luis S.A.I.C. | 99.0000% | |
| Prosid Investments S.C.A. | 99.9934% |
The consolidated financial statements have been prepared on the basis of the financial statements of the subsidiaries at September 30, 2002.
Where appropriate, the necessary adjustments have been made to unify the valuation and disclosure criteria of the consolidated companies. Balances between consolidated companies, transactions and their results and intercompany balances have been eliminated, if significant.
NOTE 3 - COMPLEMENTARY INFORMATION NOT DIFFERING SIGNIFICANTLY FROM THAT PRESENTED BY THE PARENT COMPANY
Notes 1 to 2, 4 to 16 and Exhibits A to I to the financial statements of the parent company are in this situation.
NOTE 4 - COMPOSITION OF CONSOLIDATED BALANCE SHEET ITEMS
| 09.30.02 | 09.30.01 | ||||
|---|---|---|---|---|---|
| $ | $ | ||||
| CURRENT ASSETS | |||||
| a) Cash and banks | |||||
| Cash | 5,097,465 | 356,820 | |||
| Checks to be deposited | 5,588,265 | 4,995,674 | |||
| Banks | 11,260,669 | 1,458,064 | |||
| 21,946,399 | 6,810,558 | ||||
| b) Other investments | |||||
| Sight deposits - Other related companies | 125,583,281 | 20,936,737 | |||
| Time deposits | - | 214,765,734 | |||
| Government Securities | 1,650,256 | - | |||
| 127,233,537 | 235,702,471 | ||||
| c) Trade receivables | |||||
| Ordinary and documented debtors from the domestic market | 100,827,160 | 280,850,179 | |||
| Related companies Sect. 33 - Law No. 19,550 and amendments | - | 685,620 | |||
| Other related companies | 43,936,333 | 23,801,952 | |||
| Export reimbursements/convergence factor | 24,965,190 | 10,055,896 | |||
| Ordinary and documented debtors from foreign markets | 256,567,621 | 81,635,866 | |||
| Allowance for doubtful accounts | (35,858,749) | (44,163,463) | |||
| 390,437,555 | 352,866,050 | ||||
| d) Other receivables | |||||
| Related companies Sect. 33 - Law No. 19,550 and amendments | 6,827,772 | 6,837,108 | |||
| Other related companies | 11,818,855 | 10,957,726 | |||
| Advances and loans to personnel | 2,645,088 | 6,716,015 | |||
| Receivables from sale of real property | 584,489 | 1,088,530 | |||
| Tax credits | 5,660,241 | 24,291,109 | |||
| Advances to suppliers | 6,877,134 | 3,299,169 | |||
| Expenses paid in advance | 4,600,990 | 5,666,755 | |||
| Sundry receivables | 21,201,231 | 13,564,022 | |||
| 60,215,800 | 72,420,434 | ||||
| e) Inventories | |||||
| Finished products | 93,250,730 | 111,899,612 | |||
| Products in process | 96,179,927 | 98,669,080 | |||
| Raw material | 161,702,054 | 89,730,340 | |||
| Materials | 96,608,228 | 112,730,687 | |||
| Advances to suppliers | 4,156,339 | 2,872,355 | |||
| Allowance for obsolescence | (6,038,033) | (5,373,963) | |||
| 445,859,245 | 410,528,111 | ||||
| f) Other assets | |||||
| Real Property | 767,349 | 4,130,328 | |||
| 767,349 | 4,130,328 |
NOTE 4 - COMPOSITION OF CONSOLIDATED BALANCE SHEET ITEMS (Contd.)
| 09.30.02 | 09.30.01 | ||||||
| $ | $ | ||||||
| NON-CURRENT ASSETS | |||||||
| g) Trade receivables | |||||||
| Ordinary and documented debtors from the domestic market | 6,622,626 | 432,532 | |||||
| Allowance for doubtful accounts | (2,510,639) | - | |||||
| 4,111,987 | 432,532 | ||||||
| h) Other receivables | |||||||
| Related companies Sect. 33 - Law No. 19,550 and amendments | - | 2,758,225 | |||||
| Advances and loans to personnel | 2,282,612 | 4,903,595 | |||||
| Receivables from sale of real property | 6,092,897 | 15,037,205 | |||||
| Tax credits | 19,643,263 | 49,838,293 | |||||
| Expenses paid in advance | 1,169,711 | 2,198,425 | |||||
| Sundry receivables | 24,457,173 | 808,128 | |||||
| 53,645,656 | 75,543,871 | ||||||
| i) Investments | |||||||
| Shares in Consorcio Siderurgia Amazonia Ltd. | - | 85,349,653 | |||||
| Shares in Compañía Afianzadora de Empresas Siderúrgicas S.G.R. | 87,140 | 762,428 | |||||
| Shares in Fondo de Garantías Buenos Aires S.A.P.E.M. | 22,120 | 22,120 | |||||
| Shares in Information Systems Technologies N.V. | 13,160 | 12,412 | |||||
| Shares in Lomond Holdings B.V. | 785,199 | 77,077 | |||||
| 907,619 | 86,223,690 | ||||||
| j) Other investments | |||||||
| Funds conveyed to the trust - Other related companies | 323,372,403 | - | |||||
| Loans convertible into shares in Consorcio Siderurgia Amazonia Ltd. | 130,501,370 | 77,162,017 | |||||
| Investments in insurance companies | 14,483,209 | 23,097,186 | |||||
| Guarantee fund Compañía Afianzadora de Empresas Siderúrgicas S.G.R. | 5,962,200 | 37,682,864 | |||||
| Allowance for risk fund uncollectibility | (5,962,200) | (8,127,636) | |||||
| 468,356,982 | 129,814,431 | ||||||
| k) Intangible assets (residual value) | |||||||
| Goodwill (Comesi S.A.I.C.) | - | 2,367,944 | |||||
| Information systems projects | 10,978,349 | 404,391 | |||||
| 10,978,349 | 2,772,335 | ||||||
| The amortization of the period amounted to $ 1,722,845 | |||||||
| l) Fixed assets (residual value) | |||||||
| Land | 50,952,407 | 50,953,389 | |||||
| Industrial buildings and facilities | 1,184,231,121 | 888,655,823 | |||||
| Machinery and equipment | 312,932,700 | 248,515,833 | |||||
| Vehicles and means of transport | 3,740,614 | 7,625,627 | |||||
| Furniture, general machinery and office supplies | 3,470,874 | 4,535,456 | |||||
| Steel spares and supplies | 79,619,844 | 131,957,296 | |||||
| Fixed assets in transit | 1,659,866 | 3,932,949 | |||||
| Work in progress | 69,561,875 | 113,205,161 | |||||
| Advances to suppliers | 2,553,142 | 2,892,219 | |||||
| 1,708,722,443 | 1,452,273,753 | ||||||
| The depreciation of the period amounted to $ 198,048,902 | |||||||
| m) Other assets | |||||||
| Real property | 2,660,451 | 2,660,463 | |||||
| 2,660,451 | 2,660,463 |
NOTE 4 - COMPOSITION OF CONSOLIDATED BALANCE SHEET ITEMS (Contd.)
| 09.30.02 | 09.30.01 | |||
|---|---|---|---|---|
| $ | $ | |||
| CURRENT LIABILITIES | ||||
| n) Accounts payable | ||||
| Ordinary suppliers | 101,938,258 | 88,081,174 | ||
| Related companies Sect. 33 - Law No. 19,550 and amendments | 98,939 | 1,690,868 | ||
| Other related companies | 22,887,270 | 14,832,211 | ||
| Notes payable | 46,581,279 | 68,309,728 | ||
| Unearned interest | (501,161) | (960,995) | ||
| Advances from customers | 2,949,689 | 7,373,717 | ||
| 173,954,274 | 179,326,703 | |||
| o) Short-term debt | ||||
| Financial | 2,347,398 | 863,790 | ||
| Other related companies | 374,000 | 539,633 | ||
| Import/export financing | 1,350,672,446 | 745,408,351 | ||
| Negotiable Corporate Bonds | 359,975,000 | 121,660,000 | ||
| Unearned interest | (17,172,703) | (32,432,092) | ||
| 1,696,196,141 | 836,039,682 | |||
| p) Social security and taxes | ||||
| Provision for income tax/minimum notional income tax | - | 27,826,960 | ||
| Income tax withholding, advances and others | - | (27,811,969) | ||
| Provision for turnover tax | 358,101 | 168,145 | ||
| Wages and social security | 33,780,190 | 60,656,661 | ||
| Others sundry | 9,415,602 | 6,577,251 | ||
| 43,553,893 | 67,417,048 | |||
| q) Other liabilities | ||||
| Related companies Sect. 33 - Law No. 19,550 and amendments | - | 810,979 | ||
| Other related companies | 1,754,093 | 1,215,293 | ||
| Liabilities due to dismissal and restructuring | 6,540,555 | 11,630,510 | ||
| Others sundry | 1,997,087 | 3,955,715 | ||
| 10,291,735 | 17,612,497 | |||
| NON-CURRENT LIABILITIES | ||||
| r) Accounts payable | ||||
| Other related companies | 3,704,302 | 4,380,441 | ||
| Notes payable | 7,016,410 | 10,665,594 | ||
| Unearned interest | (402,667) | (799,919) | ||
| 10,318,045 | 14,246,116 | |||
| s) Long-term debt | ||||
| Import/export financing | 242,258,231 | 313,227,309 | ||
| Negotiable Corporate Bonds | - | 121,660,000 | ||
| Unearned interest | (9,035,132) | (23,788,781) | ||
| 233,223,099 | 411,098,528 | |||
| t) Social security and taxes | ||||
| Provision for income tax/minimum notional income tax | - | 6,370,560 | ||
| Income tax withholding, advances and others | - | (101,341) | ||
| Sundry | 12,764,426 | 14,531,707 | ||
| 12,764,426 | 20,800,926 | |||
| u) Other liabilities | ||||
| Liabilities due to dismissal and restructuring | 5,098,701 | 4,656,919 | ||
| 5,098,701 | 4,656,919 |
The report on limited review is issued as a separate document.
Fiscal year No. 42 commenced on January 1, 2002
FINANCIAL STATEMENTS at September 30, 2002
Legal address: Leandro N. Alem 1067, Buenos Aires
Main activity: Promotion, construction and operation of steel mills, production and marketing of steel, iron and steel products
From the by-laws and articles of incorporation:
Date of registration in the National Commercial Court of Record of First Instance: March 7, 1962
From the amendments:
Dates of registration in the National Commercial Court of Record of First Instance:
November 10, 1966;
October 10, 1967;
June 11, 1969;
June 9, 1971;
June 24, 1976;
July 1, 1977;
October 5, 1977;
June 26, 1980;
October 13, 1980;
March 29, 1982;
April 27, 1983;
April 11, 1984;
April 2, 1985;
May 7, 1986;
June 30, 1987;
August 10, 1992;
September 16, 1992;
July 28, 1993;
May 6, 1994;
January 5, 1995;
November 7, 1995;
May 28, 1996;
March 11, 1997;
September 30, 1999;
June 25, 2001;
December 27, 2001 and
July 10, 2002
Registration number with the Superintendency of Corporations: 14,510
Duration of the Company: Up to April 2, 2090
Name of parent company: III Industrial Investments Inc.
