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Annual Report
2024
TENARIS S.A.
26, Boulevard Royal - 4
th
Floor
L-2449 - Luxembourg
R.C.S. Luxembourg: B 85203
Annual Report 2024
2
TABLE OF CONTENTS
LETTER FROM THE CHAIRMAN 5
CERTAIN DEFINED TERMS 7
PRESENTATION OF CERTAIN FINANCIAL AND OTHER INFORMATION 9
CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS 10
RISK FACTORS 12
Risks Relating to Our Business and Industry 12
Risks Relating to the Structure of the Company 28
Risks Relating to Shares and ADSs 29
INFORMATION ON THE COMPANY 31
Overview 31
History and Development of the Company 33
Business Overview 35
Our Competitive Strengths 37
Business Segments 38
Our Products 39
Production Process and Facilities 40
Sales and Marketing 48
Competition 55
Capital Expenditure Program 58
Raw Materials and Energy 60
Product Quality Standards 64
Research and Development 65
Insurance 66
Organizational Structure and Subsidiaries 67
Operating and Financial Review and Prospects 70
Overview 70
Operating Results 72
Liquidity and Capital Resources 78
Trend Information 82
Critical Accounting Estimates 85
Corporate Governance Statement 86
Corporate Governance 86
Summary of differences with NYSE standards 92
Directors, Senior Management and Employees 95
Directors and Senior Management 95
Compensation 103
Board Practices 104
Employees 107
Share Ownership 108
Recovery of Erroneously Awarded Compensation 109
Major Shareholders and Related Party Transactions 110
Major Shareholders 110
Related Party Transactions 111
SUSTAINABILITY STATEMENT 114
Sustainability In Tenaris 114
Basis for Presentation 115
Policies and Procedures 116
The Administrative and Management Bodies 118
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Due Diligence 119
Strategy and Business Model 120
Double Materiality Assessment 121
Identifying and Assessing Material Impacts, Risks and Opportunities 121
Material Impacts, Risks and Opportunities (“IROs”) 124
Environment 126
Environmental Management System 127
Climate Change 128
Air Quality 137
Water Management 139
Circularity 142
Biodiversity 145
EU Taxonomy (Article 8 of Regulation (EU) 2020/852) 146
Social 155
Human Capital 155
Health and Safety 161
Community Relations 166
Our Value Chain 171
Governance - Business Conduct 181
Compliance Culture 183
Business Conduct Compliance Program 184
Business Conduct Risk Management 186
Monitoring, Investigations, Audit Reviews and Compliance Assurance 187
Compliance Line 188
Human Rights 191
Annexes 193
Annex I: Sustainability Statement Accounting Policies 193
Annex II: Sustainability performance indicators 199
Annex III: ESRS Content index 206
Annex IV: SASB Iron & Steel Producers Content Index 211
Annex V: Independent Limited Assurance Report 211
LEGAL AND FINANCIAL INFORMATION 228
Financial Information 228
Consolidated Statements and Other Financial Information 228
The Offer and Listing 230
Offer and Listing Details 230
Additional Information 231
Exchange Controls 231
Taxation 232
Documents on Display 239
Quantitative and Qualitative Disclosure about Market Risk 240
Description of Securities Other Than Equity Securities 243
American Depositary Shares 243
Controls and Procedures 244
Principal Accountant Fees and Services 245
Purchases of Equity Securities by the Company and Affiliated Purchasers 247
Change in Registrant’s Certifying Accountant 251
Insider Trading Policy 252
Cybersecurity 253
FINANCIAL STATEMENTS 255
Consolidated Financial Statements 255
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LETTER FROM THE CHAIRMAN
2024 was a good year for Tenaris in many aspects. We consolidated our leading industry position with a
number of distinct achievements, delivered solid financial results accompanied by higher returns for
shareholders, and completed several investments which are improving our industrial efficiency and reducing
our environmental footprint.
It was, however, marred by an accident that took place at the end of the year which claimed the lives of two
of our employees. The accident occurred in the heavy equipment maintenance shop of our main plant in
Argentina. This is a major setback for Tenaris, which has an absolute commitment to safety with its
employees and its communities. We deeply regret the loss of life and are reinforcing all our action on
preventive activities with a focus on critical risks.
For the year, our EBITDA reached $3.1 billion and net income $2.1 billion on net sales of $12.5 billion. Free
cash flow amounted to $2.2 billion, all of which was distributed to shareholders through dividends and share
buy backs. We are proposing to increase the annual dividend per share by 38% over that for the previous
year. At the same time, we maintained our net cash position of $3.6 billion.
In North America, consolidation among major shale operators has continued. We are strengthening our
service differentiation with larger operators, who prize the operational efficiency, reliability and quality that
we provide through our Rig Direct
®
service. We now provide 24/7 digital well integrity solutions supported by
technical specialists and remote monitoring capabilities in addition to our more established RunReady™
service and have extended our range of Wedge Series 400™ connections.
ExxonMobil honored us with their 2024 supplier of the year award for our efforts in supply chain integration
worldwide. We have served their operations in various parts of the world over many years and, since 2024,
we have been serving all their US shale operations as well as their offshore operations in Guyana under long-
term agreements.
We are establishing a leading position for 20K projects in the US deepwater. Shell recently awarded us the
casing supply for the first wells in its Sparta project following many months of work on product testing and
the development of 3D mapping technology that enhances pipe collapse resistance using Ultra High Collapse
steel grades. This complements an award to supply BP’s Kaskida 20K project.
We consolidated our leading position in the Guyana-Suriname basin with an award to supply line pipe and
insulation coating for Total’s GranMorgu development. This achievement was possible thanks to our
successful integration of Shawcor and its pipe coating technologies and project management capabilities.
In the Middle East, our contributions to the development of local industrial capabilities are receiving
recognition. In Saudi Arabia, we recently won a tender for a major CCS pipeline after Aramco had
distinguished our GPC facility with a special quality award. In Abu Dhabi, we extended our long-term
agreement with ADNOC, while our premium threading facility was certified as an Industry 4.0 digital leader
by the Ministry of Industry and Advanced Technology.
In Mexico, our sales have been affected by a steep decline in drilling activity amidst the financial difficulties of
Pemex. We have, however, taken the opportunity to reduce our credit exposure. In Argentina, drilling activity
and oil and gas production in Vaca Muerta is ramping up as pipeline and LNG infrastructure investment
moves forward. Over the next months, we will be supplying the oil pipeline that will connect Vaca Muerta to
a new deepwater port in Puerto Rosales in Chubut, while the activity ramp up will provide us the opportunity
to increase our range of products and services.
During the year, we completed several investments in our industrial system aimed at improving the efficiency
of our operations as well as contributing to our decarbonization and environmental objectives. These include
the installation of a new electric arc furnace with modern continuous charging technology in Argentina, the
modernization of our Koppel steelmaking facility in the United States, and the installation of a new heat
treatment furnace and finishing line at our Dalmine mill in Italy. We have also been investing to increase the
level of automation and digital systems in our industrial and supply chain system and extend pipe by pipe
traceability.
We continue to make progress towards our target to reduce the carbon emissions of our operations. As the
perimeter of our operations has expanded with recent acquisitions, we have decided to reset the baseline for
our target to cover this expanded perimeter as well as to include inter-mill transportation and other changes
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that enhance reporting transparency. Meanwhile, we are advancing with the construction of a second wind
farm in Argentina and other investments aimed at increasing the share of renewable energy used in our
operations.
The impact of our community investments continues to grow as we focus on extending the reach of our
technical education programs. Since we began offering technical training at the Roberto Rocca Technical
School in Campana, in addition to its 450 pupils, the school gave courses to a further 1,400 members of the
community in 2024. Similarly in Italy, we provided technical courses in our newly refurbished Fondazione
Dalmine, equipped with robotics and automation laboratories, for 4,000 pupils from local schools. These
training courses are designed to improve employment possibilities for members of the community.
Looking ahead, with the change in the administration in the United States, we are heading into uncharted
territory when it comes to geopolitics and the global trading system. Changes in tariffs and other events
could significantly alter the established market environment. At the same time, the new administration has an
agenda of extending American energy dominance and is changing the global focus of the energy transition.
Tenaris, with its unique positioning, both globally and in North America, competitive differentiation and
financial strength is well placed to navigate the uncertainties and opportunities ahead.
Before closing, I would like to thank our CFO, Alicia Móndolo, for her contribution to Tenaris and the Techint
Group over more than 40 years. I am very pleased that we will still be able to benefit from her wise advice in
the time ahead.
I would also like to thank all our employees for their constant commitment and engagement, without which
the results and achievements of the past year would not have been possible, as well as our customers,
suppliers and communities for their ongoing support.
Sincerely,
Paolo Rocca
April 1, 2025
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CERTAIN DEFINED TERMS
Unless otherwise specified or if the context so requires:
• References in this annual report to “Tenaris”, “we”, “us” or “our” are to Tenaris S.A. and its
consolidated subsidiaries. See “II. Accounting Policies A. Basis of presentation” and “II. Accounting
Policies B. Group accounting” to our audited consolidated financial statements included in this annual
report.
• References in this annual report to “the Company” are exclusively to Tenaris S.A., a Luxembourg
société anonyme
.
• References in this annual report to “San Faustin” are to San Faustin S.A., a Luxembourg
société
anonyme
and the Company’s controlling shareholder.
• “ADSs” refers to the American Depositary Shares, which are evidenced by American Depositary
Receipts, and represent two shares each.
• “API” refers to the American Petroleum Institute.
• “ARS” refers to the Argentine peso.
• “billion” refers to one thousand million, or 1,000,000,000.
• “BRL” refers to the Brazilian real.
• “CBAM” refers to the EU Carbon Border Adjustment Mechanism.
• “CCS” refers to carbon capture and storage.
• “CSDDD” refers to the Corporate Sustainability Due Diligence Directive.
• “CSRD” refers to the Corporate Social Responsibility Directive.
• “DMA” refers to the Double Materiality Assessment.
• “EAF” refers to electric arc furnaces.
• “EC” refers to the European Commission.
• “EFRAG” refers to the European Financial Reporting Advisory Group.
• “EMS” refers to the Environmental Management System.
• “ESRS” refers to the European Sustainability Reporting Standards.
• “ETS” refers to EU Emissions Trading System.
• “EU” refers to the European Union.
• “EUR” refers to the Euro.
• “FCPA” refers to the U.S. Foreign Corrupt Practices Act.
• “GHG” refers to greenhouse gas.
• “IFRS” refers to International Financial Reporting Standards.
• “IPCC” refers to the Intergovernmental Panel on Climate Change.
• “ISO” refers to the International Organization for Standardization.
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• “ksi” refers to kilopound per square inch.
• “NYSE” refers to the New York Stock Exchange.
• “OCTG” refers to oil country tubular goods. See “Information on the Company – Business Overview –
Our Products”.
• “OPEC” refers to the Organization of Petroleum Exporting Countries.
• “QHSE” refers to Quality, Health, Safety, and Environment.
• “QMS” refers to the Quality Management System.
• “R&D” refers to research and development.
• “RCP” refers to the Representative Concentration Pathway.
• “SAR” refers to the Saudi Arabian Riyal.
• “SEC” refers to the U.S Securities and Exchange Commission.
• “shares” refers to ordinary shares, par value $1.00, of the Company.
• “tons” refers to metric tons; one metric ton is equal to 1,000 kilograms, 2,204.62 pounds, or 1.102
U.S. (short) tons.
• “UK” refers to the United Kingdom.
• “U.S. dollars”, “US$”, “USD” or “$” each refers to the United States dollar.
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PRESENTATION OF CERTAIN FINANCIAL AND OTHER INFORMATION
Accounting Principles
We prepare our consolidated financial statements in accordance with International Financial Reporting
Standards (“IFRS” or “IFRS Accounting Standards”), as issued by the International Accounting Standards
Board (“IASB”), and in accordance with IFRS, as adopted by the EU. IFRS differs in certain significant aspects
from generally accepted accounting principles in the United States, commonly referred to as U.S. GAAP.
Additionally, this annual report includes certain non-IFRS alternative performance measures such as EBITDA,
Net cash/debt position and Free Cash Flow. See Exhibit 3 for more details on these alternative performance
measures.
We publish consolidated financial statements presented in increments of a thousand U.S. dollars. This annual
report includes our audited consolidated statements of financial position as of 31 December 2024 and 2023,
and the related consolidated income statements, consolidated statements of comprehensive income,
consolidated statements of changes in equity and consolidated statements of cash flows for each of the three
years in the period ended 31 December 2024, including the related notes (collectively referred to as the
“consolidated financial statements”).
Rounding
Certain monetary amounts, percentages and other figures included in this annual report have been subject to
rounding adjustments. Accordingly, figures shown as totals in certain tables may not be the arithmetic
aggregation of the figures that precede them, and figures expressed as percentages in the text may not total
100% or, as applicable, when aggregated may not be the arithmetic aggregation of the percentages that
precede them.
Our Internet Website is Not Part of this Annual Report
We maintain an Internet website at www.tenaris.com. Information contained in or otherwise accessible
through our Internet website is not a part of this annual report. All references in this annual report to this
Internet site are inactive textual references to these URLs, or “uniform resource locators” and are for
informational reference only. We assume no responsibility for the information contained on our Internet
website.
This annual report has been prepared in accordance with the European Single Electronic Format (“ESEF”).
This version of the annual report is the only authoritative version, and is available on the Luxembourg Stock
Exchange website: https://my.luxse.com/FIRST
Industry Data
Unless otherwise indicated, industry data and statistics (including historical information, estimates or
forecasts) in this annual report are contained in or derived from internal or industry sources believed by
Tenaris to be reliable. Industry data and statistics are inherently predictive and are not necessarily reflective of
actual industry conditions. Such statistics are based on market research, which itself is based on sampling and
subjective judgments by both the researchers and the respondents, including judgments about what types of
products and transactions should be included in the relevant market. In addition, the value of comparisons of
statistics for different markets is limited by many factors, including that (i) the markets are defined differently,
(ii) the underlying information was gathered by different methods and (iii) different assumptions were applied
in compiling the data. Such data and statistics have not been independently verified, and the Company
makes no representation as to the accuracy or completeness of such data or any assumptions relied upon
therein.
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CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS
This annual report and any other oral or written statements made by us to the public may contain “forward-
looking statements” within the meaning of and subject to the “safe harbor” provisions of the Private
Securities Litigation Reform Act of 1995. This annual report contains forward-looking statements, including
with respect to certain of our plans and current goals and expectations relating to Tenaris’s future financial
condition and performance.
Sections of this annual report that by their nature contain forward-looking statements include, but are not
limited to, “Risk Factors”, “Information on the Company”, “Operating and Financial Review and Prospects”,
“Financial Information” and “Quantitative and Qualitative Disclosure About Market Risk”.
We use words and terms such as “aim”, “will likely result”, “will continue”, “contemplate”, “seek to”,
“future”, “objective”, “goal”, “should”, “will pursue”, “anticipate”, “estimate”, “expect”, “project”,
“intend”, “plan”, “believe” and words and terms of similar substance to identify forward-looking
statements, but they are not the only way we identify such statements. All forward-looking statements are
management’s present expectations of future events and are subject to a number of factors and uncertainties
that could cause actual results to differ materially from those described in the forward-looking statements.
These factors include the risks related to our business and industry discussed under “Risk Factors”, including
among them, the following:
• our ability to implement our business strategy and to adapt it adequately to the energy transition;
• our ability to grow through acquisitions, joint ventures and other investments, or integrate newly
acquired businesses or assets;
• our ability to provide value added products and services and price such products and services in
accordance with our strategy;
• trends in the levels of investment in oil and gas exploration and drilling worldwide;
• the competitive environment or level of consolidation in our business and our industry;
• the impact of climate change legislation, including increasing regulatory requirements and extensive
technology and market changes aimed at transitioning to a lower-carbon economy and reducing
greenhouse gas (“GHG”) emissions;
• the physical risks resulting from climate change, including natural disasters, increased severity of
extreme weather events, chronic climate changes and long-term shifts in weather patterns;
• our ability to absorb cost increases and to secure supplies of essential raw materials and energy;
• our ability to adjust fixed and semi-fixed costs to fluctuations in product demand;
• the impact of the world’s economy on the energy sector in general, or our business and operations;
• general macroeconomic conditions, including renewed inflation or high inflation rates, inflation
containment measures and foreign exchange measures, as well as, international conflicts, public health
epidemics and other political, social, or economic conditions and developments in the countries in
which we operate or distribute pipes, including developments in connection with the Russia-Ukraine
war and Middle East armed conflicts;
and
• changes to applicable laws and regulations, including the imposition of recent or additional tariffs or
quotas or other trade barriers.
