Interim Consolidated Report As of June 30, 2009
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001-066SaipemSemestrale09Ing 25-08-2009 17:06 Pagina I Interim Consolidated Report as of June 30, 2009 MISSION Pursuing the satisfaction of our clients in the energy industry, we tackle each challenge with safe, reliable and innovative solutions. Our skilled and multi-local teams create sustainable growth for our company and the communities in which we operate OUR CORE VALUES Commitment to safety, integrity, openness, flexibility, integration, innovation, quality, competitiveness, teamwork, humility, internationalisation The forward-looking statements contained in this document are based on a number of assumptions and expectations that could ultimately prove inaccurate, as they are subject to risks and variables outside the companyÕs control. These include: currency fluctuations, interest rate fluctuations, the level of capital expenditure in the oil and gas industry, as well as other industries, political instability in areas where the Group operates, and actions by competitors. Moreover, contract execution is also subject to variables outside the companyÕs control, such as weather conditions. Actual results could therefore differ materially from the forward-looking statements. Countries in which Saipem operates EUROPE Austria, Belgium, Croatia, Cyprus, Denmark, France, Italy, Luxembourg, Malta, Netherlands, Norway, Portugal, Principality of Monaco, Romania, Spain, Sweden, Switzerland, Turkey, United Kingdom AMERICAS Argentina, Brazil, Canada, Colombia, Dominican Republic, Ecuador, Mexico, Peru, Trinidad and Tobago, United States, Venezuela CIS Azerbaijan, Kazakhstan, Russia, Ukraine AFRICA Algeria, Angola, Cameroon, Congo, Egypt, Gabon, Ivory Coast, Libya, Morocco, Nigeria, Tunisia MIDDLE EAST Iraq, Kuwait, Oman, Qatar, Saudi Arabia, United Arab Emirates, Yemen FAR EAST AND OCEANIA Australia, China, India, Indonesia, Malaysia, Pakistan, Singapore, Taiwan, Thailand, Vietnam BOARD OF DIRECTORS AND STATUTORY AUDITORS OF SAIPEM SpA BOARD OF DIRECTORS BOARD OF STATUTORY AUDITORS Chairman Chairman Marco Mangiagalli Fabio Venegoni Deputy Chairman and Chief Executive Officer Pietro Franco Tali Statutory Auditors Deputy Chief Executive Officer Fabrizio Gardi Hugh James OÕDonnell Adriano Propersi Directors Jacques Yves LŽost Alternate Auditors Luca Anderlini Giulio Gamba Anna Maria Artoni Alberto De Nigro Pierantonio Nebuloni Salvatore Sardo Ian Wybrew-Bond INDEPENDENT AUDITORS PricewaterhouseCoopers SpA Saipem is a subsidiary of Eni SpA Interim Consolidated Report as of June 30, 2009 Contents Saipem Group consolidated six-monthly report 2 Interim results 3 Saipem Group structure Operating and Financial Review 8 Saipem SpA share performance 10 Glossary 13 Operating review 13 New contracts and backlog 15 Capital expenditure 16 Offshore 23 Onshore 27 Offshore Drilling 29 Onshore Drilling 32 Financial and economic results 32 Results of operations 36 Consolidated balance sheet and financial position 39 Reconciliation of statutory net profit and shareholders’ equity to consolidated net profit and shareholders’ equity 42 Research and development 45 Quality, Health, Safety and the Environment 49 Sustainability 51 Human resources 54 Information technology 56 Risk management 60 Additional information 60 Buy-back of treasury shares 60 Consob Regulation on Markets 61 Disclosure of transactions with related parties 61 Subsequent events 61 Management outlook 63 Reconciliation of reclassified balance sheet, income statement and cash flow statement to statutory schemes Condensed consolidated interim financial statements 68 Financial Statements 74 Basis of presentation 75 Use of accounting estimates 75 Recent accounting principles 76 Scope of consolidation 84 Changes in the scope of consolidation 85 Notes to the condensed consolidated interim financial statements Certification of the Condensed Consolidated Interim 118 Financial Statements pursuant to Article 81-ter of Consob Regulation No. 11971 of May 14, 1999 and subsequent amendments Independent Auditor’s Report 119 Approved by the Board of Directors on July 29, 2009 SAIPEM INTERIM CONSOLIDATED REPORT AS OF JUNE 30, 2009 / INTERIM RESULTS Interim results In the first half of 2009 the Saipem Group achieved better results than in the same period of 2008. In particular Revenues amounted to O5,158 million (O4,619 million in the first half of 2008). Operating profit totalled O582 million (O492 million in the first half of 2008). Adjusted net profit amounted to O374 million (O321 million in the first half of 2008). Net profit totalled O374 million (O501 million in the first half of 2008, due to the sale of a holding that generated a net gain of O180 million). Adjusted cash flow (adjusted net profit plus depreciation and amortisation) amounted to O594 million (O484 million in the first half of 2008). The Offshore sector accounted for 42% of revenues and 54% of overall operating profits, the Onshore sector contributed 47% of revenues and 24% of overall operating profits, the Offshore Drilling sector 6% of revenues and 17% of overall operating profits and the Onshore