Participation of parent company in equity: 50,20%
Percentage votes held by parent company: 50,20%
Capital: Par value shares of 1 peso and one vote each
| Class | No. of votes per share | Authorized for Public Offer | Subscribed and paid-in |
| $ | |||
| Common "A" shares outstanding | 1 | 347,468,771 | 347,468,771 |
FINANCIAL STATEMENTS AT SEPTEMBER 30, 2002
CONTENTS
Financial statements at September 30, 2002
Balance sheet
Statement of income
Statement of changes in shareholders' equity
Statement of sources and uses of funds
Notes and exhibits to the financial statements
BALANCE SHEET at September 30, 2002 and 2001
| 09.30.02 | 09.30.01 | 09.30.02 | 09.30.01 | ||
| $ | $ | $ | $ | ||
| ASSETS | LIABILITIES | ||||
| CURRENT ASSETS | CURRENT LIABILITIES | ||||
| Cash and banks (Note 3 a)) | 21,896,761 | 6,729,097 | Accounts payable (Note 3 i)) | 174,045,493 | 179,303,452 |
| Other investments (Note 3 b) - Exhibit D) | 125,421,296 | 235,592,734 | Short-term debt (Note 3 j)) | 1,695,819,917 | 835,457,418 |
| Trade receivables (Note 3 c)) | 389,723,374 | 347,841,163 | Social security and taxes (Note 3 k)) | 43,535,138 | 67,316,508 |
| Other receivables (Note 3 d)) | 59,707,282 | 71,170,405 | Other liabilities (Note 3 l)) | 10,275,925 | 17,612,364 |
| Inventories (Exhibit F) | 445,779,893 | 409,077,776 | Provisions for contingencies (Exhibit E) | 4,520,972 | 4,171,151 |
| Other assets (Note 3 e)) | 767,349 | 4,130,328 | |||
| Total Current Assets | 1,043,295,955 | 1,074,541,503 | Total Current Liabilities | 1,928,197,445 | 1,103,860,893 |
| NON-CURRENT ASSETS | NON-CURRENT LIABILITIES | ||||
| Trade receivables (Note 3 f)) | 4,111,987 | 432,532 | Accounts payable (Note 3 m)) | 10,318,045 | 14,246,116 |
| Other receivables (Note 3 g)) | 53,645,656 | 75,482,817 | Long-term debt (Note 3 n)) | 233,223,099 | 411,098,528 |
| Investments (Exhibit C) | 136,790,710 | 173,188,764 | Social security and taxes (Note 3 o)) | 12,764,426 | 20,800,926 |
| Other investments (Exhibit D) | 337,855,612 | 52,652,414 | Other liabilities (Note 3 p)) | 5,098,701 | 4,656,919 |
| Intangible assets (Exhibit B) | 10,978,349 | 2,772,335 | Provisions for contingencies (Exhibit E) | 15,448,511 | 17,554,881 |
| Fixed assets (Exhibit A) | 1,706,120,515 | 1,449,592,887 | |||
| Other assets (Note 3 h)) | 2,660,451 | 2,660,463 | |||
| Total Non-Current Assets | 2,252,163,280 | 1,756,782,212 | Total Non-Current Liabilities | 276,852,782 | 468,357,370 |
| Total Liabilities | 2,205,050,227 | 1,572,218,263 | |||
| SHAREHOLDERS' EQUITY (as per | |||||
| respective statement) | 1,090,409,008 | 1,259,105,452 | |||
| Total Assets | 3,295,459,235 | 2,831,323,715 | Total Liabilities and Shareholders’ Equity | 3,295,459,235 | 2,831,323,715 |
The accompanying notes 1 to 16 and exhibits A to I are an integral part of these financial statements.
The report on limited review is issued as a separate document.
STATEMENT OF INCOME for the nine-month period ended September 30, 2002, and for the nine-month period ended September 30, 2001
| Period ended on | ||
| 09.30.02 | 09.30.01 | |
| $ | $ | |
| Net income from sales | 1,858,756,971 | 1,383,784,154 |
| Cost of sales (Exhibit F) | (1,333,746,388) | (1,161,332,485) |
| Gross profit | 525,010,583 | 222,451,669 |
| Selling expenses (Exhibit H) | (84,672,526) | (58,237,934) |
| Administrative expenses (Exhibit H) | (81,481,122) | (105,845,686) |
| Result from ordinary operations | 358,856,935 | 58,368,049 |
| Financial and holding results | ||
| Generated by assets (Exhibit H) | 44,568,038 | 10,330,870 |
| Generated by liabilities (Exhibit H) | (407,594,778) | (83,577,401) |
| Other ordinary income and expenses (Exhibit H) | (37,076,217) | (17,502,417) |
| Loss before taxes | (41,246,022) | (32,380,899) |
| Income tax provision | - | 6,657,821 |
| Ordinary loss | (41,246,022) | (25,723,078) |
| Result from investments in subsidiaries and related companies (Note 8 f)) | 10,476,596 | (37,287,463) |
| Result from net exchange differences in subsidiaries and related companies | 48,363,750 | - |
| Extraordinary results (Note 10) | - | (29,047,320) |
| Net income (loss) for the period | 17,594,324 | (92,057,861) |
The accompanying notes 1 to 16 and exhibits A to I are an integral part of these financial statements.
The report on limited review is issued as a separate document.
STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY for the nine-month period ended September 30, 2002, and for the nine-month period ended September 30, 2001
| Capital stock | Non-capitalized contributions | Retained earnings | 09.30.02 | 09.30.01 | ||||||
| Item | Shares outstanding | Capital adjustment | Total | Premium on issue of shares | Legal reserve | Reserve for future dividends | Free reserve | Unappropriated retained earnings | Total shareholders' equity | Total shareholders' equity |
| $ | $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Balances at the beginning of the period | 347,468,771 | 481,627,004 | 829,095,775 | 46,882,566 | 43,723,120 | 329,402,763 | 44,240,000 | (220,460,845) | 1,072,883,379 | 1,360,337,499 |
| Adjustments to balance (Note 6) | - | - | - | - | - | - | - | - | - | (9,174,186) |
| Adjusted balances | 347,468,771 | 481,627,004 | 829,095,775 | 46,882,566 | 43,723,120 | 329,402,763 | 44,240,000 | (220,460,845) | 1,072,883,379 | 1,351,163,313 |
| Approved by the Shareholders' Ordinary Meeting on April 30, 2002 | ||||||||||
| - Release of Reserve for future dividends | - | - | - | - | - | (220,460,845) | - | 220,460,845 | - | - |
| - Distribution of profits | ||||||||||
| Hnos. Agustín y Enrique Rocca Foundation | - | - | - | - | - | (68,695) | - | - | (68,695) | - |
| Result for the period as per statement of income | - | - | - | - | - | - | - | 17,594,324 | 17,594,324 | (92,057,861) |
| Balances at September 30, 2002 | 347,468,771 | 481,627,004 | 829,095,775 | 46,882,566 | 43,723,120 | 108,873,223 | 44,240,000 | 17,594,324 | 1,090,409,008 | |
| Balances at September 30, 2001 | 347,468,771 | 481,627,004 | 829,095,775 | 46,882,566 | 43,723,120 | 410,427,500 | 44,240,000 | (115,263,509) | 1,259,105,452 |
The accompanying notes 1 to 16 and exhibits A to I are an integral part of these financial statements.
The report on limited review is issued as a separate document.
STATEMENT OF SOURCES AND USES OF FUNDS for the nine-month period ended September 30, 2002, and for the nine-month period ended September 30, 2001
| Period ended on | ||
| 09.30.02 | 09.30.01 | |
| $ | $ | |
| CHANGES IN FUNDS | ||
| Funds at the beginning of the period (1) | 77,932,848 | 56,715,556 |
| Increase in funds | 69,385,209 | 185,606,275 |
| Funds at the end of the period (1) | 147,318,057 | 242,321,831 |
| FUNDS GENERATED BY (APPLIED TO) OPERATIONS | ||
| Income (loss) for the period | 17,594,324 | (92,057,861) |
| Add: Items not representing funds disbursements | ||
| Allowance for inventory obsolescence | 5,108,888 | - |
| Depreciation of fixed assets | 198,014,007 | 139,100,556 |
| Amortization of intangible assets | 1,722,845 | 3,551,917 |
| Allowance for doubtful accounts | 27,853,283 | 15,501,696 |
| Board of Directors' and Surveillance Committee's fees provision (2) | 2,003,585 | 1,786,743 |
| Provision for contingencies | 10,783,336 | - |
| Holding result in subsidiaries and related companies | - | 37,287,463 |
| Less: Items not providing funds | ||
| Allowance for inventory obsolescence | - | (1,283,332) |
| Holding result in subsidiaries and related companies | (10,476,596) | - |
| Result from net exchange differences in subsidiaries and related companies | (48,363,750) | - |
| Provision for contingencies | - | (15,228,461) |
| Income tax provision | - | (6,657,821) |
| Funds provided by (applied to) operations | 204,239,922 | 82,000,900 |
| Net decrease (increase) in assets | ||
| Trade receivables | (136,704,591) | 84,654,826 |
| Other receivables | 25,494,388 | (27,399,597) |
| Inventories (3) | (50,118,822) | 100,751,976 |
| Net (decrease) increase in liabilities | ||
| Trade payables | (35,862,357) | (49,554,576) |
| Social security charges and taxes, other liabilities and provision for contingencies | (40,214,464) | 23,572,517 |
| Other operating changes | (237,405,846) | 132,025,146 |
| Funds provided by (applied to) operations - Carried forward | (33,165,924) | 214,026,046 |
STATEMENT OF SOURCES AND USES OF FUNDS for the nine-month period ended September 30, 2002, and for the nine-month period ended September 30, 2001 (Contd.)
| Period ended on | ||
| 09.30.02 | 09.30.01 | |
| $ | $ | |
| Brought forward | (33,165,924) | 214,026,046 |
| FUNDS GENERATED BY (APPLIED TO) INVESTMENT ACTIVITIES | ||
| Decrease in investments | 2,673,000 | 9,646,542 |
| Net (increase) decrease in other non-current investment | 21,032,824 | 13,723,838 |
| Net increase in funds conveyed to the trust (4) | (128,370,265) | - |
| Net increase in fixed assets and intangible assets (5) | (499,469,343) | (60,551,733) |
| Net decrease in other assets | 3,362,991 | 1,682,410 |
| Funds generated by (applied to) investment activities | (600,770,793) | (35,498,943) |
| FUNDS GENERATED BY (APPLIED TO) FINANCING ACTIVITIES | ||
| Net increase in short and long-term debt (6) | 703,390,621 | 7,079,172 |
| Distribution of profits voted by Shareholders’ Meeting on April 30, 2002 | (68,695) | - |
| Funds generated by (applied to) financing activities | 703,321,926 | 7,079,172 |
| Increase in funds | 69,385,209 | 185,606,275 |
Note: variations include exchange differences.
- Cash and banks plus other current investments.
- The nominal value is $ 1,453,502.
- Includes holding results of $ 20,595,081.
- Includes exchange differences of $ 134,924,669.
- Includes the capitalization of exchange differences of $ 503,247,711 and holding results of $ 21,340,540.
- Includes exchange differences of $ 780,192,432.
The accompanying notes 1 to 16 and exhibits A to I are an integral part of these financial statements.
The report on limited review is issued as a separate document.
NOTES TO THE FINANCIAL STATEMENTS at September 30, 2002
NOTE 1 - BASES FOR THE PREPARATION OF FINANCIAL STATEMENTS
The financial statements have been prepared in accordance with General Resolution No. 368/01 of the National Securities Commission.
NOTE 2 - ACCOUNTING STANDARDS
The most significant accounting standards are as follows:
2.1. Comparative information
The financial statements are presented in pesos and include comparative information with the period of nine months ended September 30, 2001, restated by the domestic wholesale price index published by the National Institute of Statistics and Census.
2.2. Recognition of the effects of inflation
In accordance with Resolution MD No. 3/2002 of the Professional Council in Economic Sciences of the Autonomous City of Buenos Aires, and Resolution No. 415/02 of the National Securities Commission, these financial statements are adjusted for inflation. The financial statements are stated in constant currency of September 30, 2002, considering the accounting measurements restated by the changes in the purchasing power of the currency until August 31, 1995, as well as those arising between that date and December 31, 2001, are stated in the currency of the latter date.
2.3. Treatment of exchange differences
The Company has recognized the effects of the devaluation as established by Resolution No. 392/02 of the National Securities Commission and Resolution No. 1/02 of the Board of Directors of the Professional Council in Economic Sciences of the Autonomous City of Buenos Aires.