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By their nature, certain disclosures relating to these and other risks are only estimates and could be materially
different from what actually occurs in the future. As a result, actual future gains or losses or other
occurrences or developments that may affect our financial condition and results of operations could differ
materially from those that have been estimated. You should not place undue reliance on forward-looking
statements, which speak only as of the date of this annual report. Except as required by law, we are not
under any obligation, and expressly disclaim any obligation to, update or alter any forward-looking
statements, whether as a result of new information, future events or otherwise.
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RISK FACTORS
You should carefully consider the risks and uncertainties described below, together with all other information
contained in this annual report, before making any investment decision. Any of these risks and uncertainties
could have a material adverse effect on our business, revenues, financial condition and results of operations,
which could in turn affect the price of shares and ADSs.
Risks Relating to Our Business and Industry
Sales and profitability may fall as a result of downturns in the international price of oil and gas and other
factors and circumstances affecting the oil and gas industry
We are a global steel pipe manufacturer with a strong focus on manufacturing products and providing
related services for the oil and gas industry. The oil and gas industry is a major consumer of steel pipe
products worldwide, particularly for products manufactured under high quality standards and demanding
specifications. Demand for steel pipe products from the oil and gas industry has historically been volatile and
depends primarily upon the number of oil and natural gas wells being drilled, completed and reworked, and
the depth, length and drilling conditions of these wells. The level of exploration, development and production
activities of, and the corresponding capital spending by, oil and gas companies, including national oil
companies, depends primarily on current and expected future prices of oil and natural gas and is sensitive to
the industry’s view of future economic growth and the resulting impact on demand for oil and natural gas.
Several factors, such as the supply and demand for oil and gas, the development and availability of new
drilling technology, political and global economic conditions, and government regulations affect these prices.
Among others, the following factors have had or are likely to have an impact on oil and gas prices:
• drilling technology has allowed producers in the United States and Canada to increase production from
their reserves of tight oil and shale gas in response to changes in market conditions more rapidly than in
the past;
• recent consolidation in the U.S. oil and gas industry has impacted prices and overall drilling activity in
North America, which has now stabilized. For example, in 2023 ExxonMobil (“Exxon”) agreed to acquire
Pioneer Natural Resources for approximately $60 billion, a transaction that has made Exxon the largest
operator in the Permian Basin, the highest producing oil field in the United States; Chevron followed suit
by striking a deal to acquire Hess in a $53 billion transaction that would provide the company with
access to reserves in Guyana. Upstream operators such as Diamondback Energy, Inc. and ConocoPhillips
have also made acquisitions over the past year to expand their North American footprint and shale
inventory;
• government initiatives to reduce GHG emissions, such as the introduction of a carbon tax or carbon-
pricing systems (such as the EU Carbon Border Adjustment Mechanism (“CBAM”)), the adoption of
“cap-and-trade” systems (such as the EU Emissions Trading System (“ETS”)) or other measures to
promote the use of renewable energy sources, or electric vehicles, could also affect oil and gas prices.
For more information on risks relating to climate change regulations, see “Risk Factors - Risks Relating to
Our Business and Industry - Climate change legislation and increasing regulatory requirements aimed at
transitioning to a lower-carbon economy may reduce demand for our products and services and result in
unexpected capital expenditures and costs, and negatively affect our reputation.”
When the price of oil and gas falls, oil and gas companies generally reduce spending on production and
exploration activities and, accordingly, make fewer purchases of steel pipe products. Major oil-and gas-
producing nations and companies have frequently collaborated to balance the supply (and thus the price) of
oil in the international markets. A major vehicle for this collaboration has been the Organization of Petroleum
Exporting Countries (“OPEC”) and many of our customers are state-owned companies in member countries
of OPEC, which plays a significant role in trying to counter falling prices.
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Climate change legislation and increasing regulatory requirements aimed at transitioning to a lower-carbon
economy
may reduce demand for our products and services and result in unexpected capital expenditures
and costs, and negatively affect our reputation
There is an increased attention on GHG emissions and climate change from different sectors of society. The
Paris Agreement, adopted at the 2015 United Nations Climate Conference, sets out the global framework to
limit the rising temperature of the planet and to strengthen the countries’ ability to deal with the effects of
climate change. The EU ETS signaled a major EU energy policy to combat global warming based on a “cap &
trade” program, and the European Green Deal, launched in 2019, focuses on adopting the required policies
and measures aimed at reaching zero GHG emissions in Europe by 2050. The EU taxonomy classification
system, which establishes a list of environmentally sustainable economic activities, is designed to help the EU
scale up sustainable investment and implement the European Green Deal. In addition, the EU adopted the
Corporate Sustainability Reporting Directive (“CSRD”), which requires European large and medium
companies and listed issuers to disclose information on their risks and opportunities arising from social and
environmental issues, and on the impacts of their activities on people and the environment and the
Corporate Sustainability Due Diligence Directive (“CSDDD”), which mandates that companies operating
within the EU identify, prevent, mitigate, and account for adverse human rights and environmental impacts in
their operations and supply chains. Similarly, the EU CBAM, which was adopted on May 17, 2023, aims at
promoting a reduction of emissions worldwide by subjecting the import of certain products, including steel,
from countries outside of the EU to a carbon levy linked to the carbon price payable for goods produced in
EU countries. For more information, see “Risk Factors - Risks Relating to Our Business and Industry - The cost
of complying with environmental regulations and potential environmental and product liabilities may increase
our operating costs and negatively impact our business, financial condition, results of operations and
prospects”. However, certain EU member states, including Luxembourg, have not transposed the CSRD into
national law by the required deadline and, therefore, the Company is not currently subject to CSRD and ESRS
reporting requirements. Recently, in response to the need to strengthen the competitiveness of the EU
economy, the European Commission (“EC”) has proposed to simplify sustainability reporting rules and boost
investments through a package of proposed amendments to the CSRD, the EU Taxonomy, the CSDDD, the
EU CBAM and current investment programs. If the proposed amendments are approved, Tenaris’s
sustainability reporting and due diligence burdens may be reduced and simplified.
In March 2024, the U.S. Securities and Exchange Commission (“SEC”) adopted climate-related disclosure
rules that would have required registrants, including Tenaris from fiscal year 2025, to significantly expand the
climate-related disclosures in their periodic reports, including information about climate-related risks that are
reasonably likely to have a material impact on their business, results of operations, or financial condition, and
certain climate-related financial statement metrics in a note to their audited financial statements. However,
the implementation of this rule was voluntarily stayed by the SEC in April 2024, pending judicial review
due to legal challenges and, on March 27, 2025, the SEC withdrew its legal defense of the climate change
rule. Other countries are introducing or considering similar measures or regulations, which aim at
lowering emissions or which enhance disclosure of climate-related matters, including carbon emissions.
If there is no meaningful progress in lowering carbon emissions in the years ahead, there is an
increased possibility of abrupt policy interventions as governments attempt to meet their environmental goals
by adopting policy, legal, technology and market changes in the transition to a low-carbon global economy.
The global regulatory landscape for Environmental, Social and Governance (“ESG”) is becoming increasingly
complex, and jurisdictions in which we have operations have adopted or proposed laws, regulations and
policies that diverge from, or potentially conflict with, those in other jurisdictions. In addition to laws,
regulations and policies aimed at enhancing transparency and promoting sustainability-related practices,
there has been an increase in regulatory activity against climate and diversity-related initiatives, which has led
and may continue to lead to new laws, regulations and policies seeking to limit, discourage or prohibit such
initiatives. Failure to comply with any legislation, regulation or policy, including as a result of good faith
interpretations that may differ from those taken by enforcement authorities in relevant jurisdictions, could
lead to substantial fines, regulatory sanctions, reputational damage and operational changes.
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We provide products and services to the oil and gas industry, which accounts, directly and indirectly, for a
significant portion of GHG emissions. Existing and future legislation and regulations related to GHG emissions
(such as increased pricing of GHG emissions and enhanced emissions-reporting obligations) and climate
change, as well as government initiatives to promote the use of alternative energy sources and substitute
existing products and services with lower emissions options (with many jurisdictions implementing tax
advantages and other subsidies to promote the development of renewable energy sources, or even requiring
minimum thresholds for power generation from renewable sources), and the increased competitiveness of
alternative sources of energy, may significantly curtail demand for and production of fossil fuels, such as oil
and natural gas. These initiatives, together with the growing social awareness regarding climate change and
other environmental matters, have resulted in increased investor and consumer demand for renewable
energy and additional compliance requirements for fossil energy projects, which could become more
stringent over time and to result in substantial increases in costs for the oil and natural gas industry,
potentially leading to write-offs and early retirement of existing assets. Furthermore, ongoing technological
developments in the renewable energy industry are making renewable energy increasingly competitive with
fossil-fuels. If this trend continues, energy demand could shift increasingly towards more environmentally
sustainable sources such as hydroelectrical, solar, wind and other renewable energies, which would, in turn,
reduce demand for oil and natural gas, thus negatively affecting demand for our products and services and,
ultimately, our future results of operations. In addition, adoption of new climate change legislation in the
countries in which Tenaris operates could result in incremental operating costs (such as incremental
compliance costs and increased insurance premiums) and unexpected capital expenditures and, eventually,
affect our competitiveness and reduce our market share. Also, shifts in customer preferences and failure to
respond to shareholders’ demand for climate-related measures and environmental standards could harm our
reputation, adversely affect the ability or willingness of our customers or suppliers to do business with us,
negatively impact workforce management and planning, erode stakeholder support and restrict or reduce
access to financial resources. Moreover, our customers, investors, regulators, employees and other
stakeholders have differing requirements, expectations, demands and perspectives on these topics, which are
continuing to evolve and diverge. We may not be able to meet the differing requirements, expectations and
demands of all of our stakeholders, which could harm our reputation, subject us to legal and operational
risks, impact customer demand, and adversely impact our financial condition and operating results. For more
information on Tenaris’s climate change initiatives, please see “Sustainability Statement - Environment -
Climate Change”.
The physical risks resulting from climate change, including extreme weather conditions and shifts in weather
patterns, have in the past and may in the future adversely affect our operations and financial results
Our business has been, and in the future could be, affected by severe weather in areas where we operate,
which could materially affect our operations and financial results. Extreme weather conditions and natural
disasters such as hurricanes, extreme wind, fires, flooding or coastal storm surges have resulted, and may in
the future result, in the shutdown of our facilities, evacuation of our employees, and activity disruptions at
our clients’ well-sites or in our supply chain. For example, the severe freeze in the United States and Mexico in
early 2021, caused gas and power shortages in Texas, resulting in additional costs and production disruptions
and losses.
Chronic climate changes, such as changes in precipitation patterns and rises in average temperatures and sea
levels, may result in increased operating costs or capital expenditures due to supply shortages or damage to
facilities, higher insurance premiums or reduced availability of insurance, decreases in revenue derived from
lower production capacity, and write-offs or early retirement of assets, all of which could adversely affect our
financial condition, results of operations and cash flows. For more information on Tenaris’s climate change
initiatives, please see “Sustainability Statement - Environment - Climate Change”.
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Competition in the global market for steel pipe products may cause us to lose market share and hurt our
sales and profitability
The global market for steel pipe products is highly competitive, with the primary competitive factors being
price, quality, service and technology. Over the past two decades, substantial investments have been made,
especially in China but also in the United States and the Middle East, to increase production capacity of
seamless steel pipe products, without a commensurate increase in overall demand, and as a result there is
significant excess production capacity, particularly for “commodity” or standard product grades. Production
capacity of more specialized product grades has also increased. At the same time, the high cost and long lead
times required to develop the most complex projects, particularly deepwater projects, led to a slowdown in
new developments in a context of low and more volatile oil prices. Despite our efforts to develop products
and services that differentiate us from our competitors, the competitive environment is expected to remain
intense in the coming years and our effective competitive differentiation, together with our ability to vertically
integrate and to provide value added services, will be key success factors. In addition, there is a risk of unfairly
traded steel pipe imports in markets in which Tenaris produces and sells its products, and we can give no
assurance with respect to the application of antidumping duties and tariffs or the effectiveness of any such
measures.
Our sales may be affected as a result of antidumping and countervailing duty proceedings or by the
imposition of other import restrictions or local content requirements
Because of the global nature of our operations, we export and import products from several countries and, in
many jurisdictions, we supplement domestic production with imported products. We import OCTG from
Argentina and Mexico to complement our significant and growing production in the United States. From time
to time, local producers seek the imposition of import restrictions or the initiation of antidumping or
countervailing duty proceedings. For example, in October 2021, the U.S. Department of Commerce (“DOC”)
initiated antidumping duty investigations of OCTG imports from Argentina, Mexico, and Russia and
countervailing duty investigations of OCTG imports from Russia and South Korea, which resulted in a
determination by the International Trade Commission (“ITC”), issued in October 2022, that the imports under
investigation caused injury to the U.S. OCTG industry, bringing the investigation phase to a conclusion.
Tenaris and other parties have appealed the agencies’ determinations from the investigation to the Court of
International Trade, and, with respect to certain claims, to the Court of Appeals for the Federal Circuit. In
addition, in response to a request from the Government of Argentina, the World Trade Organization
(“WTO”) established a panel of experts to consider whether the DOC’s antidumping order applicable to
Argentina is consistent with the international obligations of the United States. However, as a result of the
investigation, and unless overturned on appeal, Tenaris is required to pay antidumping duty deposits until
such time the imports are reviewed by the DOC to determine whether final duties are necessary for the
specific period under review. For more information on this matter, please refer to note 27 “Contingencies,
commitments and restrictions to the distribution of profits” to our audited consolidated financial statements
included in this annual report. Antidumping or countervailing duty proceedings, any resulting penalties or any
other form of import restriction have in the past impeded, and may in the future restrict, our access to
important export markets for our products, thereby adversely impacting our sales or limiting our
opportunities for growth.
In addition, several jurisdictions have begun to impose or expand local content requirements. For example, in
recent years Saudi Arabia has implemented various measures aimed at increasing local content particularly
from suppliers to state-owned companies such as Saudi Arabian Oil Company (“Saudi Aramco”) and we can
expect that measures favoring the development of local production will increase as Saudi Arabia seeks to
create employment opportunities for its citizens and diversify its economy away from its dependence on oil
and gas production. Other countries, such as Brazil, Ecuador, Indonesia, Nigeria and the United Arab
Emirates, have also put in place significant local content requirements. Other mechanisms, such as CBAM,
could have a similar impact. For more information, see “Risk Factors - Risks Relating to Our Business and
Industry - The cost of complying with environmental regulations and potential environmental and product
liabilities may increase our operating costs and negatively impact our business, financial condition, results of
operations and prospects”. If countries impose or expand local content requirements or put in place
regulations limiting our ability to import certain products, our competitive position could be negatively
affected. Therefore, if any of these risks materialize, we may not continue to compete effectively against
existing or potential producers and preserve our current shares of geographic or product markets, and
increased competition may have a material impact on the pricing of our products and services, which could in
turn adversely affect our revenues, profitability and financial condition.
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16
Our sales may also be affected as a result of other international trade regulations
The shipment of goods and services across international borders subjects us to extensive trade laws and
regulations. Our import and export activities are governed by customs laws and regulations in each of the
countries where we operate. Moreover, the EU, the United States and other countries control the import and
export of certain goods and services and impose related import and export recordkeeping and reporting
obligations. Those governments have also imposed economic sanctions against certain countries, persons and
other entities, such as sanctions that restrict or prohibit transactions involving Iran, Syria, Venezuela and
Russia or their citizens or companies. For more information on the impact on our business of the sanctions on
Russia as a result of the armed conflict in Ukraine, see “Risk Factors - Risks Relating to Our Business and
Industry - Armed conflicts, such as the Russia-Ukraine war, may adversely affect our operations”. Similarly,
we are subject to the U.S. anti-boycott laws. Trade laws and regulations are complex and frequently
changing, and they may be enacted, amended, enforced or interpreted in a manner that could materially
impact our operations.