Drilling sector generated 5% of revenues and 5% of overall operating profits. Following the distribution of dividends, the capital expended during the first half of the year and the adjustment of working capital, net borrowings at June 30, 2009 stood at O2,751 million (O2,032 million at December 31, 2008). The following events of particular importance took place during the period: - investments continued, in particular those relating to the new semi-submersible drilling rigs, Scarabeo 8 and Scarabeo 9, the new ultra-deepwater drillship Saipem 12000, a new pipelayer vessel and the new deepwater field development ship, Saipem FDS 2; - the Group was awarded new contracts worth O5,068 million, net of amounts relating to contracts already acquired. The order backlog at June 30, 2009 amounted to O19,015 million, which was close to the record levels recorded at year end 2008. The excellent results achieved in the first half of 2009, which were mainly due to the efficient implementation of contracts acquired during a particularly health market situation, provided further confirmation that Saipem’s industrial model – based on a technologically advanced fleet, unique engineering and project management expertise and long-standing local presence – affords the Group a competitive edge both for the supply of specialised services and the execution of turnkey projects in frontier areas. 2 SAIPEM INTERIM CONSOLIDATED REPORT AS OF JUNE 30, 2009 / SAIPEM GROUP STRUCTURE Saipem Group structure 3 Saipem SpA 100.00% 100.00% 99.00% 1.00% Saipem Snamprogetti Andromeda International Netherlands BV Consultoria Tecnica e BV Representações Ltda 100.00% 100.00% Snamprogetti Saipem Holding USA Inc France sas Saipem Perfurações 100.00% 100.00% 100.00% 100.00% 100.00% Saipem (Portugal) Saipem Snamprogetti Snamprogetti e Construções - Gestão de Asia Sdn Bhd Management Ltd Petroliferas Lda Participações SGPS SA Services SA 100.00% 100.00% 100.00% 99.00% 99.00% Saipem PT Saipem Snamprogetti Snamprogetti Luxembourg SA Indonesia Petrex SA Lummus Romania Srl Gas Ltd 1.00% 100.00% 100.00% 100.00% 100.00% Saipem (Portugal) Saipem Snamprogetti Comércio Maritimo Mediterran Sigurd Rück AG Engineering BV Sociedade Unipessoal Lda Usluge doo 20.00% 80.00% 60.00% 95.00% 5.00% 100.00% Star Gulf Saudi Arabian Snamprogetti Snamprogetti Free Zone Co Saipem Ltd Saudi Arabia France Co Ltd Llc sarl 100.00% 97.94% 100.00% Varisal - Serviços de Saipem Consultadoria e Contracting Sonsub AS Marketing Unipessoal Lda (Nigeria) Ltd 89.41% 100.00% Sonsub Saipem International (Nigeria) Ltd Pty Ltd 1.00% 99.00% 41.94% Saipem Saipem (Malaysia) Ukraine Llc Sdn Bhd 100.00% 50.00% North Caspian ER SAI Caspian Service Co Llp Contractor, , Llc 100.00% 100.00% Global Moss Maritime Petroprojects AS Services AG 100.00% 100.00% Snamprogetti Katran-K Llc Canada Inc 50.00% 100.00% 100.00% ERS Equipment 100.00% European Saipem UK Ltd Rental & Maritime Services BV Commerce BV 0.02% European 50.00% European 100.00% 99.98% Marine Marine Saipem Contractors Ltd Investments Ltd Services sa 100.00% 99.92% Saipem Misr for 0.04% Saipem Petroleum America Inc Services (S.A.E.) 0.04% Saipem (Beijing) 100.00% 100.00% Saipem Maritime 50.00% Saipem Aban 50.00% Technical Asset Management Drilling Co Services Co Ltd Luxembourg Sarl Pvt Ltd 100.00% 99.90% 100.00% 100.00% 100.00% 100.00% Snamprogetti Saipem Snamprogetti Chiyoda sas Saipem sa Discoverer Intermare Saipem Energy Sud SpA di Saipem SpA Invest sarl Sarda SpA Services SpA 100.00% Saipem do Brasil Serviçõs de Petroleo Ltda 100.00% 100.00% Saipem 100.00% 100.00% SAS Port Delong Hersent Singapore Sofresid sa de Tanger Unipessoal Lda Pte Ltd Unipersonelle 70.00% 100.00% 100.00% Entreprise 99.99% 100.00% Saibos Construções Petromar Lda Nouvelle Sofresid Maritimas Saipem Energy Marcellin sa Engineering sa Unipessoal Lda Italia SpA 99.99% 100.00% 100.00% Saipem 99.84% Services et Boscongo sa Saipem Contracting Equipements Gaziers India Project Ltd Algerie SpA et Petroliers sa 100.00% 100.00% 100.00% BOS Investment Saimexicana Société de Ltd SA de Cv Construction d’Oleoducts Snc 100.00% 100.00% Saipem Services BOS-UIE Ltd México SA de Cv 100.00% Saigut SA de Cv The diagram only includes Saipem subsidiaries Operating and Financial Review SAIPEM INTERIM CONSOLIDATED REPORT AS OF JUNE 30, 2009 / SAIPEM SpA SHARE PERFORMANCE Saipem SpA share performance During the first half of 2009, the value of Saipem beginning of June, before closing the period at slightly ordinary shares on the Italian Stock Exchange increased lower levels. by 47%, to o17.47 at June 30, 2009 (versus o11.92 at year end 2008). During the first six months of 2009, the Saipem share outperformed the FTSE/MIB index (which dropped by On May 21, 2009, a dividend of o0.55 per ordinary 2% over the period) by more than 50%. share was distributed to shareholders, an increase in excess of 25% compared to the previous year (o0.44 The Company’s market capitalisation at the end of the per share). period was approximately o7.7 billion, representing an increase of approximately o2.5 billion from the figure The negative market conditions seen during the end of at year end 2008.