During the period commenced on January 1, 2002 and ended on September 30, 2002, the Company recorded a negative exchange difference (net of inflation) of $ 853,672,625, of which $ 503,247,711 correspond to financial loans (excluding short-term export financing) for the acquisition of fixed assets and were capitalized under that caption, as established by MD Resolution No. 3/02 issued by the Professional Council in Economic Sciences of the Autonomous City of Buenos Aires and Resolution No. 398/02 of the National Securities Commission.
Those exchange differences will be totally or partially absorbed against future adjustments for inflation on those assets.
2.4. Valuation criteria
These financial statements have been prepared applying the valuation criteria established by General Resolution No. 368/01 of the National Securities Commission, as explained below:
- Advances to suppliers are stated at their current value.
- Inventories (finished products and products in process) have been valued at their replacement cost at the end of the period, applying the direct industrial cost method and including certain indirect manufacturing expenses, except fixed assets depreciation and general expenses.
Raw material and materials have been valued at their replacement cost at the end of the period.
As a result of the significant changes in the relative prices of input, a holding gain of $ 20,595,081 was generated during the year (see Exhibit H to the financial statements).
NOTES TO THE FINANCIAL STATEMENTS at September 30, 2002 (Contd.)
NOTE 2 - ACCOUNTING STANDARDS (Contd.)
2.4. Valuation criteria (Contd.)
- Real property included in Other current assets was valued at acquisition cost, and the necessary adjustments were made for that value not to exceed recoverable value.
Other non-current assets are valued at restated construction cost, verifying that they do not exceed their recoverable value, and include real property for sale to personnel.
d) Spares and steel-working tools included under Fixed assets have been valued at replacement cost or at economic value to the business at the end of the period. Given the significant changes in the relative prices of those assets, a holding result of $ 21,340,540 was generated during the period (see Exhibit H to the financial statements).
Fixed assets at the Ensenada Plant, which had been technically appraised (based on the valuation carried out at June 30, 1990), were restated for inflation as mentioned in Note 2.2 to the financial statements. The remaining fixed assets have been valued at their restated cost. Depreciation of fixed assets has been calculated according to the straight-line method by applying annual rates sufficient to extinguish their values by the end of their estimated useful lives.
The Company acquired vehicles and machinery through the leasing modality these operations were treated as financed purchases. At the end of the period the residual value of vehicles and machinery was $ 925,843 and $ 9,854,400, respectively.
- The investments in other companies were valued by the equity method of accounting based on the financial statements mentioned in Exhibit C to the financial statements, except for the investment in FO.GA.BA. S.A.P.E.M., which was valued at adjusted acquisition cost. In addition, where applicable, the accounting standards used by the subsidiaries and related companies have been unified with the accounting criteria applied by Siderar S.A.I.C.
To determine the proportional equity value of Prosid Investments S.C.A., Information Systems and Technologies N.V. and Lomond Holdings B.V., which issue their financial statements in foreign currency, they were translated into pesos at the rates of exchange in force at the closing date of each financial statement, in accordance with the criteria established in Technical Pronouncement No. 13 of the Argentine Federation of Professional Councils in Economics Sciences. As a result of the implementation of the adjustment for inflation mentioned above, during the current period temporary exchange differences were recognized as result under Result from net exchange differences in subsidiaries and related companies, net of the effect of inflation, corresponding to the result generated by the devaluation of the peso on investments in foreign companies which in the first quarter had been recognized under shareholders' equity.
f) Other investments
- The investments in government securities were valued at their quotation value.
- Compañía Afianzadora de Empresas Siderúrgicas S.G.R. risk fund, corresponds to the portion attributable to the company considering the percentage contributions paid by the protecting partners of Sociedad de Garantía Recíproca and the net value of the fund at September 30, 2002 (see Note 8 c) to the financial statements).
NOTES TO THE FINANCIAL STATEMENTS at September 30, 2002 (Contd.)
NOTE 2 - ACCOUNTING STANDARDS (Contd.)
2.4. Valuation criteria (Contd.)
g) Intangible Assets
- The goodwill (Comesi S.A.I.C.) corresponds to the difference between the value paid for the shares of Comesi S.A.I.C. and the proportional equity value at the date of purchase once the accounting values of the assets of the issuer have been adjusted by their respective current values. Goodwill is amortized by the straight-line method, over a maximum term of five years as from April 1997. At the end of the period it is fully depreciated.
- Information systems projects represent disbursements for systems development, acquisition and implementation, mainly for the administration, finance and commercial areas. These were valued at their cost value and are amortized over three years as from the date they are put in production.
h) In addition to the mentioned in Note 2.3, the Company has capitalized the financial costs from the projects for the modernization of its fixed assets.
The specific financing cost of each project has been considered to determine the financial charge to be capitalized, by computing all items derived from its financial structure.
The abovementioned capitalization is made until the works-related assets giving rise to it become operative, and will be amortized applying the same criteria used for the assets constructed.
Financial costs capitalized in the period amounted to $ 7,255,823.
i) The Company segregates the implicit financial components included in the assets, liabilities and income balances, if significant.
- The Company has set up the allowances and provisions considered necessary so that the value assigned to assets does not exceed their recoverable value and that the value assigned to liabilities is not lower than the value which may be claimable by third parties.
The provisions disclosed in current and non-current liabilities for a total of $ 19,969,483 were set up to meet threatened civil, labor, commercial and tax lawsuits and other contingent risks.
- As from August 1, 1995, the Company implemented a retirement benefit plan in favor of certain officials. Since that date the resulting liabilities are being accrued during the remaining years of service of the beneficiaries involved. At the end of the period in progress these liabilities are shown under “Social security and taxes” as a non-current liability, no debt being claimable as at that date.
In addition, the Company has taken out insurance policies with savings clause, which could be used to partially or totally cover these benefits.
l) Interest accrued on receivables, payables and other financial operations is in line with current market rates.
NOTES TO THE FINANCIAL STATEMENTS at September 30, 2002 (Contd.)
NOTE 2 - ACCOUNTING STANDARDS (Contd.)
2.4. Valuation criteria (Contd.)
m) The Company enters into hedges on financial derivatives from time to time to limit the fluctuations in the rate of exchange of currencies other than the US dollar.
The results from these operations are recognized and disclosed over the term of the contracts that give rise to them.
The contracts in effect at the end of the period to cover euro, pound sterling and yen exchange fluctuations in relation to the U.S. dollar corresponding to purchase operations amounting to US$ 34,854,640 and sale operations amounting to US$ 35,114,077.
In June, the contract in effect until March 31, 2002 for US$ 100,000,000 par value was unwound. Under that contract the Company granted an option to set a LIBO rate of 5.725 % for a five-year term as a counterpart to an annual premium until December 2002, the total cost was US$ 3.4 million.
n) The Company, where applicable, calculates income tax by applying a 35% rate on taxable profits, the corresponding charge being disclosed in the statement of income under Income tax provision. Law No. 25063 published in the Official Gazette on December 30, 1998 established the creation of minimum notional income tax applicable to commercial periods ended as from December 31, 1998. The Company has considered the income tax charges for the years ended June 30, 2000 and 2001 for $ 19,643,263 as a credit (see Note 3 g) - Tax credits), since current regulations permit computation of that tax as payment on account of income tax in excess of tax on minimum notional income arising in ten fiscal years; and it is estimated that such a surplus will be recorded.
In November 2001 the Company entered into an Agreement to improve competitivity and generation of employment in the steel industry which will be in effect until March 31, 2003, the main benefit being the exemption from payment of minimum notional income tax.
o) The Company's Board of Directors considers that aggregate valuation of assets captions is less than their recoverable value.
NOTES TO THE FINANCIAL STATEMENTS at September 30, 2002 (Contd.)
NOTE 3 - COMPOSITION OF BALANCE SHEET ITEMS
| 09.30.02 | 09.30.01 | |
|---|---|---|
| $ | $ | |
| CURRENT ASSETS | ||
| a) Cash and banks | ||
| Cash | 5,097,413 | 350,885 |
| Checks to be deposited | 5,588,265 | 4,995,674 |
| Banks | 11,211,083 | 1,382,538 |
| 21,896,761 | 6,729,097 | |
| b) Other investments | ||
| Sight deposits – Other related companies (Exhibit D) | 123,771,040 | 20,827,000 |
| Time Deposits (Exhibit D) | - | 214,765,734 |
| Government securities (Exhibit D) | 1,650,256 | - |
| 125,421,296 | 235,592,734 | |
| c) Trade receivables | ||
| Ordinary and documented debtors from the domestic market | 100,038,490 | 274,868,882 |
| Related companies Sect. 33 - Law No. 19,550 and amendments | 62,846 | 1,546,518 |
| Other related companies | 43,932,976 | 23,794,526 |
| Export reimbursements/Convergence Factor | 24,965,190 | 10,055,896 |
| Ordinary and documented debtors from foreign markets | 256,567,621 | 81,635,866 |
| Allowance for doubtful accounts (Exhibit E) | (35,843,749) | (44,060,525) |
| 389,723,374 | 347,841,163 | |
| d) Other receivables | ||
| Related companies Sect. 33 - Law No. 19,550 and amendments | 6,854,580 | 6,837,376 |
| Other related companies | 11,813,831 | 10,957,578 |
| Advances and loans to personnel | 2,637,744 | 6,680,401 |
| Receivables from sale of real property | 584,489 | 1,088,530 |
| Tax credits | 5,140,284 | 23,083,116 |
| Advances to suppliers | 6,877,134 | 3,299,169 |
| Expenses paid in advance | 4,600,990 | 5,666,755 |
| Sundry receivables | 21,198,230 | 13,557,480 |
| 59,707,282 | 71,170,405 | |
| e) Other assets | ||
| Real property | 767,349 | 4,130,328 |
| 767,349 | 4,130,328 | |
| NON-CURRENT ASSETS | ||
| f) Trade receivables | ||
| Ordinary and documented debtors from the domestic market | 6,622,626 | 432,532 |
| Allowance for doubtful accounts (Exhibit E) | (2,510,639) | - |
| 4,111,987 | 432,532 | |
| g) Other receivables | ||
| Related companies Sect. 33 - Law No. 19,550 and amendments | - | 2,758,225 |
| Advances and loans to personnel | 2,282,612 | 4,842,541 |
| Receivables from sale of real property | 6,092,897 | 15,037,205 |
| Tax credits | 19,643,263 | 49,838,293 |
| Expenses paid in advance | 1,169,711 | 2,198,425 |
| Sundry receivables | 24,457,173 | 808,128 |
| 53,645,656 | 75,482,817 | |
| h) Other assets | ||
| Real property | 2,660,451 | 2,660,463 |
| 2,660,451 | 2,660,463 |
NOTES TO THE FINANCIAL STATEMENTS at September 30, 2002 (Contd.)