In March 2018, under Section 232 of the Trade Expansion Act of 1962 (“Section 232”), the United States
imposed a 25% tariff on steel articles imported from all countries, with the exemption of Canada and
Mexico, as member states of the United States-Mexico-Canada Agreement (“USMCA”), and imports of steel
tubes from Australia, Argentina, Brazil and South Korea (the latter three with specific quotas per product).
The U.S. government granted successive exemptions on imports from Italy, Mexico, Romania and Argentina,
of steel billets to be used at our Bay City mill, with the latest being granted in December 2023. Early in 2025,
the U.S. government reset the Section 232 tariffs, imposing a 25% tariff on effectively all imports of steel and
steel derivatives, revoking previously negotiated country-specific exemptions and quota arrangements. As a
result, all previously exempted or quota-managed countries became subject to the full 25% tariff on their
steel exports to the United States. These tariffs do not apply to imports of products with previously granted
exclusions still in effect. In addition, on February 1, 2025, the U.S. government announced the imposition,
through the International Emergency Economic Powers Act (“IEEPA”), of across-the-board tariffs applicable
to all products imported from Mexico, Canada and China (with the exception, as of the date of this annual
report, of Mexican and Canadian products that comply with USMCA preferential rules of origin). These tariffs
and announced or potential retaliatory countermeasures from other countries or trade partners could affect
market prices and dynamics, supply chains, and cost structures, and result in a prolonged or escalated trade
war.
Increases in the cost of raw materials, energy and other costs, limitations or disruptions to the supply of raw
materials and energy, and price mismatches between raw materials and our products may hurt our
profitability
The manufacture of seamless steel pipe products requires substantial amounts of steelmaking raw materials
and energy; welded steel pipe products, in turn, are processed from steel coils and plates. The availability and
pricing of a significant portion of the raw materials and energy we require are subject to supply and demand
conditions, which can be volatile, and to tariffs and other government regulations, which can affect
continuity of supply and prices. In addition, disruptions, restrictions or limited availability of energy resources
in markets where we have significant operations could lead to higher costs of production and eventually to
production cutbacks at our facilities in such markets. For example, the start of the Russia–Ukraine war in
2022, resulted in a spike in European energy costs, and, in early 2024, we experienced some delays in the
delivery times to our customers in relation to orders that had to be diverted because of the ongoing shipping
crisis in the Red Sea.
At any given time, we may be unable to obtain an adequate supply of critical raw materials with price and
other terms acceptable to us. The availability and prices of raw materials may also be negatively affected by
new laws and regulations, including import controls, sanctions and other trade restrictions, allocation by
suppliers, interruptions in production, accidents or natural disasters, armed conflicts, chronic climate change,
changes in exchange rates, worldwide price fluctuations, and the availability and cost of transportation. For
further information related to the impact on our business of the Russia-Ukraine war, see “Risk Factors – Risks
Relating to Our Business and Industry – Armed conflicts, such as the Russia-Ukraine war, may adversely affect
our operations”. Raw material and energy prices could also be affected by the introduction of carbon prices
or taxes, or as a result of changes in production processes, such as an increased use of metal scrap, adopted
by steelmaking companies seeking to reduce carbon emissions. In addition, we may not be able to recover,
partially or fully, increased costs of raw materials and energy through increased selling prices for our
products, or it may take an extended period of time to do so, and limited availability could force us to curtail
production, which could adversely affect our sales and profitability.
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17
Our results of operations and financial condition could be adversely affected by low levels of capacity
utilization or failure to retain qualified workforce
Like other manufacturers of steel-related products, we have fixed and semi-fixed costs (e.g., labor and other
operating and maintenance costs) that cannot adjust rapidly to fluctuations in product demand for several
reasons, including operational constraints and regulatory restrictions. If demand for our products falls
significantly, or if we are unable to operate due to, for example, governmental measures or unavailability of
workforce, these costs may adversely affect our profitability and financial condition. For example, in response
to the abrupt and steep downturn of the oil and gas industry resulting from the oil crisis and the COVID-19
pandemic in 2020, we were required to implement cost-containment measures and liquidity preservation
initiatives, including reduction of our operating activities in several jurisdictions, temporary closure of
facilities in the United States and review of our capital expenditure plans. Temporary suspensions of
operations or closure of facilities generally lead to layoffs of employees, as was our case during the oil crisis
and the COVID-19 pandemic, which may in turn give rise to labor conflicts and impact operations. Cost
containment measures may also affect profitability and result in charges for asset impairments. In turn, in
times of economic growth and high demand for our products we may not be able to retain qualified
workforce or hire additional employees soon enough. For example, during the post-pandemic recovery
period, when we brought production at our Bay City mill to full capacity, we faced some difficulties in hiring
skilled workers. Moreover, certain consequences of climate change, such as shifts in customer preferences,
stigmatization of our industry or failure to respond to shareholder demands for climate-related measures
could negatively impact workforce management and planning, adversely affecting employee attraction and
retention.
Adverse economic or political conditions in the countries where we operate or sell our products and services
may decrease our sales or disrupt our manufacturing operations, thereby adversely affecting our revenues,
profitability and financial condition
We have significant operations in various countries, including Argentina, Brazil, Canada, China, Colombia,
Indonesia, Italy, Mexico, Nigeria, Romania, Saudi Arabia, the United Arab Emirates and the United States, and
we sell our products and services throughout the world. Therefore, like other companies with worldwide
operations, our business and operations have been, and could in the future be, affected from time to time to
varying degrees by political, economic, social and public health developments and changes in laws and
regulations. These developments and changes may include, among others, nationalization, expropriation or
forced divestiture of assets; restrictions on production, imports and exports; antidumping or countervailing
duties; travel, transportation or trade bans; interruptions in the supply of essential energy inputs; currency
exchange and/or transfer restrictions, inability or increasing difficulties to repatriate income or capital or to
make contract payments; inflation; devaluation; war or other armed conflicts (including the Russia-Ukraine
war and regional conflicts in the Middle East and Africa); civil unrest and local security concerns, including
high incidences of crime and violence involving drug trafficking organizations that threaten the safe
operation of our facilities and operations; direct and indirect price controls; tax increases (including
retroactive) and changes in the interpretation, application or enforcement of tax laws and other claims or
challenges; cancellation of contract or property rights; and delays or denials of governmental approvals. Both
the likelihood of such occurrences and their overall impact upon us vary greatly from country to country and
are not predictable. Realization of these risks could have an adverse impact on the results of operations and
financial condition of our subsidiaries located in the affected country and, depending on their materiality, on
the results of operations and financial condition of Tenaris as a whole.
More specifically, Argentina and Mexico are countries in which we have significant operations and relevant
risks.
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Our business and operations in Argentina may be materially and adversely affected by economic, political,
social, fiscal and regulatory developments, including the following:
• Macroeconomic and political conditions in Argentina may adversely affect our business and operations.
In December 2023, a new administration, led by President Javier Milei, took office in Argentina and
announced a series of emergency measures to address the critical economic situation. Some of those
measures included deregulation efforts, cuts in public spending, including subsidies on public services,
cut down on monetary issuance, increase of certain taxes, labor reforms, and the lifting of certain
import restrictions and foreign exchange controls. It is uncertain the extent to which the Argentine
government will be able to continue implementing its economic program and adopt major structural
reforms. While the National Congress of Argentina approved some of the reforms submitted by the
Milei administration in 2024, it is unclear whether Congress will endorse other major reforms, including
labor and tax reforms. While the deregulation of the economy and intended reforms aim to create a
more competitive and investment-friendly environment, the associated uncertainties and potential for
abrupt policy changes pose substantial risks for companies operating in the country. In addition,
conflicts between the national government and provincial governors, court decisions setting aside some
of the governmental measures, resistance by social and union leaders and general social and political
unrest may arise. Adverse economic and political conditions could cause a drop in demand for our
products in the domestic market, adversely affecting our operations and financial results. Similarly, they
could also negatively impact the business and operations of our customers (oil and gas companies
operating in Argentina) and consequently our revenues and profitability.
• Our business and operations in Argentina may be adversely affected by high inflation or by
governmental measures to address inflation. In particular, increases in services and labor costs could
affect cost-competitiveness and margins, negatively impacting our results of operations. An economic
environment characterized by high inflation could undermine Argentina’s foreign competitiveness in
international markets and negatively affect economic activity and employment levels. While inflation has
falling significantly in recent months, failure to maintain low inflation rates could undermine Argentina’s
foreign competitiveness in international markets and negatively affect economic activity and
employment levels. In addition, if market volatility increases it may be impossible to estimate with
reasonable certainty the extent to which our activity levels and results of operations could be affected in
the future. In addition, an increased level of labor demands in response to spiraling inflation could
trigger higher levels of labor conflict and, eventually, result in strikes or work stoppages involving our
operations or those of our suppliers and customers. Any such disruption of operations could have an
adverse effect on our operations and financial results.
• Other events that may have an adverse effect on our operations and financial results include increased
taxes, currency devaluation, exchange controls, restrictions on capital flows and export and import taxes
or restrictions. Between September 2019 and December 2023, the Argentine government imposed
significant restrictions on foreign exchange transactions. Although after a new administration took
office in Argentina in December 2023 certain restrictions were eased and other changes to such
regulations are expected, at the date of this annual report, the application of existing foreign exchange
regulations remains uncertain, and the scope and timing of upcoming changes remain unknown.
Currently, Argentine companies are required to repatriate export proceeds from sales of goods and
services (including U.S. dollars obtained through advance payment and pre-financing facilities) and
convert such proceeds into ARS at the official exchange rate. As from December 13, 2023, up to 20%
of export proceeds can be sold for Argentine pesos through securities transactions resulting in a higher
implicit exchange rate. This percentage has remained stable during the twelve-month period ended
December 31, 2024, but it is unclear it will be further modified in the short term. Import payments for
services rendered and goods cleared after December 12, 2023, do not require government approval but
cannot be paid in advance or at sight and are subject to deferred payment schedules. In addition, during
2024 import payments were subject to import taxes (which were eliminated in December 2024) that
significantly increased prices of imported goods and services. Argentine companies must still obtain prior
Argentine Central Bank authorization, which is rarely (if ever) granted, to access the foreign
exchange market to make dividend payments. The existing measures limit the ability of Argentine
companies to obtain foreign currency and make certain payments and distributions out of Argentina at
the official exchange rate. If control systems are maintained or are not further eased, our operations
could be adversely affected. In addition, the exchange rate of the Argentine peso against the U.S. dollar
has devalued by more than 100% upon the change of government in December 2023. Since then, the
new Administration has maintained a “crawling peg” policy by devaluating the Argentine currency at a
rate of approximately 2% per month, reduced to 1% per month as of February 1, 2025. The extent and
rate of the crawling peg remains unclear. In the event of an additional devaluation, our Argentine
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19
subsidiaries, which hold U.S. dollar-denominated Argentine bonds, may be adversely affected, and will
also suffer a loss on deferred tax charges as a result of a deterioration of the tax value of their fixed
assets. At this time, the Company is unable to estimate all impacts of a new devaluation of the
Argentine peso against the U.S. dollar. For additional information on current Argentine exchange
controls and restrictions, see “Legal and Financial Information - Additional Information – Exchange
Controls” and note 29 “Foreign exchange control measures in Argentina” of our audited consolidated
financial statements included in this annual report. Given that the volatile and uncertain environment
remains as of the date of this annual report, additional regulations or restrictions could further restrict
our ability to access the official foreign exchange market, expose us to the risk of losses arising from
fluctuations in the exchange rate between the ARS and the USD, cause disruptions to our operations
due to lack of imported raw materials and other inputs, affect our ability to finance and even carry out
major investments in Argentina, and/or impair our ability to convert and transfer outside the country
funds generated by Argentine subsidiaries to pay dividends or royalties or make other offshore
payments.
• In recent years, our operations in Argentina experienced constraints in their electricity and natural gas
supply requirements on many occasions. Shortages of energy and natural gas in Argentina have led in
the past (and could lead in the future) to production cutbacks that could negatively affect our revenues
and profitability; we could also face increased costs when using alternative sources of energy.
In Mexico, our business could be materially and adversely affected by economic, political, social, fiscal and
regulatory developments, including the following:
• The Mexican government exercises significant influence over the Mexican economy and, therefore,
governmental actions concerning the economy and state-owned enterprises could have a significant
impact on Mexico’s private sector and on our Mexican-related operations.
• We maintain a strong, longstanding relationship with Petróleos Mexicanos (“Pemex”), one of the
world’s largest crude oil and condensates producers and one of our largest customers. Over the past
several months, Pemex has delayed payments beyond the agreed-upon due dates, resulting in a
significant credit exposure to Pemex, which represented approximately 17% of our overall credit
exposure as of December 31, 2024. In December 2024, Pemex issued senior guaranteed floating rate
notes due in 2025 that a financial institution purchased on the issue date, with Pemex agreeing to use a
portion of the proceeds from the sale of such notes to pay off outstanding debt with one of the
Company’s Mexican subsidiaries for approximately $200 million. The fee related to this transaction,
amounting to approximately to $16 million, was borne by the Company. If Pemex defaults on its
payment obligations or we increase our exposure to Pemex, our revenues and profitability would be
adversely affected. A similar collection transaction occurred in early 2025.
• Our Mexican operations could also be affected by criminal violence, primarily due to the activities of
drug cartels and related organized crime which has been increasing in Mexico over the last years.
Although the Mexican government has implemented various security measures and has strengthened its
military and police forces, drug-related crime continues to exist in Mexico. Our business may be
materially and adversely affected by these activities, their possible escalation and the violence associated
with them.
• In the last few years, the Mexican government has made, and has attempted to make, various
amendments to energy rules and regulations that impact energy supply and cost structure. Since
December 2018, the Mexican government has been introducing changes to electricity regulations,
including amendments to the Energy Industry Law (“LIE”), and a bill to reform the Constitution, which
was rejected by the Mexican Congress in 2021. These changes aimed to grant priority to Mexico’s state-
owned electric power generation and distribution company
Comisión Federal de Electricidad
(“CFE”),
over private generators in the supply of electric power to the Mexican market and mandated a revision
of power generation and transaction agreements between CFE and independent electric power
suppliers. The intended reforms were challenged in court and, in January 2024, the Supreme Court
ruled against the constitutionality of certain provisions of the LIE reform. In response, the Mexican
President announced a new proposal for an ambitious constitutional reform, which covers a wide range
of topics, including energy matters. During 2024, the Mexican Congress approved several constitutional
reforms aimed at restructuring the judicial system and increasing state control over key sectors, including
energy, telecommunications, and natural resources. For example, changes have been introduced to the
constitutional status of CFE and Pemex, resulting in increased government intervention in their policies
at the expense of their boards’ independence. This increased regulatory oversight has led to a more
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20
unpredictable business environment. In particular, the energy reform has introduced significant
regulatory and legal uncertainties for energy companies, affecting their operations, financial
performance, and strategic planning. Companies have had to navigate a complex and evolving
regulatory landscape, invest in compliance programs, and reassess their investment strategies to mitigate
the risks associated with these reforms. Uncertainty remains as to whether the Mexican government or
any of its decentralized bodies will introduce new reforms to the energy market or adopt any measure
that may further affect the energy supply or increase its cost. Any such new amendment or measures
could negatively affect the operations of Tubos de Acero de Mexico S.A. (“Tamsa”) or Techgen S.A. de
C.V. (“Techgen”), the power plant in which Tenaris holds a 22% equity interest and which supplies
electricity for most of our Mexican operations. At this stage, we cannot assess the potential effects of
any new governmental initiative on the Mexican economy in general, and particularly on our local
operations and, consequently, on the results of operations and financial conditions of our businesses in
Mexico.