NOTE 3 - COMPOSITION OF BALANCE SHEET ITEMS (Contd.)
| 09.30.02 | 09.30.01 | |
| $ | $ | |
| CURRENT LIABILITIES | ||
| i) Accounts payable | ||
| Ordinary suppliers | 101,910,146 | 87,948,525 |
| Related companies Sect. 33 - Law No. 19,550 and amendments | 219,943 | 1,803,233 |
| Other related companies | 22,885,597 | 14,829,244 |
| Notes payable | 46,581,279 | 68,309,728 |
| Unearned interest | (501,161) | (960,995) |
| Advances from customers | 2,949,689 | 7,373,717 |
| 174,045,493 | 179,303,452 | |
| j) Short-term debt | ||
| Financial | 2,345,174 | 821,159 |
| Import/export financing | 1,350,672,446 | 745,408,351 |
| Negotiable Corporate Bonds | 359,975,000 | 121,660,000 |
| Unearned interest | (17,172,703) | (32,432,092) |
| 1,695,819,917 | 835,457,418 | |
| k) Social security and taxes | ||
| Provision for income tax/minimum notional income tax | - | 27,758,388 |
| Income tax withholding, advances and others | - | (27,758,388) |
| Provision for turnover tax | 357,691 | 157,501 |
| Wages and social security | 33,768,549 | 60,624,058 |
| Others sundry | 9,408,898 | 6,534,949 |
| 43,535,138 | 67,316,508 | |
| l) Other liabilities | ||
| Related companies Sect. 33 - Law No. 19,550 and amendments | - | 810,979 |
| Other related companies | 1,754,093 | 1,215,293 |
| Liabilities due to dismissal and restructuring | 6,540,555 | 11,630,510 |
| Others sundry | 1,981,277 | 3,955,582 |
| 10,275,925 | 17,612,364 | |
| NON-CURRENT LIABILITIES | ||
| m) Accounts payable | ||
| Other related companies | 3,704,302 | 4,380,441 |
| Notes payable | 7,016,410 | 10,665,594 |
| Unearned interest | (402,667) | (799,919) |
| 10,318,045 | 14,246,116 | |
| n) Long-term debt | ||
| Import/export financing | 242,258,231 | 313,227,309 |
| Negotiable Corporate Bonds | - | 121,660,000 |
| Unearned interest | (9,035,132) | (23,788,781) |
| 233,223,099 | 411,098,528 | |
| o) Social security and taxes | ||
| Provision for income tax/minimum notional income tax | - | 6,370,560 |
| Income tax withholding, advances and others | - | (101,341) |
| Sundry | 12,764,426 | 14,531,707 |
| 12,764,426 | 20,800,926 | |
| p) Other liabilities | ||
| Liabilities due to dismissal and restructuring | 5,098,701 | 4,656,919 |
| 5,098,701 | 4,656,919 |
NOTES TO THE FINANCIAL STATEMENTS at September 30, 2002 (Contd.)
NOTE 4 - DEPOSIT OF FUNDS, RECEIVABLES AND PAYABLES: DUE DATES AND RATES
| Captions | Up to 3 months | Between 3 and 6 months | Between 6 and 9 months | Between 9 and 12 months | Between 1 and 2 years | Between 2 and 3 years | Between 3 and 4 years | Over 4 years | Total at 09.30.02 | Total at 09.30.01 | |||||||
| $ | $ | $ | $ | $ | $ | $ | $ | $ | $ | ||||||||
| Overdue | |||||||||||||||||
| Trade receivables - fixed rate | 20,646,727 | 1,057,474 | 12,016,645 | 8,621,517 | 25,233,909 | 3,610,042 | 2,326,280 | 1,170,620 | 74,683,214 | 121,039,605 | |||||||
| Total at September 30, 2002 | 20,646,727 | 1,057,474 | 12,016,645 | 8,621,517 | 25,233,909 | 3,610,042 | 2,326,280 | 1,170,620 | 74,683,214 | ||||||||
| Total at September 30, 2001 | 52,897,044 | 13,958,937 | 6,944,789 | 33,179,772 | 5,807,292 | 3,245,179 | 733,072 | 4,273,520 | 121,039,605 | ||||||||
| Not yet due | |||||||||||||||||
| Deposits of funds - fixed rate | 125,421,296 | - | - | - | - | - | - | - | 125,491,226 | 235,592,734 | |||||||
| Deposits of funds - floating rate | - | - | - | - | - | 323,372,403 | - | 14,483,209 | 337,855,612 | 23,097,186 | |||||||
| Trade receivables - fixed rate | 311,231,232 | 12,133,067 | 1,391,280 | 1,163,140 | 6,596,446 | 26,180 | - | - | 332,541,345 | 261,238,720 | |||||||
| Trade receivables - without rate | 24,965,190 | - | - | - | - | - | - | - | 24,965,190 | 10,055,896 | |||||||
| Other receivables - fixed rate | 2,105,176 | 602,407 | 524,608 | 1,504,131 | 1,344,608 | 905,683 | 597,935 | 5,724,424 | 13,308,972 | 33,963,612 | |||||||
| Other receivables - floating rate | 15,750 | 4,707,567 | 15,750 | 15,750 | 47,251 | - | - | 24,207,648 | 29,009,716 | 7,591,905 | |||||||
| Other receivables - without rate | 45,732,927 | 1,458,958 | 1,123,678 | 1,900,580 | 407,836 | 20,140,952 | 227,964 | 41,355 | 71,034,250 | 105,097,705 | |||||||
| Total at September 30, 2002 | 509,471,571 | 18,901,999 | 3,055,316 | 4,583,601 | 8,396,141 | 344,445,218 | 825,899 | 44,456,636 | 934,136,381 | ||||||||
| Total at September 30, 2001 | 549,415,078 | 21,605,606 | 2,268,158 | 4,336,380 | 7,232,203 | 54,271,336 | 1,673,500 | 35,835,497 | 676,637,758 | ||||||||
| Not yet due | |||||||||||||||||
| Accounts payable - fixed rate | 42,063,030 | 473,371 | 1,773,139 | 465,069 | 2,855,969 | 1,235,519 | - | - | 48,866,097 | 120,065,655 | |||||||
| Accounts payable – floating rate | 3,266,191 | - | 3,113,279 | - | 6,226,557 | - | - | - | 12,606,027 | 11,305,762 | |||||||
| Accounts payable - without rate | 114,427,896 | 5,125,547 | - | 3,337,971 | - | - | - | - | 122,891,414 | 62,178,150 | |||||||
| Short and long-term debt - fixed rate | 44,336,738 | 27,732,577 | 33,909,882 | 8,706,874 | 159,032,606 | 18,891,582 | 11,893,772 | 10,304,814 | 314,808,845 | 478,775,513 | |||||||
| Short and long-term debt - floating rate | 1,255,330,256 | 189,655,328 | 5,517,050 | 123,203,285 | 31,700,419 | 1,399,906 | - | - | 1,606,806,244 | 767,780,433 | |||||||
| Short and long-term debt - without rate | 7,427,927 | - | - | - | - | - | - | - | 7,427,927 | - | |||||||
| Social security and taxes - without rate | 32,057,510 | 11,477,628 | - | - | - | - | - | 12,764,426 | 56,299,564 | 88,117,436 | |||||||
| Other debt - without rate | 4,023,189 | 854,489 | 2,223,886 | 3,174,361 | 2,544,879 | 1,409,446 | 387,799 | 756,577 | 15,374,626 | 22,269,283 | |||||||
| Total at September 30, 2002 | 1,502,932,737 | 235,318,940 | 46,537,236 | 138,887,560 | 202,360,430 | 22,936,453 | 12,281,571 | 23,825,817 | 2,185,080,744 | ||||||||
| Total at September 30, 2001 | 391,803,230 | 195,872,180 | 300,178,376 | 211,835,956 | 287,788,497 | 122,133,572 | 13,353,074 | 27,527,347 | 1,550,492,232 |
- The allowances for doubtful accounts and existing guarantees are sufficient to cover overdue trade receivables.
- Interest rates are not lower than market rates.
- There are no receivables or debts without stated due date.
NOTES TO THE FINANCIAL STATEMENTS at September 30, 2002 (Contd.)
NOTE 5 - FUNDS CONVEYED TO THE TRUST
The Company decided to appropriate part of its balances in cash and banks abroad to the setting up of a trust, the purpose of which is to cover its financing needs, ensuring the normal curse of operations.
These funds, which amount to US$ 86,463,209, were valued at the value arising from the account statement issued by the trustee, at the rate of exchange ruling at period-end.
NOTE 6 - CHANGES IN ACCOUNTING PROCEDURES
The Company has followed the same criteria adopted in the previous year with respect to valuation, depreciation and other items.
As from June 30, 2001 the procedure to calculate the provision for finished and semi-manufactured products was changed, following more prudent criteria than those applied in the previous year.
At September 30, 2001 this change of criteria implies:
- Prior year’s adjustment (see Statement of Changes in Shareholders’ Equity) - loss amounting to $ 9,174,186.
NOTE 7 - ENCUMBERED AND RESTRICTED ASSETS AND SURETIES GRANTED
In accordance with the contracts signed as a result of the incorporation of Consorcio Siderurgia Amazonia Ltd., guarantees were granted as mentioned in Note 8 b) to the financial statements.
At period-end, the Company had become the guarantor of obligations for US$ 2,300,000.
NOTE 8 - INVESTMENTS IN OTHER COMPANIES
a) Comesi San Luis S.A.I.C.
The Company holds a 99% equity interest in Comesi San Luis S.A.I.C. The corporate purpose of Comesi San Luis S.A.I.C. is the production of cold and/or hot-rolled plates, whether coated or not, shaped and/or skelped.
On September 19, 2002, Comesi San Luis distributed cash dividends amounting to $ 2,700,000.
As of September 30, 2002, Comesi San Luis S.A.I.C. shareholders’ equity amounted to $ 5,525,388 and the net loss for the nine-month period ended September 30, 2002, to $ 2,941,886.
NOTES TO THE FINANCIAL STATEMENTS at September 30, 2002 (Contd.)
NOTE 8 - INVESTMENTS IN OTHER COMPANIES (Contd.)
b) Prosid Investments S.C.A.
b) 1. Privatization of Sidor
On November 13, 1997 Consorcio Siderurgia Amazonia Ltd. (Amazonia) was set up to participate in the bid for 70% de Siderúrgica del Orinoco C.A. (Sidor), which was privatized by the government of Venezuela and awarded to Amazonia on December 18, 1997. At present Siderar holds a participation in the capital stock of Amazonia through its subsidiary Prosid Investments S.C.A. (Prosid).
Sidor share purchase-sale contract established certain obligatory conditions to be fulfilled by Amazonia and its shareholders over a term of five years, which should be guaranteed to the Fondo de Inversiones de Venezuela (currently Banco de Desarrollo Económico y Social de Venezuela) and the Corporación Venezolana de Guayana (C.V.G.) for a total aggregate amount of up to US$ 150,000,000. As regards certain secured obligations (those related to the continuity of operations while maintaining a minimum production volume, a minimum amount of investments in fixed assets and the holding of a given participation by the original shareholders) a performance bond with a financial institution was granted for a maximum amount of US$ 150,000,000 for the first three years and US$ 125,000,000 and US$ 75,000,000 for the fourth and fifth years, respectively, counted as from the date of purchase, provided that there has been no foreclosure on this guarantee in the preceding year. The maximum risk guaranteed by Siderar at the date of these financial statements amounts to US$ 26,250,000. The bond expires in January 2003.
In addition, the shareholders of Amazonia signed a guarantee contract covering certain liabilities of Sidor amounting to US$ 602,800,000. This guarantee was only claimable in connection with accrued interest not paid in fiscal 1998 and 1999, which could be executed as from the third year in connection with the past due and claimable principal balance. According to its participation, the maximum risk guaranteed by Siderar on these liabilities is US$ 135,998,000.
b) 2. Restructuring of debt in Amazonia and Sidor
As a result of the adverse economic environment, Sidor and Amazonia recorded losses, which gave rise to delays in compliance with their financial obligations. On February 23, 2000, the negotiations to restructure their respective debts were concluded. The most relevant aspects included in the agreements were the contribution of resources by the shareholders of Sidor amounting to US$ 300,000,000, of which US$ 210,000,000 were indirectly provided by the shareholders of Amazonia by subscribing subordinated convertible debt and capital contributions and the obtaining of two years of grace for the amortization of rescheduled liabilities. The participation of Siderar through Prosid was US$ 56,156,707; part of the funds corresponded to a capital contribution for US$ 25,392,703, which increased the participation of Prosid in Amazonia, from 17.5% to 19.76%, and the remaining amount to the subscription of loans convertible into shares in Amazonia amounting to US$ 30,764,004. The participation of Prosid included part of the portion corresponding to Siderúrgica Venezolana Sivensa S.A., a shareholder of Amazonia, which was not in a position to participate with additional funds.