• In the past, our operations in Mexico were disrupted due to union-led stoppages resulting from an
internal dispute within the local union. Although our Mexican operations have not experienced any
further disruptions caused by employee stoppages since 2020, we cannot assure that further disruptions
will not occur in the future. Any future stoppage, strike, disruption of operations or new collective
bargaining agreements could result in lost sales and could increase our costs, thereby affecting our
results of operations.
Armed conflicts, such as the Russia-Ukraine war, may adversely affect our operations
In response to the start of the Russia-Ukraine war in February, 2022, the United States, the EU and the United
Kingdom (the “UK”), among other countries, imposed a wave of sanctions against certain Russian
institutions, companies and citizens. The Russian Government has retaliated by banning airlines from its
airspace and has ordered economic counter measures, including restrictions on residents transferring foreign
currency abroad. It has been three years since the Russia-Ukraine war began and any resolution and timing
thereof still remains uncertain. Russia is a major supplier of oil and gas in Europe and worldwide, and Russia
and Ukraine are both major global suppliers of internationally traded steelmaking raw materials and semi-
finished steel products. As a result of the war and related sanctions, energy and commodity prices spiked
upwards and foreign trade transactions involving Russian and Ukrainian counterparties have been severely
affected. A long-standing conflict makes it hard to predict how energy and commodity prices will continue to
behave as higher prices and possible shortages of energy and raw materials used in our steelmaking
operations (including natural gas and electric energy, particularly in Europe, steel scrap, pig iron, direct
reduced iron (“DRI”), hot briquetted iron (“HBI”), ferroalloys, steel bars, coils and plates) would result in
higher production costs and potential plant stoppages, affecting our profitability and results of operations. As
a result of existing or future economic sanctions imposed on Russia, we or our contractors (including shipping
companies) may not be able to continue purchasing products from, or making payments to, Ukrainian or
Russian suppliers or counterparties; and we may not be able to promptly procure such raw materials from
other suppliers, or we may be required to purchase raw materials at increased prices.
We have suspended any sales to Russian customers or purchases from Russian suppliers that would breach
applicable sanctions, and we have closed our representative office in Moscow. Furthermore, in March 2022,
we recorded an impairment in the amount of approximately $14.9 million, fully impairing our investment in
our joint venture in Russia with Severstal.
Other ongoing armed conflicts, including the Middle East conflict and the ongoing shipping crisis in the Red
Sea, may disrupt our operations, increase our costs, and adversely affect our delivery times.
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21
If we do not successfully implement our business strategy, our ability to grow, our competitive position and
our sales and profitability may suffer
We plan to continue implementing our business strategy of consolidating our position as a leading global
supplier of integrated product and service solutions to the energy and other industries and adapting to the
energy transition through reducing the carbon emissions in our operations and developing and supplying
products and services for low-carbon energy applications, as well as continuing to pursue strategic
investment opportunities. Any of the components of our overall business strategy could cost more than
anticipated (including as a result of increasing regulatory requirements aimed at transitioning to a lower-
carbon economy), may not be successfully implemented or could be delayed or abandoned. For example, we
may fail to create sufficient differentiation in our Rig Direct
®
services to offset the added costs of providing
such services, or fail to find suitable investment opportunities, including acquisition targets that enable us to
continue to grow and maintain or improve our competitive position.
In addition, acquisitions may be subject to challenges or investigations by governmental authorities, including
antitrust and consumer-protection authorities. The costs of complying with authorization or investigation
procedures may be significant. Also, antitrust authorities are looking very closely at the effects of acquisitions
and may deny authorizations, impose conditions that may result in significant costs or deprive Tenaris of the
advantages and expected synergies of acquisitions, or initiate investigation upon challenges brought by third
parties. Challenges to acquisitions or other investments, and failure to obtain, or conditions imposed for the
granting of, authorizations may prevent or delay transactions, which could have an adverse effect on our
financial condition and results of operations.
Even if we successfully implement our business strategy, it may not yield the expected results, or decisions by
our joint venture partners may frustrate our initiatives. For example, in 2022 we had to terminate our joint
venture with JFE Holdings Inc. (“JFE”) with respect to NKKTubes K.K. (“NKKTubes”) when JFE decided to
close down operations at one of its steel complexes.
Future acquisitions, strategic partnerships and capital investments may not perform in accordance with
expectations or may disrupt our operations and hurt our profits
One element of our business strategy is to identify and pursue growth-enhancing strategic opportunities. As
part of that strategy, we regularly make significant capital investments and acquire interests in, or businesses
of, various companies. Consistent with our growth strategy, we intend to continue considering strategic
acquisitions, investments and partnerships from time to time to expand our operations and establish a local
presence in our markets. We must necessarily base any assessment of potential acquisitions, joint ventures
and capital investments on assumptions with respect to timing, profitability, market and customer behavior
and other matters that may subsequently prove to be incorrect. Our past or future acquisitions, significant
investments and alliances may not perform in accordance with our expectations and could adversely affect
our operations and profitability. In addition, new demands on our existing organization and personnel
resulting from the integration of new acquisitions could disrupt our operations and adversely affect our
operations and profitability. Moreover, as part of future acquisitions, we may acquire assets that are
unrelated to our business, and we may not be able to integrate these assets or sell them under favorable
terms and conditions.
Disruptions to our manufacturing processes could adversely impact our operations, affect customer service
levels or our reputation, or expose us to liability and, consequently, adversely affect our financial results
Our steel pipe manufacturing processes depend on the operation of critical steelmaking equipment, such as
electric arc furnaces (“EAF”), continuous casters, rolling mills, heat treatment and various operations that
support them, such as our power generation facilities. Despite the investments we make to maintain critical
production equipment, such equipment may incur downtime as a result of unanticipated failures or other
events, such as fires, explosions, floods, earthquakes, accidents and severe weather conditions.
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22
Similarly, natural disasters or severe weather conditions, including those related to climate change, could
significantly damage our production facilities and general infrastructure or affect the normal course of
business. For example, our Mexican production facility located in Veracruz is located in a region prone to
earthquakes, and our Bay City facility in Texas, United States is located in an area prone to strong winds and
hurricanes, and occasional floods. More generally, changing weather patterns and climatic conditions in
recent years have added to the unpredictability and frequency of natural disasters. For more information on
the risks associated with climate-change, see “Risk Factors - Risks Relating to Our Business and Industry - The
physical risks resulting from climate change, including extreme weather conditions and shifts in weather
patterns, have in the past and may in the future adversely affect our operations and financial results”.
Our operations may also be adversely affected as a result of work stoppages or other labor conflicts. In the
past, our operations in Mexico were disrupted due to union-led stoppages resulting from an internal dispute
within the local union. Although our Mexican operations have not experienced any further disruptions caused
by employee stoppages since 2020, we cannot assure that further disruptions will not occur in the future. In
addition, in some of the countries in which we have significant production facilities (e.g., Argentina and
Brazil), significant inflationary pressures and higher tax burdens could increase labor demands and could
eventually generate higher levels of labor conflicts, which may result in operational disruptions.
In addition, epidemics and other public health crises may disrupt our operations, as was the case during 2020
as a result of the COVID-19 outbreak when some of our facilities or production lines were closed or
shutdown.
Some of the previously described emergency situations could result, and in some cases have resulted, in
damage to property, delays in production or shipments and death or injury to persons.
Any of the foregoing could expose us to liability and affect our reputation. To the extent that lost production
or delays in shipments cannot be compensated for by unaffected facilities, such events could have an adverse
effect on our profitability and financial condition. Additionally, we do not carry business interruption
insurance, and the insurance we maintain for property damage and general liability may not be adequate or
available to protect us under such events, its coverage may be limited, or the amount of our insurance may
be less than the related loss. For more information on our insurance coverage, see “Information on the
Company - Business overview - Insurance”.
We may be required to record a significant charge to earnings if we must reassess our goodwill or other
assets as a result of changes in assumptions underlying the carrying value of certain assets, particularly as a
consequence of deteriorating market conditions
Assets that are subject to amortization are reviewed for impairment whenever events or changes in
circumstances indicate that the carrying amount may not be recoverable. Intangible assets with indefinite
useful life, including goodwill, are subject to impairment tests following IAS 36. Impairment tests have
resulted in impairment charges. Impairment charges for the last three years are shown below:
• In March 2022, in light of the Russia-Ukraine war and the designation of Severstal’s controlling
shareholder as a person subject to EU and UK sanctions, we recorded an impairment in the amount of
approximately $14.9 million, fully impairing our investment in our joint venture in Russia with
Severstal. For more information on Tenaris’s operations involving Russia, see “Risk Factors - Risks
Relating to Our Business and Industry - Armed conflicts, such as the Russia-Ukraine war, may adversely
affect our operations”.
• In September 2022, mainly due to the lower expectations for steel demand and market steel prices in
Brazil, together with a worsened global macroeconomic situation that derived in an increase in discount
rates, we wrote down our investment in Usinas Siderúrgicas de Minas Gerais S.A.(“Usiminas”) by $19.1
million, and in September 2023, we recorded a net loss of $25.5 million, related to the participation
increase in Usiminas.
• In December 2022, in the presence of impairment indicators, the Company conducted impairment tests,
reviewed the values of certain idle assets in its subsidiaries and recorded impairment charges of $76.7
million.
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23
As of December 31, 2024, goodwill amounted to $1,090 million corresponding mainly ($920 million) to the
acquisition of Hydril Company (“Hydril”) in 2007 and is allocated to Hydril, Siderca and Tamsa cash
generating units (“CGU”).
For more information on impairment charges, please refer to note 5 “Impairment charge”, note 8 “Equity in
earnings of non-consolidated companies” and note 14 “Investments in non-consolidated companies” to
our audited consolidated financial statements included in this annual report.
Our results of operations and financial condition could be adversely affected by movements in exchange rates
As a global company, we manufacture and sell products throughout the world and a portion of our business
is carried out in currencies other than the U.S. dollar, which is the Company’s functional and presentation
currency. As a result, we are exposed to foreign exchange rate risk. Changes in currency values and foreign
exchange regulations could adversely affect our financial condition and results of operations. For information
on our foreign exchange rate risk, please see “Legal and Financial Information - Quantitative and Qualitative
Disclosure About Market Risk”.
Changes in applicable tax regulations and resolutions of tax disputes could negatively affect our financial
results
We are subject to tax laws in numerous foreign jurisdictions where we operate. The integrated nature of our
worldwide operations can produce conflicting claims from revenue authorities in different countries as to the
profits to be taxed in the individual countries, including disputes relating to transfer pricing. Most of the
jurisdictions in which we operate have double tax treaties with foreign jurisdictions, which provide a
framework for mitigating the risk of double taxation on our results. However, in case double taxation persists,
dispute resolution mechanisms developed to resolve such conflicting claims are largely untried and can be
expected to be very lengthy.
In recent years, tax authorities around the world have increased their scrutiny of companies’ tax filings and
have become more rigid in exercising any discretion they may have. As part of this, in 2015, the Organization
for Economic Co-operation and Development (“OECD”) proposed a number of tax law changes under its
Base Erosion and Profit Shifting (“BEPS”) action plans to address issues of base erosion transparency,
coherence and substance. Most of the countries in which we operate have already implemented some of
those changes within their own domestic tax legislations.
In 2019, the OECD launched a new initiative on behalf of the G20 (“OECD/G20 Inclusive Framework on
BEPS”) under the format of a two pillars solution: Pillar One, aimed at minimizing profit shifting by working
towards a coordinated global tax framework that reallocates taxing rights over a portion of the profits of
large and profitable multinational entities to market jurisdictions, ensuring that corporate income taxes are
paid where consumption takes place, and Pillar Two, aimed at introducing a global standard on minimum
taxation, both combined with new tax dispute resolution processes. This project achieved OECD political
consensus in October 2021.
In December 2021, the OECD released the Pillar Two model rules (the Global Anti-Base Erosion rules, or
“GloBE”) to reform international corporate taxation. Following Pillar Two OECD’s initiative, the EU adopted in
December 2022 a directive to impose a global minimum taxation for multinational companies in the Union,
effective as from January 1, 2024.
On December 20, 2023, the Luxembourg Parliament approved the Pillar Two law transposing the EU Pillar
Two Directive into domestic legislation. The law took effect for fiscal years commencing on or after December
31, 2023.
The Company is within the scope of these rules, and therefore is required to calculate its GloBE effective tax
rate for each jurisdiction where it operates and is liable to pay a top-up tax for the difference between its
GloBE effective tax rate per jurisdiction and the 15% minimum rate.
While the implementation of the Pillar Two project is underway in many countries, negotiations among the
respective countries regarding Pillar One implementation details have not yet concluded, and therefore, it is
not yet clear when it will be fully in effect.
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24
The EC adopted in 2016 its Anti-Tax Avoidance Directive (“ATAD”), later expanded by ATAD 2, which seeks
to prevent tax avoidance by companies and to ensure that companies pay appropriate taxes in the markets
where profits are effectively made, and business is effectively performed. In addition, the EC drafted a
directive aiming to avoid the use of shell entities (ATAD 3), which is still under discussion.
On January 20, 2025, the United States announced that it would withdraw from the OECD Global Tax Deal
and that any prior commitments made by the United States will no longer have any force or effect. The
memorandum announcing the withdrawal also directed the U.S. Secretary of the Treasury to develop and
deliver to President Trump, within 60 days, a list of protective measures or other options towards foreign
countries that are either not in compliance with any tax treaty with the United States or have, or are likely to
have, tax rules that are extraterritorial or disproportionately affect U.S. companies.
Changes to tax laws and regulations in the countries where we operate require us to continually assess our
organizational structure and could lead to increased risk of international tax disputes.
Our interpretation and application of the tax laws could differ from that of the relevant governmental taxing
authority, which could result in the payment of additional taxes, penalties or interest, negatively affecting our
profitability and financial condition. Significant uncertainties remain in relation to the potential adoption of
the new regulations that might result from evolving initiatives like those launched by the OECD and the EU in
relation to international taxation that could impact negatively our financial condition, results of operations
and cash flows.
If we do not comply with laws and regulations designed to combat corruption in countries in which we sell
our products, we could become subject to governmental investigations, fines, penalties or other sanctions
and to private lawsuits and our sales and profitability could suffer
We operate and conduct business globally, including in certain countries known to experience high levels of
corruption. Although we are committed to conducting business in a legal and ethical manner in compliance
with local and international statutory requirements and standards applicable to our business, there is a risk
that our employees, representatives, associates, affiliates, or other persons may take actions that violate
applicable laws and regulations that generally prohibit offering or making of improper payments to any
individual, including to government officials, for the purpose of obtaining a benefit or undue advantage or
keeping business, as stated by the U.S. Foreign Corrupt Practices Act (“FCPA”) and other anti-corruption laws
adopted by the main countries in which we operate, which impose strict criminal liability on companies for
corrupt practices undertaken by their employees or representatives. In addition, we cannot give any assurance
that we will detect all illegal activity that may have been conducted in the past at any acquired business.
Investigations by government authorities may occupy considerable management time and attention, weaken
company compliance culture and result in significant expenditures, fines, penalties or other sanctions, as well
as private lawsuits. For information on matters related to the Company Business Conduct Compliance
Program, please refer to our website on the matter https://www.tenaris.com/en/sustainability/governance-
and-ethics/. Information contained in or otherwise accessible through our Internet website is not a part of this
annual report.
For example, upon learning of a government investigation as to whether certain payments had been made
prior to 2014 from accounts of entities presumably associated with affiliates of the Company to accounts
allegedly linked to individuals related to Petróleo Brasileiro S.A. (“Petrobras”) and whether any such payments
were intended to benefit Confab Industrial S.A. (“Confab”), the Audit Committee of the Company's board of
directors engaged external counsel in connection with the Company’s review of these matters. In addition,
the Company voluntarily notified the SEC and the U.S. Department of Justice (“DOJ”) in October 2016, and
conducted, with the assistance of external counsel, an internal investigation and found no evidence
corroborating any involvement by the Company or its directors, officers or employees in respect of improper
payments. On June 2, 2022, the Company resolved the investigation by the SEC and the DOJ informed that it
had closed its parallel inquiry without taking action. Under the settlement with the SEC, the Company neither
admitted nor denied the SEC’s findings and on June 24, 2022, paid $53.1 million in disgorgement and
prejudgment interest and $25 million as a civil penalty to conclude the matter. With respect to the same
matter, Confab is subject to civil claims from Petrobras and the Brazilian public prosecutors (who seek
damages for approximately $31.2 million and a prohibition from contracting with, or receiving benefits or
exemptions from, the Brazilian state for an unspecified term) and to administrative responsibility proceedings
before Brazil’s General Controllers’ Office. Although Confab believes that the allegations are groundless and
is contesting these claims, the Company cannot predict the outcome of these proceedings at this stage.
Annual Report 2024
25
For information on matters related to the Petrobras-related proceedings and claims, please see note 27
“Contingencies, commitments and restrictions of profits” to our audited consolidated financial statements
included in this annual report.
The cost of complying with environmental regulations and potential environmental and product liabilities may
increase our operating costs and negatively impact our business, financial condition, results of operations and
prospects
We are subject to a wide range of local, state, provincial and national laws, local and international
regulations, permit requirements and decrees relating to the protection of human health and the
environment, including laws and regulations relating to hazardous materials and radioactive materials and
environmental protection governing air emissions, water discharges and waste management. Laws and
regulations protecting the environment have become increasingly complex and more stringent and expensive
to implement in recent years. Additionally, international environmental requirements vary. While standards in
the EU, Canada, and Japan are generally comparable to (or more stringent than) U.S. standards, other
nations, particularly developing nations, including China, have substantially fewer or less rigorous
requirements that may give competitors in such nations a competitive advantage. It is possible that any
international agreement to regulate emissions may provide exemptions and lesser standards for developing
nations. In such case, we may be at a competitive disadvantage relative to competitors having more or all of
their production in such developing nations.
Environmental laws and regulations may, in some cases, impose strict liability rendering a person liable for
damages to natural resources or threats to public health and safety without regard to negligence or fault.
Some environmental laws provide for joint and several strict liability for remediation of spills and releases of
hazardous substances. These laws and regulations may expose us to liability for the conduct of or conditions
caused by others or for acts that were in compliance with all applicable laws at the time they were
performed.
Compliance with applicable requirements and the adoption of new requirements could have a material
adverse effect on our consolidated financial condition, results of operations or cash flows. The costs and
ultimate impact of complying with environmental laws and regulations are not always clearly known or
determinable since regulations under some of these laws have not yet been promulgated or are undergoing
revision. The expenditures necessary to remain in compliance with these laws and regulations, including site
or other remediation costs, or costs incurred as a result of potential violations of environmental laws could
have a material adverse effect on our financial condition and profitability. While we incur and will continue to
incur expenditures to comply with applicable laws and regulations, there always remains a risk that
environmental incidents or accidents may occur that may negatively affect our reputation or our operations.
The EU CBAM aims at promoting emissions reductions worldwide by subjecting the import of certain
products, including steel, from countries outside of the EU to a carbon levy linked to the carbon price payable
for goods produced in EU countries. CBAM entered into application in its transitional phase, on October 1,
2023, with the first reporting period for importers ending January 31, 2024. Starting on January 1, 2026, the
CBAM will enter into full force and importers will need to obtain an authorization to import goods covered
by the CBAM, make annual statements on the quantity of goods imported into the EU and their embedded
GHG emissions and purchase certificates to cover their declared emissions. Recently, in response to the need
to strengthen the competitiveness of the EU economy, the EC has proposed certain changes to simplify and
facilitate compliance with CBAM obligations (including simplification of the authorization of declarants, the
calculation of emissions and the management of financial liability).
Our oil and gas casing, tubing and line pipe products are sold primarily for use in oil and gas drilling,
gathering, transportation, processing and power generation facilities, which are subject to inherent risks,
including well failures, line pipe leaks, blowouts, bursts and fires, that could result in death, personal injury,
property damage, environmental pollution or loss of production. Any of these hazards and risks can result in
environmental liabilities, personal injury claims and property damage from the release of hydrocarbons.
Defects in specialty tubing products could result in death, personal injury, property damage, environmental
pollution, damage to equipment and facilities or loss of production.
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26
We normally warrant the oilfield products and specialty tubing products we sell or distribute in accordance
with customer specifications, but as we pursue our business strategy of providing customers with additional
services, such as Rig Direct
®
, we may be required to warrant that the goods we sell and services we provide
are fit for their intended purpose. Actual or claimed defects in our products may give rise to claims against us
for losses suffered by our customers and expose us to claims for damages. The insurance we maintain will not
be available in cases of gross negligence or willful misconduct, in other cases may not be adequate or
available to protect us in the event of a claim, its coverage may be limited, canceled, or otherwise terminated,
or the amount of our insurance may be less than the related impact on enterprise value after a loss. Similarly,
our sales of tubes and components for the automotive industry subject us to potential product liability risks
that could extend to being held liable for the costs of the recall of automobiles sold by car manufacturers and
their distributors.
Limitations on our ability to protect our intellectual property rights, including our trade secrets, could cause a
loss in revenue and any competitive advantage we hold
Some of our products or services, and the processes we use to produce or provide them, have been granted
patent protection, have patent applications pending, or are trade secrets. Our business may be adversely
affected if our patents are unenforceable, the claims allowed under our patents are not sufficient to protect
our technology, our patent applications are denied, or our trade secrets are not adequately protected. Our
competitors may be able to independently develop technology that is similar to ours without infringing on
our patents or gaining access to our trade secrets, which could adversely affect our financial condition, results
of operations and cash flows.
Cyberattacks could have a material adverse impact on our business and results of operations
We rely heavily on information systems to conduct our operations, and digital technologies have an
increasingly significant role across our business. Although we devote significant resources to protect our
systems and data and we continually monitor and evaluate the actual or potential impact of external
developments and available information on threats and security incidents, we have experienced and expect to
continue to experience varying degrees of cyber incidents in the normal conduct of our business, which may
occasionally include sophisticated cybersecurity threats such as unauthorized access to data and systems, loss
or destruction of data, computer viruses or other malicious code, phishing, ransomware, spoofing,
cyberattacks and/or cybersecurity risks arising from service providers. These threats often arise from numerous
sources, not all of which are within our control, such as fraud or malice from third parties, including fraud
involving business email compromises, failures of computer servers or other accidental technological failures,
electrical or telecommunication outages or other damage to our property or assets.
Cybersecurity threats represent one of the most significant risks for most businesses. Cyberattack attempts
continued to increase throughout 2024, and the development and wide availability of artificial intelligence
(“AI”) has increased the number, scope and chances of success of such attacks.
According to the World Economic Forum’s 2025 Global Cybersecurity Outlook (“WEF”), cybercrime grew in
both frequency and sophistication, marked by ransomware attacks, AI-enhanced tactics – such as phishing,
vishing and deepfakes – and a notable increase in supply chain attacks. Some 72% of respondents report an
increase in organizational cyber risks, with ransomware remaining a top concern. Nearly 47% of
organizations cite adversarial advances powered by generative AI (“GenAI”) as their primary concern,
enabling more sophisticated and scalable attacks. In 2024 there was a sharp increase in phishing and social
engineering attacks, with 42% of organizations reporting such incidents.
Additionally, Microsoft has reported a 2.75 times increase in human-operated ransomware attacks, where
the most prevalent initial access techniques were social engineering -specifically phishing through email and
other channels-, identity compromise, exploiting vulnerabilities of systems exposed to the internet, and
unpatched operating systems.
In addition, emerging technologies, such as GenAI, which are becoming available more widely and faster, are
expected to exacerbate cyber resilience challenges. Approximately half of executives surveyed at the World
Economic Forum’s annual meeting on cybersecurity stated that advances in adversarial capabilities (phishing,
malware, deepfakes) present the most concerning impact of generative AI on cyber and fewer than one in
ten respondents believe that in the next two years generative AI will give the advantage to defenders over
attackers.
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27
In 2024, we continued improving cybersecurity controls, processes and procedures to monitor, detect, assess,
respond to and recover from hacking, malware infections, cybersecurity compromises and other risks; with
the aim of increasing our cyber resilience. In addition, we continued with cybersecurity awareness and ethical
phishing campaigns aimed at protecting us against cyberthreats, and tailored cybersecurity training programs
addressed to our executives and employees. We have also instructed our employees not to submit
confidential information to any AI that is not approved by Tenaris.
Given the rapidly evolving nature of cyberthreats, and particularly as the adoption of AI tools becomes more
relevant to Tenaris operations, there can be no assurance that the systems we have designed to prevent or
limit the effects of cyber incidents or attacks will be adequate, and such incidents or attacks could have a
material adverse impact on our systems. While we attempt to mitigate these risks, we remain vulnerable to
additional known or unknown threats, including theft, misplacement or loss of data, programming errors,
employee errors and/or dishonest behavior that could potentially lead to the compromising of sensitive
information, improper use of our systems or networks, as well as unauthorized access, use, disclosure,
modification or destruction of such information, systems and/or networks.
Furthermore, the increasing complexity of supply chains poses an additional cybersecurity risk, considering
software vulnerabilities and the risk of propagation of cyberattacks throughout Tenaris’s ecosystem, including
suppliers, service providers and customers. There is no assurance that the systems implemented by third
parties will be effective, and Tenaris cannot fully control the exposure to failures or breaches of such
systems. If critical suppliers, service providers, customers or other relevant third parties become subject to
cyberattacks, depending on their scope and success, Tenaris’s information or systems may be compromised
and, eventually, such third parties may be unable to provide key services or supplies, thus affecting our
activities and operations.
If our systems for protecting against cybersecurity risks (or cybersecurity measures implemented by our
suppliers, service providers and customers) are circumvented or breached, this could also result in disruptions
to our business operations (including but not limited to, defective products, production downtimes or loss of
productivity), access to our financial reporting systems, the loss of access to critical data or systems, misuse or
corruption of critical data and proprietary information (including our intellectual property and customer data),
as well as damage to our reputation with our customers and the market, failure to meet customer
requirements, customer dissatisfaction and/or regulatory fines and penalties (including for inadequate
protection of personal data and/or failure to notify the competent authorities for such breach), damages and
harm to the environment and people, or other financial costs and losses. In addition, given that cybersecurity
threats continue to evolve, we will be required to devote additional resources in the future to enhance our
protective measures or to investigate and/or remediate any cybersecurity vulnerabilities. Additionally,
although we periodically consider cyber insurance coverage options, we do not currently maintain
cybersecurity insurance, and the insurance we carry for property damage and general liability may not be
adequate or available to protect us from damages derived from cyberthreats or coverage may be
limited. Moreover, any investigation of a cyberattack would take time before completion, during which we
would not necessarily know the extent of the actual or potential harm or how best to remediate it, and
certain errors or actions could be repeated or compounded before duly discovered and remediated (all or any
of which could further increase the costs and consequences arising out of such cyberattack). In addition,
failure to adequately and timely monitor and evaluate our hardware and software systems and applications to
prevent or manage technology obsolescence risks may result in increased costs, the operational risk of service
failure, and the loss of technology competitiveness and reputation.
Furthermore, in response to the increase in the number and sophistication of ransomware attacks, U.S. and
regulatory agencies have implemented regulations to prevent victims from making ransomware payments
and to deter third parties from facilitating or processing such payments to cyber actors, which would
constrain our ability to deal with ransomware attacks, should they occur.
For more information on cybersecurity, please refer to “Legal and Financial Information - Cybersecurity”.
Annual Report 2024
28
Risks Relating to the Structure of the Company
The Company’s dividend payments depend on the results of operations and financial condition of its
subsidiaries and could be restricted by legal, contractual or other limitations or tax changes
The Company is a holding company and conducts all its operations through subsidiaries. Dividends or other
intercompany transfers of funds from those subsidiaries are the Company’s primary source of funds to pay its
expenses, debt service and dividends and to repurchase shares or ADSs.
The ability of the Company’s subsidiaries to pay dividends and make other payments to us will depend on
their results of operations and financial condition. If earnings and cash flows of the Company’s operating
subsidiaries are substantially reduced, the Company may not be in a position to meet its operational needs or
to pay dividends. In addition, such dividends and other payments could be restricted by applicable corporate
and other laws and regulations, including those imposing foreign exchange controls or restrictions on the
repatriation of capital or the making of dividend payments, and agreements and commitments of such
subsidiaries. For information concerning potential restrictions on our ability to collect dividends from certain
subsidiaries, see “Risk Factors – Risks Relating to Our Business and Industry – Adverse economic or political
conditions in the countries where we operate or sell our products and services may decrease our sales or
disrupt our manufacturing operations, thereby adversely affecting our revenues, profitability and financial
condition” and “Financial Information – Consolidated Statements and Other Financial Information – Dividend
Policy”.
The Company’s ability to pay dividends to shareholders is subject to legal and other requirements and
restrictions in effect at the holding company level. For example, the Company may only pay dividends out of
net profits, retained earnings and distributable reserves and premiums, each as defined and calculated in
accordance with Luxembourg law and regulations. In addition, the Company’s dividend distributions (which
are currently imputed to a special tax reserve and are therefore not subject to Luxembourg withholding tax)
may be subject to Luxembourg withholding tax if current Luxembourg tax law were to change.
The Company’s controlling shareholder may be able to take actions that do not reflect the will or best
interests of other shareholders
As of December 31, 2024, San Faustin beneficially owned 61.37% of the Company’s issued share capital,
and 65.81% of the voting rights. San Faustin’s share percentage ownership and voting rights increased
following the cancellation of the shares repurchased by the Company under its share buyback program,
approved at the extraordinary general meeting of shareholders, held on April 30, 2024. San Faustin’s share
percentage ownership and voting rights will increase further if the cancellation of the shares repurchased by
the Company under its share buyback programs is approved at the upcoming extraordinary general meeting
of shareholders, scheduled to be held on May 6, 2025. Rocca & Partners Stichting Administratiekantoor
Aandelen San Faustin (“RP STAK”) holds voting rights in San Faustin sufficient to control San Faustin. As a
result, RP STAK is indirectly able to elect a substantial majority of the members of the Company’s board of
directors and has the power to determine the outcome of most actions requiring shareholder approval,
including, subject to the requirements of Luxembourg law, the payment of dividends. The decisions of the
controlling shareholder may not reflect the will or best interest of other shareholders. In addition, the
Company’s articles of association permit the Company’s board of directors to waive, limit or suppress
preemptive rights in certain cases. Accordingly, the Company’s controlling shareholder may cause its board of
directors to approve in certain cases an issuance of shares for consideration without preemptive rights,
thereby diluting the minority interest in the Company. See “Risk Factors – Risks Relating to shares and ADSs –
Holders of shares and ADSs in the United States may not be able to exercise preemptive rights in certain
cases”.
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29
Risks Relating to Shares and ADSs
Holders of shares or ADSs may not have access to as much information about the Company as they would in
the case of a U.S. domestic issuer
There may be less publicly available information about the Company than is regularly published by or about
U.S. domestic issuers. Also, corporate and securities regulations governing Luxembourg companies may not
be as extensive as those in effect in other jurisdictions and U.S. securities regulations applicable to foreign
private issuers, such as the Company, differ in certain respects from those applicable to U.S. domestic issuers.
Furthermore, IFRS, the accounting standards in accordance with which the Company prepares its
consolidated financial statements, differ in certain material aspects from U.S. GAAP. For a summary of the
significant ways in which the Company’s corporate governance practices differ from the corporate
governance standards required for domestic companies by the New York Stock Exchange (“NYSE”), see
“Information on the Company - Corporate Governance Statement – Summary of differences with NYSE
standards”.