NOTES TO THE FINANCIAL STATEMENTS at September 30, 2002 (Contd.)
NOTE 8 - INVESTMENTS IN OTHER COMPANIES (Contd.)
b) Prosid Investments S.C.A. (Contd.)
b) 2. Restructuring of debt in Amazonia and Sidor (Contd.)
As a result of the financing of the restructuring process, Amazonia recorded a debt of approximately US$ 245,000,000 (without including the subordinated convertible debt) and Sidor of US$ 1,200,000,000, as a result of which Sidor agreed to assign part of its fixed assets to a trust, with its creditors as beneficiaries, for up to US$ 827,000,000. In addition, the shares of Amazonia held by Prosid continue to be granted in guarantee of the creditors of Amazonia.
b) 3. Current situation
As a consequence of the continuing negative conditions in the worldwide steel industry, the deterioration of the financial markets, the difficult economic and political situation in Venezuela and other adverse factors, at September 30, 2002, Sidor has failed to comply with certain covenants assumed in the debt restructuring contracts entered into with the Fondo de Inversiones de Venezuela and creditor banks, including: (i) payment of interest as from December 18, 2001, (ii) deposit in reserve accounts of certain debts as established in the mentioned contracts, and (iii) maintaining of certain financial ratios. These contracts grant creditors the right to accelerate the maturity of these credits.
Amazonia and Sidor continue to negotiate the restructuring of their debts with the creditor banks and the Venezuelan government under terms satisfactory to both parties. At the date of these financial statements, significant progress has been made in connection with those negotiations.
Siderar values its participation in Amazonia through its subsidiary, as indicated in Note 2.4 e) to the financial statements. The initial investment of Siderar in Amazonia amounting to US$ 122,835,535 and the additional contribution of US$ 56,156,707 was reduced to US$ 34,891,111 at September 30, 2002 due to the recognition of losses corresponding to Amazonia by the equity method of accounting.
c) Compañía Afianzadora de Empresas Siderúrgicas S.G.R.
The Company has a 38.8889% interest in the capital stock of Compañía Afianzadora de Empresas Siderúrgicas S.G.R. in its capacity as protecting partner. The main purpose of this company is to grant guarantees to participating partners to facilitate or enable their access to the bank credit line for the purchase of national steel raw material and to provide technical, economic and financial advice to them. To do so, the Company has made a net contribution of $ 5,962,200 to the risk fund (see Exhibit D to the financial statements). The purpose of the risk fund is to realize guarantees to be granted to participating partners.
d) Information Systems and Technologies N.V.
On March 19, 2001 the Company acquired 25% of the shares of Information Systems and Technology N.V. (IST) for $ 13,032. IST renders information technology services relating to development, advice, sale, planning and consultancy.
NOTES TO THE FINANCIAL STATEMENTS at September 30, 2002 (Contd.)
NOTE 8 - INVESTMENTS IN OTHER COMPANIES (Contd.)
e) Lomond Holdings B.V.
On May 3, 2001 the Company acquired 25% of the shares of Lomond Holdings B.V. for US$ 53,288. Lomond Holdings B.V. is an international business company, the main purposes of which is to invest in the capital stock of companies and corporations engaged in the providing of industrial services and goods purchasing services. To this end, it invests in the capital stock of companies engaged in the providing of supply services in Argentina, Mexico and Italy. Exiros.ar is the Argentine subsidiary of Lomond Holding B.V., which acts as purchase agent of the industrial companies of the Techint Organization operating in Argentina.
f) Result from investments in subsidiaries and related companies:
| 09.30.02 | 09.30.01 | ||
| $ | $ | ||
| Subsidiaries | |||
| Comesi San Luis S.A.I.C. | (2,940,981) | 2,001,194 | |
| Inventory valuation adjustment Comesi San Luis S.A.I.C. | 1,057,833 | 537,516 | |
| Prosid Investments S.C.A. (See Note to Exhibit C) | 12,218,919 | (39,530,145) | |
| Sub-total result of subsidiaries | 10,335,771 | (36,991,435) | |
| Related companies | |||
| Compañía Afianzadora de Empresas Siderúrgicas S.G.R. | (554,130) | (83,490) | |
| Ecocemento S.A. | - | (155,327) | |
| Information Systems and Technologies N.V. | (4,033) | (16,415) | |
| Lomond Holdings B.V. | 698,988 | (40,796) | |
| Sub-total result of related companies | 140,825 | (296,028) | |
| Total result of investments | 10,476,596 | (37,287,463) |
NOTE 9 - RESTRICTIONS ON THE DISTRIBUTION OF PROFITS
In accordance with the Corporations Law, the Company’s by-laws and General Resolution No. 368/01 of the National Securities Commission, 5% of the net profits for the year plus or less prior years’ adjustments must be appropriated to the Legal Reserve after absorbing any accumulated losses, until the reserve reaches 20% of adjusted capital.
As a result of the negotiations started with the Company’s financial creditors mentioned in Note 14, restrictions have temporarily been imposed on the distribution of dividends until November 29, 2002.
NOTE 10 – EXTRAORDINARY RESULTS
The extraordinary result for the nine-month period ended on September 30, 2001 corresponds to costs generated by termination of employment agreed with certain management level personnel in order to adjust the management structure to the market conditions and the Company’s new strategy, and the emergency halting of the blast furnace due to the cooling of the crucible.
NOTES TO THE FINANCIAL STATEMENTS at September 30, 2002 (Contd.)
NOTE 11 - GLOBAL PROGRAM FOR NEGOTIABLE CORPORATE BONDS
On exercising the mandate and authorization granted by the Shareholders' Ordinary and Extraordinary Meeting held on September 29, 1994, the Board of Directors approved the Offering Circular of the global program for the issue of Negotiable Corporate Bonds for US$ 250,000,000, which has been authorized by the National Securities Commission.
On July 31, 1998 a new tranche was issued for a total of US$ 110,000,000 with nine-monthly maturities in January and July 2002 and 2003, at an interest rate of Libo plus a spread of 0.9%, 1.15%, 1.4%, 1.65% and 1.9% for years one to five, respectively. Interest will be payable quarterly.
During the course of conversations with its financial creditors, the Company extended the postponement of repayment of 50% of the principal on installment No.1 that had originally been granted. In a similar manner, in September 2002 the Company obtained the consent of all holders of Negotiable Obligations for a postponement of 100% of the principal due for installment No.2
Funds from this issue were used as follows:
| US$ | |
| Settlement of bank and financial debt | 109,130,000 |
| Corporate Bonds issuing expenses | 870,000 |
| Total issued | 110,000,000 |
NOTE 12 - AFIP - DGI INCOME TAX CLAIM FOR FISCAL 1995 AND 1996
The Dirección General Impositiva (DGI - tax authorities) have challenged the charge to income of certain disbursements that the Company has treated as expenses necessary to maintain industrial installations, which as such should be deducted in the year in which they take place. The DGI sustain that these are investments or improvements that must be capitalized and, therefore, they made an ex-officio determination of income tax on a nominal tax basis of $ 7,995,540 and $ 2,479,080 for fiscal 1995 and 1996, respectively, which at the end of the period totaled $ 31,502,430 and $ 6,684,291, including fines and interest.
On February 19, 2001 and February 11, 2002 the Company appealed both determinations before the National Tax Court, since its legal and tax advisors consider that, based on existing evidence and the work performed by the Tax Authorities, the Company will obtain favorable results. Consequently no liability has been recorded by the Company.
NOTE 13 - STATUS OF CAPITAL
The status of capital at September 30, 2002 is $ 347,468,771, which has been subscribed, paid-in and registered at the Public Registry of Commerce.
The last capital increase amounting to $ 35,666,000 was approved by the Shareholders' Ordinary and Extraordinary Meeting held on December 29, 1994 and registered at the Public Registry of Commerce on November 7, 1995.
The Ordinary and Extraordinary Meeting of Shareholders and the Meeting of Class B Shareholders simultaneously held on April 30, 2002, resolved the conversion of 27.577.146 ordinary class B shares into ordinary class A shares, instructing the Board of Directors to request the increase in the capital authorized to list for trading on stock exchanges.
The Shareholders' equity at the end of the period amounted to $ 1,090,409,008 and the capital stock outstanding at that date to $ 347,468,771. Accordingly, the proportional equity value for each share of $ 1 par value amounts to $ 3.14 (three pesos and fourteen cents).
NOTES TO THE FINANCIAL STATEMENTS at September 30, 2002 (Contd.)
NOTE 14 - FINANCIAL SITUATION OF THE COMPANY
As mentioned in the interim financial statements for the current year, the Argentine economic and financial crisis has worsened to the point that the financial system almost suspended the granting of loans to companies, affecting the Company’s financial situation by preventing normal renewal of financing lines upon maturity. As a result, the Company is carrying out negotiations with its creditors to reschedule the maturities according to the variables affecting the Company’s business. Significant progress has been made on these negotiations at the date of these financial statements. The bank and financial debts at the close of the period amounted to $ 1,929.0 million, of which $ 1,695.8 million are current debts and $ 233.2 million are non-current debts. The Company has gained practically no benefit from the conversion into pesos of this financial debt and is therefore to settle it in floating dollars.
NOTE 15 - ARGENTINE ECONOMIC CONTEXT
These financial statements have been prepared as indicated in Notes 1 and 2.
The significant changes in economic regulations, the major impact of the devaluation of the currency on the prices of goods and services and the fact that price indexes have already begun to reflect these events during the nine-month period, as will gradually begin to happen from now on, and the uncertainty regarding many economic measures that are still to be decided, could in future affect the evaluations and estimates made by the Company, so that the interpretation of these financial statements should take into account these exceptional circumstances.
NOTE 16 - EVENTS SUBSEQUENT TO PERIOD-END
After September 30, 2002 no events, situations or circumstances other than those publicly known having a material effect on the Company’s equity, economic or financial position have taken place.
The report on limited review is issued as a separate document.
Financial statements at September 30, 2002
FIXED ASSETS
| 09.30.02 | 09.30.01 | ||||||||||
| Depreciation | |||||||||||
| Main account | Values at the beginning of the period | Increases (1) | Decreases | Reclassifications | Values at the end of the period | Accumulated at the beginning of the period | Deletions for the period | For the period (2) | Accumulated at the end of the period | Residual value | Residual value |
| $ | $ | $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Land | 50,744,589 | - | - | - | 50,744,589 | - | - | - | - | 50,744,589 | 50,745,576 |
| Industrial buildings and facilities | 1,825,941,138 | 375,078,142 | - | 41,727,392 | 2,242,746,672 | 918,120,245 | - | 142,776,944 | 1,060,897,189 | 1,181,849,483 | 886,203,547 |
| Machinery and equipment | 900,262,283 | 128,169,569 | - | 812,431 | 1,029,244,283 | 663,350,557 | - | 52,972,524 | 716,323,081 | 312,921,202 | 248,497,471 |
| Vehicles and means of transport | 31,114,538 | 998,994 | 9,753,970 | - | 22,359,562 | 23,767,641 | 6,640,458 | 1,491,765 | 18,618,948 | 3,740,614 | 7,625,627 |
| Furniture, general machinery and office supplies | 37,677,317 | - | - | 37,677,317 | 33,434,643 | - | 772,774 | 34,207,417 | 3,469,900 | 4,533,041 | |
| Steel spares and supplies | 125,535,574 | - | 45,915,730 | - | 79,619,844 | - | - | - | - | 79,619,844 | 131,957,296 |
| Fixed assets in transit | 1,890,030 | - | 230,164 | - | 1,659,866 | - | - | - | - | 1,659,866 | 3,932,949 |
| Work in progress | 77,862,398 | 34,239,300 | - | (42,539,823) | 69,561,875 | - | - | - | - | 69,561,875 | 113,205,161 |
| Advances to suppliers | 1,132,619 | 1,420,523 | - | - | 2,553,142 | - | - | - | - | 2,553,142 | 2,892,219 |
| Total at September 30, 2002 | 3,052,160,486 | 539,906,528 | 55,899,864 | 3,536,167,150 | 1,638,673,086 | 6,640,458 | 198,014,007 | 1,830,046,635 | 1,706,120,515 | ||
| Total at September 30, 2001 | 2,983,227,888 | 86,153,228 | 27,434,104 | 3,041,947,012 | 1,454,681,787 | 1,428,218 | 139,100,556 | 1,592,354,125 | 1,449,592,887 |
(1) Includes the capitalization of exchange differences in relation to commercial, bank and financial debts (see Note 2.3 to the financial statements).