Holders of ADSs may not be able to exercise, or may encounter difficulties in the exercise of, certain rights
afforded to shareholders
Certain shareholders’ rights under Luxembourg law, including the rights to participate and vote at general
meetings of shareholders, to include items on the agenda for the general meetings of shareholders, to
receive dividends and distributions, to bring actions, to examine our books and records and to exercise
appraisal rights may not be available to holders of ADSs, or may be subject to restrictions and special
procedures for their exercise, as holders of ADSs only have those rights that are expressly granted to them in
the deposit agreement. Deutsche Bank Trust Company Americas, as depositary under the ADS deposit
agreement (“the Depositary”), through its custodian agent, is the registered shareholder of the deposited
shares underlying the ADSs, and therefore only the Depositary can exercise the shareholders’ rights in
connection with the deposited shares. For example, if the Company makes a distribution in the form of
securities, the Depositary is allowed, at its discretion, to sell the right to acquire those securities on your
behalf and to instead distribute the net proceeds to you. Also, under certain circumstances, such as the
Company’s failure to provide the Depositary with voting materials on a timely basis, you may not be able to
vote at general meetings of shareholders by giving instructions to the Depositary. If the Depositary does not
receive voting instructions from the holder of ADSs by the prescribed deadline, or the instructions are not in
proper form, then the Depositary shall deem such holder of ADSs to have instructed the Depositary to vote
the underlying shares represented by ADSs in favor of any proposals or recommendations of the Company
(including any recommendation by the Company to vote such underlying shares on any given issue in
accordance with the majority shareholder vote on that issue), for which purposes the Depositary shall issue a
proxy to a person appointed by the Company to vote such underlying shares represented by ADSs in favor of
any proposals or recommendations of the Company. Under the ADS deposit agreement, no instruction shall
be deemed given and no proxy shall be given with respect to any matter as to which the Company informs
the Depositary that (i) it does not wish such proxy given, (ii) it has knowledge that substantial opposition
exists with respect to the action to be taken at the meeting, or (iii) the matter materially and adversely affects
the rights of the holders of ADSs.
Holders of shares and ADSs in the United States may not be able to exercise preemptive rights in certain
cases
Pursuant to Luxembourg corporate law, existing shareholders of the Company are generally entitled to
preferential subscription rights (preemptive rights) in the event of capital increases and issues of shares
against cash contributions. Under the Company’s articles of association, the board of directors has been
authorized to waive, limit or suppress such preemptive subscription rights. Notwithstanding the waiver of any
preemptive subscription rights, any issuance of shares for cash within the limits of the authorized share
capital shall be subject to the preemptive subscription rights of existing shareholders, except (i) any issuance
of shares (including without limitation, the direct issuance of shares or upon the exercise of options, rights
convertible into shares, or similar instruments convertible or exchangeable into shares) against a contribution
other than in cash; and (ii) any issuance of shares (including by way of free shares or at discount), up to an
amount of 1.5% of the issued share capital of the Company, to directors, officers, agents, employees of the
Company, its direct or indirect subsidiaries or its affiliates (or, collectively, the beneficiaries), including without
limitation, the direct issuance of shares or upon the exercise of options, rights convertible into shares or
similar instruments convertible or exchangeable into shares, issued for the purpose of compensation or
incentive of the beneficiaries or in relation thereto (which the board of directors shall be authorized to issue
Annual Report 2024
30
upon such terms and conditions as it deems fit). For further details, see “Information on the Company -
Corporate Governance Statement – Corporate Governance”.
Holders of ADSs in the United States may, in any event, not be able to exercise any preemptive rights, if
granted, for shares underlying their ADSs unless additional shares and ADSs are registered under the U.S.
Securities Act of 1933, as amended, (“Securities Act”), with respect to those rights, or an exemption from
the registration requirements of the Securities Act is available. The Company intends to evaluate, at the time
of any rights offering, the costs and potential liabilities associated with the exercise by holders of shares and
ADSs of the preemptive rights for shares, and any other factors it considers appropriate at the time, and then
to make a decision as to whether to register additional shares. The Company may decide not to register any
additional shares, requiring a sale by the Depositary of the holders’ rights and a distribution of the proceeds
thereof. Should the Depositary not be permitted or otherwise be unable to sell preemptive rights, the rights
may be allowed to lapse with no consideration to be received by the holders of the ADSs.
It may be difficult to obtain or enforce judgments against the Company outside Luxembourg
The Company is a
société anonyme
organized under the laws of the Grand Duchy of Luxembourg, and most
of its assets are located in other jurisdictions. Furthermore, most of the Company’s directors and officers
reside in other jurisdictions. As a result, investors may not be able to effect service of process upon the
Company or its directors or officers. Investors may also not be able to enforce against the Company or its
directors or officers in the investors’ domestic courts, judgments predicated upon the civil liability provisions
of the domestic laws of the investors’ home countries. Likewise, it may be difficult for investors not domiciled
in Luxembourg to bring an original action in a Luxembourg court predicated upon the civil liability provisions
of other securities laws, including U.S. federal securities laws, against the Company, its directors or its
officers. There is also uncertainty with regard to the enforceability of original actions of civil liabilities
predicated upon the civil liability provisions of securities laws, including U.S. federal securities laws, outside
the jurisdiction where such judgments have been rendered; and enforceability will be subject to compliance
with procedural requirements under applicable local law, including the condition that the judgment does not
violate the public policy of the applicable jurisdiction.
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31
INFORMATION ON THE COMPANY
Overview
Tenaris is a leading global manufacturer and supplier of steel pipe products and related services for the
world’s energy industry and other industrial applications. Our customers include most of the world’s leading
oil & gas companies, and we operate an integrated network of steel pipe manufacturing, research, finishing
and service facilities with industrial operations in the Americas, Europe, the Middle East, Asia and Africa.
Although our operations are mainly focused on serving the oil & gas industry, we also supply pipes and
tubular components for non-energy applications. We develop and supply products and services for low-
carbon energy applications such as geothermal wells, waste-to-energy (bioenergy) power plants, hydrogen
storage and transportation, and carbon capture and storage (“CCS”).
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32
Through an integrated global network of R&D, manufacturing, and service facilities, and a team of around
26,000 people worldwide, we work with our customers to meet their needs in a timely manner, observing
the highest levels of product performance and reliability.
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33
History and Development of the Company
The Company
The Company is a
société anonyme
organized under the laws of the Grand Duchy of Luxembourg established
on December 17, 2001. The Company’s registered office is located at 26 Boulevard Royal, 4
th
Floor, L-2449,
Luxembourg. Its agent for U.S. federal securities law purposes is Tenaris Global Services (U.S.A.) Corporation
(“TEUS”), located at 2200 West Loop South, Suite 400, Houston, TX 77027.
Tenaris
Tenaris began with the formation of Siderca, the sole Argentine producer of seamless steel pipe products, by
San Faustin’s predecessor in Argentina in 1948. We grew organically in Argentina and then, in the early
1990s, began to evolve beyond this initial base into a global business through a series of strategic acquisitions
and investments. As of the date of this annual report, our investments include controlling interests in several
manufacturing companies:
• Siat S.A., an Argentine welded steel pipe manufacturer;
• Tamsa, the sole Mexican producer of seamless steel pipe products;
• Dalmine S.p.A. (“Dalmine”), a leading Italian producer of seamless steel pipe products;
• Confab, the leading Brazilian producer of welded steel pipe products;
• Algoma Tubes Inc. (“AlgomaTubes”), a Canadian producer of seamless and welded steel pipe
products;
• S.C. Silcotub S.A. (“Silcotub”), a leading Romanian producer of seamless steel pipe products;
• Maverick Tube Corporation (“Maverick”), a U.S. producer of seamless and welded steel pipe products;
• Tenaris TuboCaribe Ltda. (“TuboCaribe”), a welded pipe mill producing OCTG products including
finishing of welded and seamless pipes, line pipe products, and couplings in Colombia;
• Hydril, a North American manufacturer of premium connection products for oil and gas drilling
production;
• PT Seamless Pipe Indonesia Jaya (“SPIJ”), an Indonesian OCTG processing business with heat treatment
and premium connection threading facilities;
• Tenaris Qingdao Steel Pipes Ltd. (“Tenaris Qingdao”), a Chinese producer of premium joints, couplings
and tubular components for airbags;
• Pipe Coaters Nigeria Ltd. (“Pipe Coaters”), a leading company in the Nigerian coating industry;
• Tenaris Bay City Inc. (“Tenaris Bay City”), a state-of-the-art seamless pipe mill in Bay City, Texas;
• Saudi Steel Pipe Company (“SSPC”), a Saudi producer of welded steel pipe products;
• IPSCO Tubulars (“IPSCO”), a North American manufacturer of seamless and welded steel pipes;
• Tenaris Baogang Baotou Steel Pipes, Ltd. (“TBSP”), a Chinese company that owns a premium
connection threading facility in Baotou, China, in which we have a 60% interest;
• Global Pipe Company (“GPC”), a Saudi company which manufactures longitudinal submerged arc
welded (“LSAW”) pipes;
• Bredero Shaw International BV (“BSIBV”) and its subsidiaries, which hold the pipe coating business
acquired from Mattr Corporation’s (“Mattr”);
Annual Report 2024
34
• Tenaris Oilfield Services S.A., an Argentine company providing oilfield and hydraulic fracturing services;
and
• sucker rods businesses in various countries.
In addition, we own a 50% participation in Exiros B.V. (“Exiros”), a Dutch company that holds a network of
specialized procurement companies, with our affiliate Ternium S.A. (“Ternium”) holding the remaining 50%.
We also own strategic interests in:
• Ternium, one of the leading flat steel producers of the Americas with operating facilities in Mexico,
Brazil, Argentina, Colombia, the southern United States and Central America;
• Usiminas, a Brazilian producer of high quality flat steel products used in the energy, automotive and
other industries;
and
• Techgen, an electric power plant in Mexico.
In addition, we have established a global network of pipe finishing, distribution and service facilities with a
direct presence in most major oil and gas markets and a global network of R&D centers.
For information on Tenaris’s principal capital expenditures and divestitures, see “Information on the Company
– Business Overview – Capital Expenditure Program”.
Annual Report 2024
35
Business Overview
Our business strategy is to consolidate our position as a leading global supplier of integrated product and
service solutions to the energy and other industries and to adapt to the energy transition through reducing
the carbon emissions in our operations and on developing and supplying products and services for low-
carbon energy applications by:
• pursuing strategic investment opportunities in order to further strengthen our presence in local and
global markets and expand our range of products and services;
• expanding our comprehensive range of products and developing new products designed to meet the
needs of customers operating in challenging environments, including low carbon energy applications,
such as hydrogen and CCS;
• enhancing our offering of services, including technical, digital and supply chain integration services
designed to enable customers to optimize well planning and integrity, simplify operations and reduce
overall operating costs;
and
• securing an adequate supply of production inputs and reducing the manufacturing costs and carbon
intensity of our core products.
Pursuing strategic investment opportunities and alliances
We have a solid record of growth through strategic investments and acquisitions. We pursue selective
strategic investments and acquisitions as a means to expand our operations and presence in select markets,
expand our range of products and services and enhance our global competitive position and capitalize on
potential operational synergies. At the end of 2023, for example, we acquired the global pipe coating
business of Mattr, which has enhanced our range of pipe coating technologies and reinforced our capability
to provide integrated pipe and coating solutions for offshore pipelines.
Expanding our range of products including the development of new products for the
energy transition
We have developed an extensive range of high-value products suitable for most of our customers’ operations
using our network of specialized R&D facilities and by investing in our manufacturing facilities. As our
customers expand their operations, we seek to supply high-value products that reduce costs and enable them
to operate safely in challenging environments, including those for low-carbon applications associated with
the energy transition.
As suppliers of tubular products and services to the energy industry, the energy transition currently underway
provides an important opportunity to develop new products and services for potentially fast-growing
segments like hydrogen transportation and storage, CCS and geothermal installations. We have developed a
range of technologies that are particularly suited for use in hydrogen storage and transportation, where we
have seen growth in demand for large, high-pressure vessels used in the build out of hydrogen refueling
stations for heavy-duty vehicles and buses in Europe and California. We are also seeing increasing interest
from customers for developing CCS and geothermal projects.
Enhancing our offering of technical, digital and supply chain integration services - Rig Direct
®
- and extending
their global deployment
We continue to enhance our offering of Rig Direct
®
services and extend their deployment worldwide. For
many years, we have provided these services, managing customer inventories and directly supplying pipes to
their rigs on a just-in-time basis, complemented by technical advice and assistance on the selection of
materials and their use in the field, in markets like Mexico and Argentina. In response to changes in market
conditions and the increased focus of customers on reducing costs and improving the efficiency of their
operations, the extent and deployment of our Rig Direct
®
services has been extended throughout North
America and in other markets around the world (e.g., Colombia, North Sea, Romania and the United Arab
Emirates) and now include digital and more extensive supply chain integration services. Through the provision
of Rig Direct
®
services, we seek to integrate our operations with those of our customers using digital
technologies to shorten the supply chain and simplify operational and administrative processes, as well as
technical services for well planning and well integrity, to reduce costs, improve safety and minimize
Annual Report 2024
36
environmental impact. They are also intended to differentiate us from our competitors and further strengthen
our relationships with customers worldwide under long-term agreements.
Securing inputs for our manufacturing operations
We seek to secure our existing sources of raw material and energy inputs, and to gain access to new sources
of low-cost inputs which can help us maintain or reduce the cost of manufacturing our core products and
reduce the carbon emissions intensity of our operations over the long term. We aim to achieve a vertically
integrated value chain for our production. To this end, we purchase most of our supplies through Exiros, a
specialized procurement company the ownership of which we share with Ternium. Exiros offers us integral
procurement solutions, supplier sourcing activities; category organized purchasing; suppliers’ performance
administration; and inventory management.
Annual Report 2024
37
Our Competitive Strengths
We believe our main competitive strengths include:
• our global production, commercial, distribution and service capabilities, offering a full product range
with flexible supply options backed up by local service capabilities in important oil and gas producing
and industrial regions around the world;
• our ability to develop, design and manufacture technologically advanced products and provide
integrated services;
• our solid and diversified customer base and historic relationships with major international oil and gas
companies around the world, and our strong and stable market shares in most of the countries in
which we have manufacturing operations;
• our proximity to our customers;
• our human resources around the world with their diverse knowledge and skills;
• our low-cost operations, primarily at state-of-the-art, strategically located production facilities with
favorable access to raw materials, energy and labor, and a solid track-record of operating experience;
and
• our strong financial condition.
Annual Report 2024
38
Business Segments
Tenaris has one major business segment, “Tubes”, which is also the reportable operating segment. All other
business activities and operating segments that are not required to be separately reported, are disclosed in
the “Others” segment.
The Tubes segment includes the production and sale of steel tubular products and related services mainly for
the oil and gas industry, particularly OCTG used in drilling operations, line pipe used in transportation and
processing activities and mechanical and structural tubes for other industrial applications, with production
processes that consist in the production and transformation of steel into tubular products. Business activities
included in this segment are mainly dependent on the worldwide oil and gas industry, as this industry is a
major consumer of steel pipe products, particularly OCTG used in drilling activities. Demand for steel pipe
products from the oil and gas industry has historically been volatile and depends primarily upon the number
of oil and natural gas wells being drilled, completed and reworked, and the depth and drilling conditions of
these wells. Major oil and gas companies have adapted their strategies and allocated investments in
renewable energies in response to the energy transition while maintaining their capability to meet market
demand for oil and gas and reducing the emissions from their operations. As the energy transition advances,
demand for our products and services from low-carbon energy applications, such as geothermal, hydrogen
and CCS, is expected to increase while demand for oil and gas applications may decrease.
Sales are generally made to end users, with exports being done through a centrally managed global
distribution network and domestic sales are made through local subsidiaries.
The Other segment includes all business activities related to oilfield / hydraulic fracturing services, and the
production and selling of sucker rods, coiled tubing, tubes used for plumbing and construction applications
and others as energy and raw materials that exceed internal requirements.
For more information on our business segments, see “II C. Accounting Policies - Segment information” to our
audited consolidated financial statements included in this annual report.
Annual Report 2024
39
Our Products
Our principal finished products are seamless and welded steel casing and tubing, line pipe and various other
mechanical and structural steel pipes for different uses. Casing and tubing are also known as OCTG. We
manufacture our steel pipe products in a wide range of specifications, which vary in diameter, length,
thickness, finishing, steel grades, coating, threading and coupling. For more complex applications, including
high pressure and high temperature applications, seamless steel pipes are usually specified and, for some
standard applications, welded steel pipes can also be used. In addition to oil and gas applications, many of
our products can also be used in low-carbon energy applications, such as geothermal, hydrogen and CCS.
Casing
. Steel casing is used to sustain the walls of oil and gas wells during and after drilling.
Tubing
. Steel tubing is used to conduct crude oil and natural gas to the surface after drilling has been
completed.
Line pipe
. Steel line pipe is used to transport crude oil and natural gas from wells to refineries, storage tanks
and loading and distribution centers.
Mechanical and structural pipes
. Mechanical and structural pipes are used by general industry for various
applications, including the transportation of other forms of gas and liquids under high pressure.
Cold-drawn pipe
. The cold-drawing process permits the production of pipes with the diameter and wall
thickness required for use in boilers, superheaters, condensers, heat exchangers, automobile production and
several other industrial applications.
Premium joints and couplings
. Premium joints and couplings are specially designed connections used to join
lengths of steel casing and tubing for use in high temperature or high pressure environments. A significant
portion of our steel casing and tubing products are supplied with premium joints and couplings. We own an
extensive range of premium connections, and following the integration of the premium connections business
of Hydril, we have marketed our premium connection products under the “TenarisHydril” brand name. In
addition, we hold licensing rights to manufacture and sell the “Atlas Bradford” range of premium
connections outside the United States and we own the “Ultra” and “TORQ” ranges of premium connections.
Pipe coatings.
Concrete weight, anti-corrosion, thermal insulation and flow assurance coatings for offshore
and onshore pipelines.
Coiled tubing.
Coiled tubing is used for oil and gas drilling and well workovers and for subsea pipelines.
Other products and services.
We also manufacture sucker rods used in oil extraction activities, tubes used for
plumbing and construction applications, oilfield / hydraulic fracturing services and we engage in other
activities, such as the sale of energy and raw materials that exceed our internal requirements.
Annual Report 2024
40
Production Process and Facilities
We operate relatively low-cost production facilities, which we believe is the result of:
• state-of-the-art, strategically located plants;
• favorable access to high quality raw materials, energy and labor at competitive costs;
• operating history of more than 70 years, which translates into solid industrial know-how;
• constant benchmarking and best-practices sharing among the different facilities;
• increasing specialization of each of our facilities in specific product ranges;
and
• extensive use of digital technologies in our production processes.
Our seamless pipes production and processing facilities are located in North and South America, Europe and
Asia. Our welded pipes production facilities are located in North and South America and in Saudi Arabia. We
also produce steel bars in the United States, Mexico, Argentina, Italy and Romania using the scrap-based
electric arc furnace process that results in relatively low carbon emissions compared to primary steelmaking
processes. In addition to our pipe threading and finishing facilities at our integrated pipe production facilities,
we have additional pipe and/or pipe accessory threading facilities that manufacture products in accordance
with the specifications of the American Petroleum Institute (“API”), and premium joints in Canada, China,
Ecuador, Indonesia, Kazakhstan, Nigeria, Saudi Arabia, the United Kingdom and the United States, and a new
premium OCTG threading facility in Abu Dhabi, United Arab Emirates. We produce couplings in Argentina,
China, Colombia, Indonesia, Mexico and Romania, and pipe fittings in Mexico. In addition, we have sucker
rods production facilities in Argentina, Brazil, Mexico, Romania, and the United States and a coiled tubing
production facility in the United States. We also have a global network of pipe coating plants in United
States, Canada, Mexico, Norway, Indonesia, United Arab Emirates, Brazil, Argentina, Nigeria, Italy, Saudi
Arabia and Colombia.
The following table shows our aggregate installed production capacity of seamless and welded steel pipes
and steel bars at the dates indicated as well as the aggregate actual production volumes for the periods
indicated.
At or for the year ended December 31,
2024
2023
2022
Thousands of tons
Steel Bars
Effective Capacity (annual)
(1)
4,485
4,485
4,485
Actual Production
3,594
3,726
3,746
Tubes – Seamless
Effective Capacity (annual)
(1)
4,677
4,677
4,937
Actual Production
3,229
3,188
3,347
Tubes – Welded
Effective Capacity (annual)
(1)
4,020
4,190
3,977
Actual Production
806
953
527
_____________________________________________________________________________________________
(1)
Effective annual production capacity is calculated based on standard productivity of production lines, theoretical product mix
allocations, the maximum number of possible working shifts and a continued flow of supplies to the production process. In 2023 the
calculation of annual production capacity was revised and comparative figures were restated to adapt them to the new
methodology.
In 2024, the capacity of welded tubes decreased due to adjustments in capacity of certain U.S-based plants,
partially compensated by the increase in capacity in GPC following planned investments.
Annual Report 2024
41
Production Facilities – Tubes
North America
In Mexico, we have a fully integrated seamless pipe manufacturing facility, a threading plant and a pipe
fittings facility and two coating plants; in the United States, one steel shop, two seamless pipe rolling mills,
four welded pipe manufacturing facilities, five threading plants and two coating plants; and in Canada an
integrated facility with capacity for seamless and welded pipes, two coating plants and a threading plant.
Mexico
In Mexico, our fully integrated seamless pipe manufacturing facility is located near the major exploration and
drilling operations of Pemex, about 13 kilometers from the port of Veracruz on the Gulf of Mexico. Situated
on an area of 650 hectares, the plant includes two state-of-the-art seamless pipe mills and has an installed
annual production capacity of 1,230,000 tons of seamless steel pipes (with an outside diameter range of 2 to
20 inches) and 1,200,000 tons of steel bars. The plant is served by two highways and a railroad and is close
to the port of Veracruz, which reduces transportation costs and facilitates product shipments to export
markets.
The Veracruz facility comprises:
• a steel shop, including an electric arc furnace, refining equipment, vacuum degassing, five-strand
continuous caster and a cooling bed;
• a multi-stand pipe mill, including a rotary furnace, direct piercing equipment, mandrel mill with
retained mandrel, sizing mill and a cooling bed;
• a premium quality finishing (“PQF”) technology mill, including a rotary furnace, direct piercing
equipment, mandrel mill with retained mandrel, sizing mill and a cooling bed;
• a pilger pipe mill, including a rotary furnace, direct piercing equipment, a reheating furnace, sizing mill
and a cooling bed;
• six finishing lines, including heat treatment lines, upsetting machines and threading and inspection
equipment;
• a cold-drawing mill;
and
• an automotive components production center.
In Veracruz, located near our fully integrated seamless pipe manufacturing facility, we have a threading plant,
which produces premium connections and accessories. In addition, we also have a coating plant in Veracruz,
and one in Coatzacoalcos, in the state of Veracruz.
In addition to the Veracruz facilities, we operate a manufacturing facility near Monterrey in the state of
Nuevo León, Mexico, for the production of weldable pipe fittings. This facility has an annual production
capacity of 15,000 tons.
United States
In the United States we have the following production facilities:
Koppel, Pennsylvania:
Acquired in 2020, the facility is located on an area of 89 hectares and consists of a
steel shop with an annual production capacity of 430,000 tons of steel bars and a heat treatment line. This
facility supplies steel bars both to our Bay City and Ambridge seamless pipe rolling mills.
Annual Report 2024
42
Bay City, Texas:
Our 1.2 million square feet greenfield seamless mill is located on an area of 552 hectares.
The facility is the result of an investment of $1.8 billion and includes a state-of-the-art rolling mill with a
capacity of 757,000 tons per year (with an outside diameter range of 4 ½ to 9
5
/
8
inches), as well as a heat
treatment line, a finishing line and a logistics center.
The Bay City facility comprises:
• a retained mandrel mill PQF;
• a fully automated intermediate warehouse;
• a heat treatment line;
and
• a finishing line.
Ambridge, Pennsylvania:
A seamless rolling mill located on an area of 19 hectares, with a capacity of 357,000
tons per year (with an outside diameter range of 2
3
⁄
8
through 6 inches).
Hickman, Arkansas:
This facility, which is our main U.S. welded production facility and covers an area of 78
hectares, processes steel coils to produce electric resistance welded (“ERW”) OCTG and line pipe with an
outside diameter range from 2
3
⁄
8
to 16 inches and has an annual production capacity of 940,000 tons. It
includes:
• a plant comprising two welding lines producing 2
3
⁄
8
through 5
1
⁄
2
inches API products with two
finishing lines and two heat treatment lines;
• a plant comprising of a welding line producing 6 through 16 inches API products and a finishing line;
and
• a coating facility coating sizes up to 16 inches.
Conroe, Texas
: Located in an area of approximately 26 hectares north of Houston, Texas and has a capability
of processing pipes with an outside diameter from 4 ½ to 8
5
⁄
8
inches. The plant has four production lines:
one ERW welding line with a capacity of 222,000 tons; one heat treatment line, one inspection line and one
threading line.
Baytown, Texas:
Located in an area of approximately 25 hectares east of Houston, Texas the facility heat-
treats and finishes OCTG. The facility has six lines: one heat treatment, and one inspection line with outside
diameter capability from 4 ½ to 7
5
⁄
8
inches and four threading lines.
Wilder, Kentucky:
Located near the natural gas deposits of the Marcellus Shale, this 113 hectares facility
produces both ERW casing and line pipe from 7 to 16 inches outside diameter. The facility has two lines: one
welding line with annual capacity of 360,000 tons; and one finishing line. Additionally this facility has a
coating line. This facility is currently idle.
We have facilities for heat treatment, threading and finishing pipes in Houston, Texas and Brookfield, Ohio.
In addition, we have coating facilities in Channelview, Texas and Portland, Oregon.
Canada
In Canada, we have a manufacturing facility located in an area of approximately 45 hectares in Sault Ste.
Marie, near the mouth of Lake Superior in the province of Ontario. The facility includes a seamless pipe hot
rolling mill (retained mandrel mill and stretch reducing mill), a welded pipe ERW mill, a heat treatment line,
three finishing lines (one with threaders for API and semi-premium connections) and a premium threading
line.
Annual Report 2024
43
For seamless, the effective annual production capacity is 371,000 tons with an outside diameter range of 3
1
⁄
2
to 9
7
⁄
8
inches. We mainly use steel bars produced by our facilities in Romania, Italy, Mexico, Argentina and
the United States.
For welded, the effective annual production capacity is 200,000 tons. The outside diameter range of the line
is from 4
1
⁄
2
to 12
3
⁄
4
inches. The facility includes a slitter, which cuts the master coils into the required
dimensions for each outside diameter. The line commenced operations in the second half of 2022 as part of
an investment plan to reposition our industrial footprint and strengthen the competitiveness and domestic
production capabilities of the Canadian market.
We have a threading facility in Nisku, Alberta, near the center of Western Canadian drilling area. The facility
has twelve computer numerical control (“CNC”) lathes dedicated to premium connections and accessories,
including related repairs.
In addition, we have coating facilities in Edmonton and Camrose, both in the province of Alberta.
South America
In Argentina, we have a fully integrated seamless pipe facility. In addition, we have welded pipe
manufacturing facilities in Argentina, Brazil and Colombia.
Argentina
Our principal manufacturing facility in South America is a fully integrated plant on the banks of the Paraná
river, near the city of Campana, approximately 80 kilometers north from the city of Buenos Aires, Argentina.
Situated on over 300 hectares, the plant includes a state-of-the-art seamless pipe facility and has an effective
annual production capacity of 794,000 tons of seamless steel pipe (with an outside diameter range of 1
1
⁄
4
to
10
3
⁄
4
inches) and 1,300,000 tons of steel bars.
The Campana facility comprises:
• a DRI production plant;
• a steel shop with two production lines, each including an electric arc furnace, refining equipment,
four-strand continuous caster and a cooling bed;
• two continuous mandrel mills, each including a rotary furnace, direct piercing equipment and a cooling
bed and, one of them, also including a stretch reducing mill;
• seven finishing lines, including heat treatment lines, upsetting machines, threading and inspection
equipment and make-up facilities;
• a cold-drawing mill;
and
• a port on the Paraná river for the supply of raw materials and the shipment of finished products.
Our local electric energy requirements are satisfied through a 100 MW wind farm, which required an
investment of approximately $200 million and, since October 2023 has supplied close to 50% of the energy
requirements at our integrated seamless pipe mill, purchases in the local market and by a 35
megawatts power generating plant located within the Campana facility.
We are currently building a second wind farm in Argentina at a cost of approximately $214 million, which
would supply a further 30% of the current energy requirements of the facilities in Campana. This investment
is expected to be completed during 2025.
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44
In addition to our main integrated seamless pipe facility, we also have two welded pipe manufacturing
facilities in Argentina. One is located at Valentín Alsina, south of the city of Buenos Aires. This facility includes
ERW, submerged arc welding (“SAW”) rolling mills with one spiral line and a coating line. The facility
processes steel coils and plates to produce welded steel pipes with an outside diameter range of 4
1
⁄
2
to 80
inches, which are used for the conveying of fluids at low, medium and high pressure and for mechanical and
structural purposes. The facility has an annual production capacity of 620,000 tons. The other welded facility,
located at Villa Constitución in the province of Santa Fe, has an annual production capacity of 123,000 tons
of welded pipes with an outside diameter range of 1 to 8 inches.
Brazil
In Brazil, we have the Confab welded pipe manufacturing facility, located in Pindamonhangaba and Moreira
Cesar, 160 kilometers northeast from the city of São Paulo. The two sites have a combined area of around
150 hectares and include an ERW rolling mill, a SAW longitudinal rolling mill as well as pipe finishing and
coating lines. The facility processes steel coils and plates to produce welded steel pipes with an outside
diameter range from 5 1⁄2 to 48 inches for various applications, including OCTG and Line Pipe for oil,
petrochemical and gas applications. In addition to weld-on connectors for conductor casings, the facility also
supplies anticorrosive coating made of extruded polyethylene or polypropylene, external fusion bonded
epoxy, thermal insulation, concrete weight coating and paint for internal pipe coating. The facility has an
annual production capacity of 654,000 tons.
Colombia and Ecuador
In Colombia, we have TuboCaribe, a welded pipe manufacturing facility in Cartagena, on an area of 60
hectares, with an estimated annual ERW production capacity of 105,000 tons. The facility also includes a
state-of-the-art finishing plant for seamless pipes, with a total estimated annual finishing capacity of 250,000
tons.
This facility produces OCTG and line pipe products with an outside diameter range of 2
3
⁄
8
to 9
5
⁄
8
inches, and
includes two ERW mills, one heat treatment line, one slotting line and three threading lines, including
premium connections capacity. Inspection lines and materials testing laboratories complete the production
facility. A 2 to 24 inches diameter multilayer coating facility complements our line pipe production facilities.
In addition, we have a coupling shop with inspection and finishing lines. The shop has an estimated annual
production capacity of 2.3 million pieces, including API and premium threads.
In Ecuador, we have a threading and finishing facility with an annual capacity of 35,000 tons, and a service
center which is designed to support our Rig Direct
®
strategy, both situated in Machachi.
Europe
In Europe, we have several seamless pipe manufacturing facilities in Italy and one in Romania, and a premium
connection threading facility in the United Kingdom. We also have coating facilities in Norway and Italy.
Italy
Our principal manufacturing facility in Europe is an integrated plant located in the town of Dalmine, in the
industrial area of Bergamo, about 40 kilometers from Milan in northern Italy. Situated on an area of 150
hectares, the plant includes a state-of-the-art seamless pipe mill and has an annual production capacity of
766,000 tons of seamless steel pipes with an outside diameter range of 5.7 to 28 inches, mainly from carbon,
low alloy and high alloy steels for diverse applications. The facility also includes a steel shop with a capacity of
935,000 tons of steel bars for processing at our facilities in Italy and elsewhere.
Annual Report 2024
45
The Dalmine facility comprises:
• a steel shop, including an electric arc furnace, three ladle furnaces, two vacuum degassing and two
continuous casters with their own cooling beds;
• a retained mandrel mill with two in-line-high-productivity finishing lines including one heat treatment;
• a rotary expander with a finishing line including a heat treatment;
and
• two premium connection threading lines.
We also have a production facility, located in Arcore, about 25 kilometers from Milan in northern Italy. The
Arcore facility, which covers an area of approximately 26 hectares and comprises a Diescher mill with
associated finishing lines. Production is concentrated in heavy-wall mechanical pipes with an outside diameter
range of 1.89 to 8.62 inches. The Arcore facility has an annual production capacity of 144,000 tons.