(2) See Exhibit H to the financial statements.
Note: The Company has considered as original value of technically appraised assets at June 30, 1990 the technical value restated as indicated in Note 2.4 d) to the financial statements. The depreciation rates of the different assets are not included as these vary according to the different remaining useful lives assigned.
The report on limited review is issued as a separate document.
Financial statements at September 30, 2002
INTANGIBLE ASSETS
| 09.30.02 | 09.30.01 | |||||||||
| Amortization | ||||||||||
| Main account | Values at the beginning of the period | Increases | Decreases | Values at the end of the period | Accumulated at the beginning of the period | Deletion for the period | For the period (1) | Accumulated at the end of the period | Residual value | Residual value |
| $ | $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Goodwill (Comesi S.A.I.C.) | 48,317,231 | - | - | 48,317,231 | 47,133,258 | - | 1,183,973 | 48,317,231 | - | 2,367,944 |
| Information systems projects | 2,797,030 | 8,822,220 | - | 11,619,250 | 102,029 | - | 538,872 | 640,901 | 10,978,349 | 404,391 |
| Total at September 30, 2002 | 51,114,261 | 8,822,220 | - | 59,936,481 | 47,235,287 | - | 1,722,845 | 48,958,132 | 10,978,349 | |
| Total at September 30, 2001 | 48,317,231 | 404,391 | - | 48,721,622 | 42,397,370 | - | 3,551,917 | 45,949,287 | 2,772,335 |
- See Exhibit H to the financial statements.
The report on limited review is issued as a separate document.
Financial statements at September 30, 2002
INVESTMENTS
Securities issued in series and investments in other companies
| 09.30.02 | 09.30.01 | ||||||||
| Denomination and type of shares | Issuer | Class | Par value | Amount | Percentage participation in capital stock | Restated cost value | Proportional equity value | Amount recorded | Amount recorded |
| $ | $ | $ | $ | ||||||
| NON-CURRENT INVESTMENTS | |||||||||
| Corporations Sect. 33 - Law No. 19,550 and amendments | |||||||||
| Subsidiaries: | |||||||||
| Shares | Comesi San Luis S.A.I.C. | Ordinary, one vote each | 0.0001 | 1,089,000 | 99,0000 | 10,048,950 | 5,470,134 | 5,470,134 | 10,854,530 |
| Shares | Prosid Investments S.C.A. | Ordinary, one vote each | 1,000 (1) | 999,934 | 99,9934 | 397,776,850 | 130,492,757 | 130,492,757 | 162,500,943 |
| Related companies: | |||||||||
| Shares | Compañía Afianzadora de Empresas Siderúrgicas S.G.R. | Ordinary, one vote each | 1 | 378,000 | 38,8889 | 836,136 | 87,140 | 87,140 | 762,428 |
| Shares | Ecocemento S.A. | ||||||||
| Shares | Information Systems and Technologies N.V. | Ordinary, one vote each | 50 (2) | 230 | 25,0000 | 28,827 | 13,160 | 13,160 | 12,412 |
| Shares | Lomond Holdings N.V. | Ordinary, one vote each | 100 (2) | 600 | 25,0000 | 117,873 | 785,199 | 785,199 | 77,077 |
| Others: | |||||||||
| Shares | FO.GA.BA. S.A.P.E.M. | Ordinary, one vote each | 1 | 10,000 | 0,3100 | 22,120 | 22,120 | 22,120 | |
| Comesi San Luis S.A.I.C. inventory valuation adjustment | (79,800) | (79,800) | (1,040,746) | ||||||
| 408,830,756 | 136,768,590 | 136,790,710 | 173,188,764 |
(1) Amount stated in Uruguayan pesos.
(2) Amount stated in Euros.
Financial statements at September 30, 2002
INVESTMENTS (Contd.)
Securities issued in series and investments in other companies
| Information about the issuer | ||||||||
| Latest financial statements | ||||||||
| Denomination and type of shares | Issuer | Principal activity | Date | Period | Capital stock | Results | Shareholders’ equity | Date of approval by Board of Directors |
| $ | $ | $ | ||||||
| NON-CURRENT INVESTMENTS (Contd.) | ||||||||
| Corporations Sect. 33 - Law No. 19,550 and amendments (Contd.) | ||||||||
| Subsidiaries: | ||||||||
| Shares | Comesi San Luis S.A.I.C. | Production of cold or hot rolled, pre-painted, formed and skelped steel sheets | 09.30.02 | 9 months | 110 | (2,941,886) | 5,525,388 | 11.06.02 |
| Shares | Prosid Investments S.C.A. (1) | Stock participation in Consorcio Siderurgia Amazonia Ltd. and all types of financial transactions | 09.30.02 | 9 months | 305,430,788 | 12,219,726 | 130,501,370 | 11.06.02 |
| Related companies: | ||||||||
| Shares | Compañía Afianzadora de Empresas Siderúrgicas S.G.R. | Granting of guarantees to participating partners to facilitate or permit access to credits for the purchase of national steel raw material through the signing of contracts regulated by Law No. 24467 | 09.30.02 | 3 months | 972,000 | (1,927,176) | 224,074 | 11.04.02 |
| Shares | Information Systems and Technologies N.V. | Renders information technology services relating to development, advice, sale, planning and consultancy | 09.30.02 | 9 months | 164,489 | (16,134) | 52,641 | 10.18.02 |
| Shares | Lomond Holdings | Project investment and financing | 09.30.02 | 9 months | 784,637 | 2,795,960 | 3,140,796 | 10.18.02 |
| Shares | FO.GA.BA. S.A.P.E.M. | Granting of guarantees to PYMES operating in the province of Buenos Aires | 12.31.00 | 12 months | 3,238,400 | (532,746) | 48,550,252 | 03.27.01 |
(1) As the financial statements for Amazonia at September 30, 2002 were not available, Prosid Investments has valued its investment in Amazonia using the financial statements of the latter with an aging of three months. However, to better reflect the economic reality on these financial statements, the net equity and results of the Company have been adjusted to reflect the estimated effect of the results for Amazonia for the period from July 1 to September 30, 2002.
The report on limited review is issued as a separate document.
Financial statements at September 30, 2002
OTHER INVESTMENTS
| 09.30.02 | 09.30.01 | ||||
| Main account | Balance at the beginning of the period | Increases(1) | Decreases (1) | Balance at the end of the period | Balance at the end of the period |
| $ | $ | $ | $ | $ | |
| OTHER CURRENT INVESTMENTS | |||||
| Sight deposits - Other related companies | 42,411,317 | 81,359,723 | - | 123,771,040 | 20,827,000 |
| Time deposits | 7,325,491 | - | 7,325,491 | - | 214,765,734 |
| Foreign Government Securities | 11,054,839 | - | 11,054,839 | - | - |
| Argentine Government Securities | 1,838,265 | - | 188,009 | 1,650,256 | - |
| Total at the end of the period | 62,629,912 | 81,359,723 | 18,568,339 | 125,421,296 | 235,592,734 |
| OTHER NON-CURRENT INVESTMENTS | |||||
| Funds conveyed to the trust - Other related companies (Note 5) | 195,002,138 | 128,370,265 | - | 323,372,403 | - |
| Financial investments in insurance companies (Note 2.4. k)) | 22,497,513 | - | 8,014,304 | 14,483,209 | 23,097,186 |
| Risk fund Compañía Afianzadora de Empresas Siderúrgicas S.G.R. | |||||
| Net contributions | 24,410,864 | - | 18,448,664 | 5,962,200 | 37,682,864 |
| Allowance for doubtful accounts (Exhibit E) (2) | (9,738,790) | (1,653,556) | (5,430,146) | (5,962,200) | (8,127,636) |
| Total at the end of the period | 232,171,725 | 126,716,709 | 21,032,822 | 337,855,612 | 52,652,414 |
(1) Value net of the adjustment for inflation of initial balances.
(2) Customers of Compañía Afianzadora de Empresas Siderúrgicas S.G.R. in collection process.
The report on limited review is issued as a separate document.
Financial statements at September 30, 2002
ALLOWANCES AND PROVISIONS
| Items | Balance at the beginning of the period | Increases and recoveries (1) | Decreases | Balance at the end of the period |
| $ | $ | $ | $ | |
| Deducted from current assets | ||||
| * For doubtful accounts | 46,106,866 | 23,689,088 | 33,952,205 | 35,843,749 |
| * For inventory obsolescence | 6,400,528 | 5,108,888 | 5,471,383 | 6,038,033 |
| Total at September 30, 2002 | 52,507,394 | 28,797,976 | 39,423,588 | 41,881,782 |
| Total at September 30, 2001 | 50,247,215 | 15,482,880 | 16,295,607 | 49,434,488 |
| Deducted from non-current assets | - | 2,510,639 | - | 2,510,639 |
| * For risk fund uncollectibility | 9,738,790 | 1,653,556 | 5,430,146 | 5,962,200 |
| Total at September 30, 2002 | 9,738,790 | 4,164,195 | 5,430,146 | 8,472,839 |
| Total at September 30, 2001 | 9,392,152 | (1,264,516) | - | 8,127,636 |
| Included in current liabilities | ||||
| * For contingencies | 6,819,844 | 17,958,354 | 20,257,226 | 4,520,972 |
| Total at September 30, 2002 | 6,819,844 | 17,958,354 | 20,257,226 | 4,520,972 |
| Total at September 30, 2001 | 11,132,239 | 688,447 | 7,649,535 | 4,171,151 |
| Included in non-current liabilities | ||||
| * For contingencies | 22,623,529 | (7,175,018) | - | 15,448,511 |
| Total at September 30, 2002 | 22,623,529 | (7,175,018) | - | 15,448,511 |
| Total at September 30, 2001 | 33,471,789 | (15,916,908) | - | 17,554,881 |
- See Exhibit H to the financial statements.
The report of independent accountants is issued as a separate document.
Financial statements at September 30, 2002
COST OF SALES
| Period ended on | ||||
| 09.30.02 | 09.30.01 | |||
| $ | $ | $ | $ | |
| 1) Inventory at the beginning of the period | ||||
| Finished products | 122,344,581 | 139,641,744 | ||
| Production in process | 98,217,222 | 140,573,890 | ||
| Raw material | 76,758,537 | 109,716,439 | ||
| Materials | 108,703,548 | 127,524,835 | ||
| Advances to suppliers | 1,146,599 | 2,496,008 | ||
| Allowance for obsolescence (Exhibit E) | (6,400,528) | 400,769,959 | (11,406,494) | 508,546,422 |
| 2) Purchases of the period | 843,276,497 | 484,119,113 | ||
| 3) Manufacturing expenses (Exhibit H) | 514,884,744 | 568,603,859 | ||
| Subtotal | 1,758,931,200 | 1,561,269,394 | ||
| 4) Holding results (Exhibit H) | 20,595,081 | 9,140,867 | ||
| Subtotal | 1,779,526,281 | 1,570,410,261 | ||
| 5) Inventory at the end of the period | ||||
| Finished products | 93,203,847 | 111,004,389 | ||
| Products in process | 96,147,458 | 98,113,968 | ||
| Raw material | 161,702,054 | 89,730,340 | ||
| Materials | 96,608,228 | 112,730,687 | ||
| Advances to suppliers | 4,156,339 | 2,872,355 | ||
| Allowance for obsolescence (Exhibit E) | (6,038,033) | 445,779,893 | (5,373,963) | 409,077,776 |
| COST OF SALES | 1,333,746,388 | 1,161,332,485 |
The report on limited review is issued as a separate document.
Financial statements at September 30, 2002
FOREIGN CURRENCY ASSETS AND LIABILITIES
| 09.30.02 | 09.30.01 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Items | Foreign currency (1) | Amount in foreign currency | Exchange rate used | Amount in local currency | Foreign currency (1) | Amount in foreign currency | Amount in local currency | ||||
| Historical | Restated | ||||||||||
| $ | $ | $ | $ | ||||||||
| ASSETS | |||||||||||
| CURRENT ASSETS | |||||||||||
| Cash and banks | |||||||||||
| Cash | US$ | 1,362,711 | 3,640000 | 4,960,269 | US$ | 8,037 | 8,037 | 17,778 | |||
| Checks to be deposited | US$ | 39,920 | 39,920 | 88,303 | |||||||
| Banks | US$ | 113,090 | 3,640000 | 411,647 | US$ | 11,410 | 11,410 | 25,239 | |||
| EURO | 1,743,556 | 3,592300 | 6,263,375 | ||||||||
| Other investments | |||||||||||
| Sight deposits - Other related companies | US$ | 34,003,033 | 3,6400000 | 123,771,040 | US$ | 5,629,391 | 5,629,391 | 12,452,213 | |||
| Time deposits | US$ | 97,091,200 | 97,091,200 | 214,765,734 | |||||||
| Trade receivables | |||||||||||
| Ordinary and documented debtors from the domestic market. | US$ | 11,587,458 | 3,6400000 | 42,178,348 | US$ | 110,998,149 | 110,998,149 | 245,527,906 | |||
| Related companies Sect. 33 - Law No. 19,550 and amendments | US$ | 699,149 | 699,149 | 1,546,518 | |||||||
| Other related companies | US$ | 12,069,499 | 3,6400000 | 43,932,976 | US$ | 10,757,019 | 10,757,019 | 23,794,526 | |||
| Export reimbursements/convergence factor | US$ | 5,924,938 | 3,6400000 | 21,566,776 | US$ | 4,546,065 | 4,546,065 | 10,055,896 | |||
| Ordinary and documented debtors from foreign markets | US$ | 70,485,610 | 3,6400000 | 256,567,621 | US$ | 29,287,849 | 29,287,849 | 64,784,722 | |||
| EURO | 8,396,405 | 7,618,058 | 16,851,144 | ||||||||
| Allowance for doubtful accounts(Exhibit E) | US$ | (19,918,863) | (19,918,863) | (44,060,525) | |||||||
| Other receivables | |||||||||||
| Related companies Sect. 33 - Law No. 19,550 and amendments | US$ | 586,801 | 3,6400000 | 2,135,955 | US$ | 3,091,038 | 3,091,038 | 6,837,376 | |||
| Other related companies | US$ | 549,139 | 3,6400000 | 1,998,865 | US$ | 470,573 | 470,573 | 1,040,907 | |||
| Receivables from sale of real property | US$ | 15,000 | 3,6400000 | 54,600 | US$ | 232,695 | 232,695 | 514,721 | |||
| Expenses paid in advance | US$ | 2,561,824 | 2,561,824 | 5,666,755 | |||||||
| Sundry receivables | US$ | 4,664,708 | 3,6400000 | 16,979,536 | US$ | 4,239,934 | 4,239,934 | 9,378,734 | |||
| Total current assets - Carried forward | 520,821,008 | 257,363,448 | 569,287,947 |
Financial statements at September 30, 2002
FOREIGN CURRENCY ASSETS AND LIABILITIES (Contd.)
| 09.30.02 | 09.30.01 | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Items | Foreign currency (1) | Amount in foreign currency | Exchange rate used | Amount in local currency | Foreign currency (1) | Amount in foreign currency | Amount in local Currency | ||
| Historical | Restated | ||||||||
| $ | $ | $ | $ | ||||||
| ASSETS | |||||||||
| Brought forward | 520,821,008 | 257,363,448 | 569,287,947 | ||||||
| NON-CURRENT ASSETS | |||||||||
| Trade receivables | |||||||||
| Notes receivable | US$ | 195,539 | 195,539 | 432,532 | |||||
| Other receivables | |||||||||
| Related companies Sect. 33 - Law No. 19,550 and amendments | US$ | 1,246,937 | 1,246,937 | 2,758,225 | |||||
| Receivables from sale of real property | US$ | 352,783 | 352,783 | 780,356 | |||||
| Expenses paid in advance | US$ | 993,863 | 993,863 | 2,198,425 | |||||
| Sundry receivables | US$ | 360,205 | 360,205 | 796,773 | |||||
| Other investments | |||||||||
| Funds conveyed to the trust – Other related companies | US$ | 86,463,209 | 3.740000 | 323,372,403 | |||||
| Investments in insurance companies | US$ | 10,441,766 | 10,441,766 | 23,097,186 | |||||
| Risk fund Compañía Afianzadora de Empresas Siderúrgicas S.G.R. | |||||||||
| Net contributions | US$ | 17,035,653 | 17,035,653 | 37,682,864 | |||||
| Allowance for doubtful accounts (Exhibit E) | US$ | (3,674,338) | (3,674,338) | (8,127,636) | |||||
| Fixed assets | |||||||||
| Other receivables | |||||||||
| Advances to suppliers | US$ | 111,739 | 3.640000 | 406,731 | US$ | 102,522 | 102,522 | 226,779 | |
| EURO | 67,351 | 3.592300 | 241,946 | EURO | 338,221 | 203,610 | 450,385 | ||
| DEM | 3,000 | 1,398 | 3,092 | ||||||
| FRF | 439,619 | 61,289 | 135,571 | ||||||
| Total non-current assets | 324,021,080 | 27,321,227 | 60,434,552 | ||||||
| Total assets | 844,842,088 | 284,684,675 | 629,722,499 |
Financial statements at September 30, 2002
FOREIGN CURRENCY ASSETS AND LIABILITIES (Contd.)
| 09.30.02 | 09.30.01 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Items | Foreign currency (1) | Amount in foreign currency | Exchange rate used | Amount in local currency | Foreign currency (1) | Amount in foreign currency | Amount in local currency | ||||
| Historical | Restated | ||||||||||
| $ | $ | $ | $ | ||||||||
| LIABILITIES | |||||||||||
| CURRENT LIABILITIES | |||||||||||
| Accounts payable | |||||||||||
| Ordinary suppliers | US$ | 6,973,235 | 3.740000 | 26,079,899 | US$ | 4,608,325 | 4,608,325 | 10,193,615 | |||
| Related companies Sect. 33 - Law No. 19,550 and amendments | US$ | 815,205 | 815,205 | 1,803,233 | |||||||
| Other related companies | US$ | 3,463,975 | 3.740000 | 12,955,265 | US$ | 2,090,997 | 2,090,997 | 4,625,285 | |||
| Notes payable | US$ | 9,573,440 | 3.740000 | 35,804,666 | US$ | 29,729,825 | 29,729,825 | 65,762,373 | |||
| EURO | 2,888,852 | 3.691400 | 10,663,908 | EURO | 355,882 | 324,031 | 716,757 | ||||
| £ | 2,264 | 5.872900 | 13,299 | £ | 10,165 | 14,961 | 33,094 | ||||
| ¥ | 2,111,032 | 0.030757 | 64,929 | ¥ | 3,437,046 | 28,854 | 63,825 | ||||
| Skr | 85,000 | 0.405614 | 34,477 | ||||||||
| ITL | 178,660,297 | 84,149 | 186,138 | ||||||||
| DEM | 1,327,654 | 618,586 | 1,368,312 | ||||||||
| ESP | 14,796,567 | 81,026 | 179,230 | ||||||||
| Unearned interest | US$ | (134,000) | 3.740000 | (501,161) | US$ | (434,446) | (434,446) | (960,995) | |||
| Advances from customers | US$ | 788,687 | 3.740000 | 2,949,689 | US$ | 3,333,507 | 3,333,507 | 7,373,717 | |||
| Short-term debt | |||||||||||
| Import/export financing | US$ | 358,051,972 | 3.740000 | 1,339,114,375 | US$ | 148,012,123 | 148,012,123 | 327,402,816 | |||
| ¥ | 159,308,743 | 0.030757 | 4,899,859 | ¥ | 179,589,875 | 1,507,657 | 3,334,937 | ||||
| EURO | 1,803,709 | 3.691400 | 6,658,212 | EURO | 1,795,141 | 1,634,476 | 3,615,461 | ||||
| DEM | 158,524 | 73,860 | 163,378 | ||||||||
| Debt with exchange insurance in US$ | ¥ | 22,179,793,194 | 185,755,768 | 410,891,759 | |||||||
| Negotiable Corporate Bonds | US$ | 96,250,000 | 3.740000 | 359,975,000 | US$ | 55,000,000 | 55,000,000 | 121,660,000 | |||
| Unearned interest | US$ | (3,521,663) | 3.740000 | (13,171,021) | US$ | (11,493,306) | (11,493,306) | (25,423,193) | |||
| ¥ | (107,855,415) | 0.030757 | (3,317,309) | ¥ | (67,937,939) | (570,339) | (1,261,590) | ||||
| EURO | (185,397) | 3.691400 | (684,373) | EURO | (193,466) | (176,151) | (389,646) | ||||
| Unearned interest with exchange insurance in US$ | ¥ | (290,348,837) | (2,422,090) | (5,357,663) | |||||||
| Total current liabilities – Carried forward | 1,781,539,714 | 418,617,018 | 925,980,843 |
Financial statements at September 30, 2002
FOREIGN CURRENCY ASSETS AND LIABILITIES (Contd.)
| 09.30.02 | 09.30.01 | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Items | Foreign currency (1) | Amount in foreign currency | Exchange rate used | Amount in local currency | Foreign currency (1) | Amount in foreign currency | Amount in local Currency | ||
| Historical | Restated | ||||||||
| $ | $ | $ | $ | ||||||
| LIABILITIES | |||||||||
| Brought forward | 1,781,539,714 | 418,617,018 | 925,980,843 | ||||||
| NON-CURRENT LIABILITIES | |||||||||
| Accounts payable | |||||||||
| Other related companies | US$ | 990,455 | 3.740000 | 3,704,302 | US$ | 1,980,308 | 1,980,308 | 4,380,441 | |
| Notes payable | US$ | 1,876,045 | 3.740000 | 7,016,410 | US$ | 4,821,697 | 4,821,697 | 10,665,594 | |
| Unearned interest | US$ | (107,665) | 3.740000 | (402,667) | US$ | (361,627) | (361,627) | (799,919) | |
| Long-term debt | |||||||||
| Import/export financing | US$ | 25,853,697 | 3.740000 | 96,692,825 | US$ | 69,456,135 | 69,456,135 | 153,636,971 | |
| ¥ | 72,689,989 | 0.030757 | 2,235,726 | ¥ | 293,442,764 | 2,463,452 | 5,449,156 | ||
| EURO | 3,612,409 | 3.691400 | 13,334,846 | EURO | 4,310,540 | 3,924,747 | 8,681,540 | ||
| Debt with exchange insurance in US$ | ¥ | 4,212,951,582 | 0.030856 | 129,994,834 | ¥ | 7,936,197,441 | 65,759,332 | 145,459,642 | |
| Negotiable Corporate Bonds | US$ | 55,000,000 | 55,000,000 | 121,660,000 | |||||
| Unearned interest | US$ | (1,545,564) | 3.740000 | (5,780,411) | US$ | (7,982,995) | (7,982,995) | (17,658,385) | |
| ¥ | (72,689,989) | 0.030757 | (2,235,726) | ¥ | (293,442,764) | (2,463,452) | (5,449,156) | ||
| EURO | (276,046) | 3.691400 | (1,018,995) | EURO | (338,248) | (307,975) | (681,241) | ||
| Total non-current liabilities | 243,541,144 | 192,289,622 | 425,344,643 | ||||||
| Total liabilities | 2,025,080,858 | 610,906,640 | 1,351,325,486 |
(1) US$: United States Dollars; ITL: Italian Lire; £: Pounds Sterling; DEM: Deutsche Marks; FRF: French Francs; ¥: Yens; ESP: Pesetas; Skr: Swedish Kronor.
The report on limited review is issued as a separate document.
Financial statements at September 30, 2002
INFORMATION REQUIRED BY SECTION 64, SUB-SECTION I B) OF CORPORATIONS LAW NO. 19,550 AND AMENDMENTS THERETO
| Financial and holding results | Total for the period-ended | |||||||
|---|---|---|---|---|---|---|---|---|
| Items | Manufacturing expenses | Selling expenses | Administrative expenses | Generated by assets | Generated by liabilities | Other income and expenses | 09.30.02 | 09.30.01 |
| $ | $ | $ | $ | $ | $ | $ | $ | |
| Surveillance Committee's and Directors' fees | - | - | 2,003,585 | - | - | - | 2,003,585 | 1,786,743 |
| Salaries, wages and social security | 135,640,313 | 9,457,238 | 32,092,475 | - | - | - | 177,190,026 | 250,458,622 |
| Office expenses | 1,821,796 | 346,341 | 2,687,702 | - | - | - | 4,855,839 | 7,851,631 |
| Maintenance expenses and security services for buildings, installation and equipment | 88,809,349 | 13,018 | 2,914,682 | - | - | - | 91,737,049 | 127,022,567 |
| Fees for technical assistance, external advice and commissions | 376,388 | 34,241,468 | 2,598,421 | - | - | - | 37,216,277 | 21,019,265 |
| Taxes, tariffs and contributions | - | - | 5,386,136 | - | - | - | 5,386,136 | 10,304,410 |
| Third party services | 74,441,593 | 289,340 | 14,739,378 | - | - | - | 89,470,311 | 111,464,936 |
| Operating IT services | - | - | 9,071,986 | - | - | - | 9,071,986 | 11,635,069 |
| Canteen and refreshment | 2,527,062 | 21,732 | 154,139 | - | - | - | 2,702,933 | 4,446,989 |
| Rents | 272,225 | - | 508,009 | - | - | - | 780,234 | 838,759 |
| Personnel transportation | 3,487,952 | - | 223,375 | - | - | - | 3,711,327 | 5,074,565 |
| Publicity and advertising | 5,984 | 105,863 | 223,260 | - | - | - | 335,107 | 1,043,562 |
| Charge for (recovery from) provision for contingencies | - | - | - | - | - | 10,783,336 | 10,783,336 | (15,228,461) |
| Charge for allowance for doubtful accounts | - | 27,853,283 | - | - | - | - | 27,853,283 | 15,501,696 |
| Freight and transportation | 23,504,854 | 11,240,984 | 16,183 | - | - | - | 34,762,021 | 42,077,303 |
| Amortization of intangible assets | - | - | - | - | - | 1,722,845 | 1,722,845 | 3,551,917 |
| Depreciation of fixed assets | 198,014,007 | - | - | - | - | - | 198,014,007 | 139,100,556 |
| Recovery from sale of scrap | (26,608,660) | - | - | - | - | - | (26,608,660) | (36,453,574) |
| External warehouse expenses | 129,325 | - | - | - | - | - | 129,325 | 247,755 |
| Inventory obsolescence | 5,108,888 | - | - | - | - | - | 5,108,888 | (1,283,332) |
| Severance pay and restructuring costs | - | - | - | - | - | 22,636,022 | 22,636,022 | 44,891,655 |
| Interests and other financing expenses | - | - | - | (889,366) | 190,665,935 | - | 181,796,569 | 75,839,048 |
| Exchange differences generated by (1): | ||||||||
| Trade receivables | - | - | - | (103,312,826) | - | - | (103,312,826) | (458,161) |
| Other investments | - | - | - | (154,896,971) | - | - | (154,896,971) | (1,422,838) |
| Accounts payable (2) | - | - | - | - | 40,406,414 | - | 40,406,414 | (77,697) |
| Short and long- term debt (2) | - | - | - | - | 299,254,705 | - | 299,254,705 | (6,231) |
| Others | - | - | - | (4,390,701) | 10,763,795 | - | 6,373,094 | 352,217 |
| Holding results on inventories | - | - | - | (20,595,081) | - | - | (20,595,081) | (9,140,867) |
| Holding results on fixed assets | - | - | - | 21,340,540 | - | - | 21,340,540 | 8,161,059 |
| Result of exposure to inflation | - | - | - | 226,156,367 | (133,496,071) | - | 92,660,296 | |
| Other ordinary income and expenses | 7,353,668 | 1,103,259 | 8,861,791 | - | - | 1,934,014 | 19,252,732 | 4,837,264 |
| Total at September 30, 2002 | 514,884,744 | 84,672,526 | 81,481,122 | (44,568,038) | 407,594,778 | 37,076,217 | 1,081,141,349 | |
| Total at September 30, 2001 | 568,603,859 | 58,237,934 | 105,845,686 | (10,330,870) | 83,577,401 | 17,502,417 | 823,436,427 |
(1) Exchange differences are shown net of the adjustment for inflation.
(2) Exchange differences are net of the capitalization in fixed assets (see Note 2.3. to the financial statements).
The report on limited review is issued as a separate document.
Financial statements at September 30, 2002
OPERATIONS WITH SUBSIDIARIES AND RELATED COMPANIES
| Operations (1) | Total for the period-ended | |||||
| Sales and sundry services | Purchases and services received | Remuneration protector partner Compañía Afianzadora de Empresas Siderúrgicas S.G.R. | Interests | Total at 09.30.02 | Total at 09.30.01 | |
| $ | $ | $ | $ | $ | $ | |
| Subsidiaries | ||||||
| Comesi San Luis S.A.I.C. | 3,213,415 | (42,680) | - | - | 3,170,735 | 17,245,551 |
| Subtotal | 3,213,415 | (42,680) | - | - | 3,170,735 | 17,245,551 |
| Related companies | ||||||
| Siderca S.A.I.C. | - | - | - | - | - | 4,652,856 |
| Compañía Afianzadora de Empresas Siderúrgicas S.G.R. | - | - | 4,157,441 | - | 4,157,441 | 2,258,030 |
| Ecocemento S.A. | - | - | - | - | - | 4,744,479 |
| Consorcio Siderurgia Amazonia Ltd. | 2,370,200 | - | - | - | 2,370,200 | 2,669,662 |
| Siderúrgica del Orinoco C.A. | - | - | - | - | - | (704,158) |
| Subtotal | 2,370,200 | - | 4,157,441 | - | 6,527,641 | 13,620,869 |
| Other related companies (2) | 74,049,037 | (80,542,048) | - | 6,345,834 | (147,177) | (31,490,983) |
| Total at September 30, 2002 | 79,632,652 | (80,584,728) | 4,157,441 | 6,345,834 | 9,551,199 | |
| Total at September 30, 2001 | 86,592,936 | (89,594,324) | 2,368,630 | 8,195 | (624,563) |
- Amounts in brackets represent losses or disbursements.
- Related companies not qualifying under Section 33 of Law No. 19,550.
The report on limited review is issued as a separate document.
REPORT ON LIMITED REVIEW
To the members of the Surveillance Council of
Siderar Sociedad Anónima Industrial y Comercial
- We have carried out a limited review of the balance sheets of Siderar Sociedad Anónima Industrial y Comercial at September 30, 2002 and 2001, and the related statements of income and of sources and uses of funds for the nine-month periods then ended, and the statement of changes in shareholders’ equity for the nine-month period ended September 30, 2002, and the complementary notes 1 to 16 and exhibits A to I. Furthermore, we have also carried out a limited review of the consolidated financial statements of Siderar Sociedad Anónima Industrial y Comercial with its subsidiaries for the nine-month periods ended September 30, 2002 and 2001, which are presented as complementary information. The preparation and issuance of the mentioned financial statements is the responsibility of the Company’s management.
- Our reviews were limited to the application of the procedures established in Technical Pronouncement No. 7 of the Argentine Federation of Professional Councils in Economic Sciences for limited reviews of interim financial statements, which consist mainly of the application of analytical procedures to the amounts disclosed in the financial statements and inquires made of Company staff responsible for the preparation of the information included in the financial statements and of its subsequent analysis. This review is substantially less in scope than an audit, the objective of which is to express an opinion on the financial statements under review. Accordingly, we do not express an opinion on the Company’s financial position, the results of operations, the changes in its shareholder’s equity and the sources and uses of funds or in its consolidated financial statements.
- Note 15 summarize the situation that existed at the end of the period in relation to the economic measures announced by the Government to face the national crisis. The impact generated by all these measures adopted to date by the Government on the financial situation of the Company at September 30, 2002 was determined according to the evaluations and estimates made by Management at the date of preparing the financial statements. Consequently, the Company’s financial statements must be considered in the light of these circumstances. As indicated in Notes 11 and 14, the Company has agreed with its creditors extensions to the original due dates for certain of its financial loans and is evaluating alternatives and other financing proposals so as to modify its indebtedness profile. The Company currently records financial liabilities for a total of $ 1,929.0 million (of which $ 1,695.8 million are current and $ 233.2 million are non-current) so that if the economic context or further changes to legislation and regulations in force were to continue to restrict the availability of credit on financial markets, the Company’s capacity to routinely refinance its debt could be affected.
- As mentioned in Note 2.2. and as established by Resolution MD 3/2002 of the Professional Council in Economic Sciences of the Autonomous City of Buenos Aires and Resolution No. 415 of the National Securities Commission, the financial statements recognize the effects of inflation recorded in Argentina as from January 1, 2002. Amounts corresponding to the period ended on September 30, 2001, which are shown for comparative purposes, have also been restated into constant currency of September 30, 2002. Furthermore, in accordance with Resolution MD 3/2002 and Resolution No. 398 of the National Securities Commission and as mentioned in Note 2.3., in the period ended on September 30, 2002 the Company capitalized certain negative exchange differences (net of the effects of inflation) related to direct and indirect financing of fixed assets for a total of $ 503.2 million. Those capitalized exchange differences should be absorbed by future adjustments for inflation to be made by the Company.
- As mentioned in Note 8 b) Siderúrgica del Orinoco C.A. (Sidor), 70% of which is controlled by Consorcio Siderurgia Amazonia Ltd. (Amazonia), in which Siderar Sociedad Anónima Industrial y Comercial holds an indirect investment through Prosid Investment S.C.A. (Prosid), has incurred in substantial losses, technical infringements in loans and delays in the payment of certain obligations under the mentioned loans. The worsening of the conditions described above or the impossibility of reaching a satisfactory agreement with the financial creditors could result in the acceleration of the terms of indebtedness, the failure to recover the loans granted by Prosid to Amazonia and the claimability of the guarantees granted. The companies have not yet issued their financial statements for the nine-month period ended September 30, 2002. Consequently, Siderar has valued the investment in these companies based on the financial statements at June 30, 2002 plus estimated operating results for the last quarter.
- Based on the work done and on our examination of the financial statements of the Company and its consolidated financial statements for the year ended December 31, 2001, on which we issued our report dated March 6, 2002, we report that the financial statements of Siderar Sociedad Anónima Industrial y Comercial at September 30, 2002 and 2001 and its consolidated financial statements at those dates consider all significant facts and circumstances which are known to us, and we have no others comments to make regarding them.
We have read the “Summary Information” required by the National Securities Commission and, regarding those aspects that fall within our competence, we have no observations to make.
The accompanying financial statements are presented on the basis of accounting principles generally accepted in Argentina, which may differ from the accounting principles generally accepted in jurisdictions -other than Argentina- where those financial statements are to be used.
Buenos Aires, November 8, 2002
| PRICE WATERHOUSE & CO. By (Partner) |
| Daniel A. López Lado |