In addition to the main facility mentioned above, we also have:
• the Costa Volpino facility, which comprises a cold-drawing mill and an auto components facility
producing cold-drawn carbon, low alloy and high alloy steel pipes with an outside diameter range of
0.47 to 15 inches, mainly for automotive, mechanical and machinery companies in Europe. The Costa
Volpino facility has an annual production capacity of 55,000 tons;
• a facility at Sabbio, which manufactures gas cylinders with an annual production capacity of 14,000
tons or 270,000 pieces, and a large vessels plant inside the Dalmine facility, with a production capacity
of around 2,500 finished pieces per year;
and
• the Isoplus facility located in Villamarzana, comprising land, anticorrosion equipment and utilities. This
facility is located approximately 200 kilometers from our Dalmine plant and is close to the main
Adriatic ports used for our exports. The facility covers an area of approximately 5 hectares and covers
the full range of anticorrosion solutions for the oil and gas industry.
In order to reduce the cost of electrical energy at our operations in Dalmine, we operate a gas-fired,
combined heat and power station with a capacity of 120 megawatts in Dalmine. Our operations in Dalmine
consume a share of the power generated at the power station, which has sufficient capacity to meet almost
the entire electric power requirements of these operations. The additional energy needed to cover
consumption peaks and the excess energy produced are purchased from and sold to the market, while heat is
sold for district heating.
Romania
We have a seamless steel pipe manufacturing facility in northwest Romania, on an area of approximately 37
hectares, located in the city of Zalau, 530 kilometers from Bucharest. The seamless facility includes a hot
rolling mill and has an annual production capacity of 258,000 tons of seamless pipes. The plant produces
carbon and alloy steel tubes with an outside diameter range of 0.84 to 6.26 inches for hot rolled tubes and
0.32 to 4.72 inches for cold drawn tubes.
We have a steelmaking facility in southern Romania, on an area of approximately 19 hectares, located in the
city of Calarasi, with an annual steelmaking capacity of 620,000 tons, supplying steel bars for European
operations as well as to other rolling mills in our industrial system.
Annual Report 2024
46
The industrial facilities in Romania comprise:
• a steel shop including an electric arc furnace, a ladle furnace and a continuous caster;
• a floating mandrel mill;
• four finishing lines, including heat treatment lines, upsetting machine, line pipe, threading, make-up
and inspection equipment facilities;
• a coupling shop;
• an accessories line;
• a cold-drawing plant with finishing area;
and
• automotive and hydraulic cylinders components’ production machinery.
United Kingdom
We have a premium line threading facility, located in Aberdeen, in the northern United Kingdom. The facility
covers an area of 2 hectares. Production is concentrated in corrosion resistant alloys (“CRA”) grade, local
accessories original equipment manufacturing and a hub to service customers working in the North Sea
region. The facility has an annual production capacity of 24,000 pieces, with a production range of 2
3
⁄
8
to 20
inches.
Asia Pacific, Middle East and Africa
In Asia Pacific, Middle East and Africa, we have two welded pipe manufacturing facilities in Saudi Arabia. We
also have premium threading facilities in Saudi Arabia, United Arab Emirates, China, Indonesia, Kazakhstan
and Nigeria, premium joints and couplings facilities in China and Nigeria, and coating facilities in Saudi
Arabia, United Arab Emirates and Indonesia.
Saudi Arabia
We have a controlling participation in SSPC, a welded steel pipe producer, which operates two production
lines and produces welded pipes for the local oil & gas industry (OCTG and line pipe) and for the industrial
and construction sectors. The facility is situated in Dammam, Saudi Arabia on a surface of approximately 100
hectares. Annual capacity is 390,000 tons covering a diameter range from 2 to 20 inches. We also have a
threading facility for the production of premium joints and accessories in Saudi Arabia, with an annual
production capacity of 120,000 tons.
SSPC holds a 57.3% interest in GPC, a company established in 2010 and located in Jubail, Saudi Arabia,
which manufactures LSAW pipes, with 2 lines covering a diameter range from 16 to 62 inches and an annual
capacity of 407,000 tons.
United Arab Emirates
In the United Arab Emirates, we have a new state-of-the-art threading facility in Abu Dhabi, on an area of
approximately 20 hectares, with an annual finishing capacity of 70,000 tons. Tenaris’s facility is the first local
OCTG threading facility of its scale in the United Arab Emirates that can cater to Abu Dhabi National Oil
Company’s (“ADNOC”) premium technology demand. We also have a coating facility in Ras Al Khaimah.
China
We own a facility for the production of premium joints and couplings in Qingdao, on the east coast of China.
The facility has an annual production capacity of 40,000 tons of premium joints. Additionally, we have a
facility that produces components for the local automotive industry.
Annual Report 2024
47
Additionally, under our agreement with Baogang Steel Pipes (“Baogang”), we operate TBSP, which owns a
steel pipe premium connection threading plant to produce OCTG products in Baotou, China, with an annual
capacity of 45,000 tons. Tenaris holds 60% of the shares of TBSP, while Baogang owns the remaining 40%.
Indonesia
We hold 89.17% of SPIJ, an OCTG processing business situated in Cilegon, Indonesia, with heat treatment,
premium connection threading facilities, coupling shop and a quality-testing laboratory, including an
ultrasonic testing machine, which has an annual processing capacity of 120,000 tons. We also have a
premium joints accessories threading facility and a coating facility in the state of Batam.
Kazakhstan
We have a premium threading facility in Aktau, Kazakhstan. This state-of-the-art facility has the capacity to
produce 45,000 tons of OCTG annually for threading seamless pipes and gas-tight premium connections to
serve the local market.
Nigeria
We have a facility dedicated to the production of premium joints and couplings located in Onne, Nigeria,
which comprises a threading facility for both API and premium connections with an annual production
capacity of 40,000 tons, inspection facilities and a stockyard. In addition, we own a 40% participation in Pipe
Coaters, a leading company in the Nigerian pipe coating industry, located in Onne, which supplies a wide
variety of products and services for the oil and gas industry, such as internal, anticorrosion, concrete and
thermal insulation coatings for onshore and offshore (including deepwater) applications.
Production Facilities – Others
We have facilities for the manufacturing of sucker rods in Villa Mercedes (San Luis, Argentina), Moreira Cesar
(São Paulo, Brazil), Veracruz (Mexico), Campina (Romania) and Conroe (Texas, United States). Our total
annual manufacturing capacity of sucker rods is approximately 3.1 million units.
In Argentina, we have equipment to provide oil and gas services, including fracking and coiled tubing
services.
In Italy, we have the Piombino facility, which covers an area of approximately 67 hectares and comprises a
hot-dip galvanizing line and associated finishing facilities. Production is focused on small diameter seamless
pipes finishing for construction and plumbing applications in the domestic market, such as residential water,
gas transport and firefighting. The Piombino facility has an annual production capacity of 100,000 tons.
In addition, we have specialized facilities in the Houston area producing coiled tubing and umbilical tubing:
• A coiled tubing facility of approximately 150,000 square feet of manufacturing space on 4 hectares.
The plant consists of two mills and coating operations capable of producing coiled tubing products in
various grades, sizes and wall thicknesses. A new continuous heat treatment line has been recently
installed.
• An umbilical tubing facility of approximately 85,000 square feet of manufacturing space on 6 hectares.
While this facility is currently idle, it has the capacity to produce stainless or carbon steel tubing in
various grades, sizes and wall thickness.
Annual Report 2024
48
Sales and Marketing
Net Sales
Our total net sales amounted to $12,524 million in 2024, compared to $14,869 million in 2023 and $11,763
million in 2022. For further information on our net sales see “Information on the Company - Operating and
Financial Review and Prospects – Operating Results”.
The following table shows our net sales by business segment for the periods indicated therein:
Millions of U.S. dollars
For the year ended December 31,
2024
2023
2022
Tubes
11,907
95%
14,185
95%
11,133
95%
Others
617
5%
684
5%
630
5%
Total
12,524
100%
14,869
100%
11,763
100%
Tubes
The following table indicates, for our Tubes business segment, net sales by geographic region:
Millions of U.S. dollars
For the year ended December 31,
2024
2023
2022
Tubes
- North America
5,432
46%
7,572
53%
6,796
61%
- South America
2,294
19%
3,067
22%
2,213
20%
- Europe
1,143
10%
1,055
7%
867
8%
- Asia Pacific, Middle East & Africa
3,038
26%
2,491
18%
1,257
11%
Total Tubes
11,907
100%
14,185
100%
11,133
100%
North America
Sales to customers in North America accounted for 46% of our sales of tubular products and services in
2024, compared to 53% in 2023 and 61% in 2022.
We have significant sales and production facilities in each of the United States, Canada and Mexico, where
we provide customers with an integrated product and service offering based on local production capabilities
supported by our global industrial system. In the past few years, we have extended our integrated product
and service model, which we call Rig Direct
®
, throughout North America, and we operate a seamless pipe
mill at Bay City, Texas, which is strategically located to serve the Eagle Ford and Permian regions. On January
2, 2020, we acquired IPSCO, a U.S. seamless and welded pipe producer, and, in September 2023, we
acquired Republic Tube’s OCTG pipe processing facility in Houston with heat treatment and threading
operations, further strengthening our local production capabilities and capacity to provide Rig Direct
®
services
in the United States. Under Rig Direct
®
, we manage the whole supply chain from the mill to the rig for
customers under long-term agreements, integrating mill production with customer drilling programs,
reducing overall inventory levels, simplifying operational and administrative processes, and providing technical
and digital services. We first introduced the Rig Direct
®
model to Pemex in Mexico in 1994, and since then
we have supplied them with pipes on a just-in-time basis.
Today, we supply a large majority of our U.S. and Canadian customers for OCTG products with Rig Direct
®
services.
Annual Report 2024
49
Sales to our oil and gas customers in the United States and Canada are highly sensitive to oil prices and
regional natural gas prices. Over the past fifteen years, the drilling of productive shale gas and tight oil
reserves, made possible by new drilling technology, has transformed drilling activity and oil and gas
production in the United States and Canada. The United States has gone from being the largest global
importer of oil to the largest global producer of crude oil and LNG. U.S. crude oil production has increased
from 5.6 million b/d in 2011 to 13.2 million b/d in 2024 and has been the largest contributor to meeting
growth in global oil demand during this period as well as making the United States a net exporter. This rapid
increase in production, however, has contributed, at times, to an excess of supply in the global oil market and
consequent fall in the price of oil. In 2020, the impact of the COVID-19 pandemic led to a sudden and
substantial reduction in global oil demand in the first half of 2020 and a collapse in oil prices. Global oil
demand and prices have now effectively recovered, along with economic activity, and OPEC and other
producer countries, including Russia, implemented production cuts to lower supply below demand and
reduce inventory levels. At the same time, U.S. shale producers have restrained investments in response to
the post COVID-19 recovery of oil prices to accommodate financial market pressures to increase returns to
shareholders and limit investments in production growth.
Similarly, U.S. natural gas production has risen rapidly over the past decade and the United States became a
net exporter of natural gas for the first time in 2017 and since 2023 has been the largest exporter of LNG to
global markets. In Canada, there has been a similar shift towards drilling of shale gas and tight oil reserves.
The drop in oil prices with the onset of the COVID-19 pandemic in the first half of 2020 resulted in a collapse
in U.S. drilling activity, with the number of active rigs falling to the lowest level recorded in over 40 years.
Crude oil production also fell back to 11.3 million b/d in each of 2020 and 2021, from 12.3 million b/d in
2019. However, since then, there was a recovery in U.S. drilling activity through 2021 and 2022 before
drilling activity began to decline moderately in the second half of 2023 reflecting lower oil prices compared to
the levels reached in 2022, before stabilizing in the second half of 2024. North American natural gas prices
also declined during the second half of 2023, due to increasing production, a low level of demand in the
winter heating season and capacity limits on LNG exports, but, early in 2025, began to show signs of
recovery on a tighter supply and demand balance.
The level of drilling activity in North America, and consequently demand for our products and services, could
also be affected by actions taken by the governments of the region to accelerate the energy transition by
reducing demand for oil and gas and restricting drilling activity.
During 2020, demand for, and sales of, our OCTG products in the United States and Canada collapsed along
with drilling activity. As a result, we closed down many of our facilities in the United States and, we
dismantled our Prudential welded pipe mill in Calgary, Canada, and integrated welded pipe production at our
seamless pipe mill in Sault Ste. Marie, Ontario. Towards the end of 2020, demand for and sales of OCTG in
the United States and Canada began a recovery which continued throughout 2021 and 2022 and the first
part of 2023. During this recovery period we reopened many of the facilities we had shut down in 2020 and
brought production at our Bay City mill to full capacity. A particular feature of this recovery was the
exceptional price levels for hot rolled coil in the North American market which made the production of
welded pipes uneconomic throughout 2021 and delayed the restart of U.S. welded pipe production into
2022. The ramp up of production capacity in the United States was further affected by difficulties in hiring a
qualified workforce in the post-COVID economy. In 2024, with the slowdown in drilling activity, demand and
consumption of OCTG products declined, although average OCTG consumption per rig has increased along
with drilling efficiencies.
During 2018, the U.S. government introduced, under Section 232, tariffs and quotas on the imports of steel
products, including steel pipes, with the objective of strengthening domestic production capacity utilization
and investment. The proportion of the OCTG market supplied by imports initially declined from around 60%
prior to the imposition of tariffs and quotas to around 40% at the end of 2018. OCTG imports subsequently
rose to around 50% during the recovery from the pandemic when U.S. production was constrained but has
fallen below 35% during the second half of 2024 as distributors reacted to a rise in inventory levels by
cutting back on OCTG import purchases. Early in 2025, the U.S. government imposed a 25% tariff on
virtually all imports of steel and steel derivatives, revoking previously negotiated country-specific exemptions
and quota arrangements. As a result, all previously exempted or quota-managed countries became subject to
the full 25% tariff on their steel exports to the United States. In addition, on February 1, 2025, the U.S.
government announced the imposition, through the IEEPA, of across-the-board tariffs applicable to all
products imported from Mexico, Canada and China (with the exception, as of the date of this annual report,
of Mexican and Canadian products that comply with USMCA preferential rules of origin). These tariffs could
Annual Report 2024
50
apply to certain products that Tenaris and other companies are currently importing under previously granted
exclusions or tariff-free quotas.
On October 27, 2021, the DOC initiated antidumping duty investigations on OCTG imports from Argentina,
Mexico, and Russia and countervailing duty investigations of OCTG from Russia and South Korea. On October
27, 2022, the ITC determined that the imports under investigation caused injury to the U.S. OCTG industry.
Tenaris and other parties have appealed the agency determinations from the investigation to the Court of
International Trade. In addition, in response to a request from the Government of Argentina, the WTO
established a panel of experts to consider whether the DOC’s antidumping order applicable to Argentina is
consistent with the international obligations of the United States. As a result of the investigation, and unless
overturned on appeal, Tenaris is required to pay antidumping duties (at a rate of 78.30% for imports
from Argentina and 44.93% for imports from Mexico) while the order is in effect. Tenaris has been paying
antidumping duty deposits since May 11, 2022, reflecting the amount of such deposits in its costs. The
deposit rates may be reset periodically based on the results of the administrative review process. In the first
administrative review covering the period from May 11, 2022 to 31 October 2023, the DOC issued
preliminary determinations in December, finding a margin of 6.8% for Siderca and 30.38% for Tamsa. The
final determination, which could be different from the preliminary determination, is expected by September
2025. As a result of the periodic review process, the deposits paid may be either returned to Tenaris, in whole
or in part, or may be increased.
Our sales in the United States are also affected by the level of investment of oil and gas companies in
exploration and production in offshore projects.
Oil and gas drilling in Canada is subject to strong seasonality, with the peak drilling season in Western
Canada being during the winter months when the ground is frozen. During the spring, as the ice melts,
drilling activity is restricted by the difficulty of moving equipment in muddy terrain.
On June 30, 2021, Canada initiated an antidumping investigation on OCTG from Mexico. A full investigation
was conducted and on January 26, 2022, the Canadian International Trade Tribunal found that Mexican
imports were not injuring the Canadian OCTG industry and closed the inquiry without imposing any duties.
In Mexico, we have enjoyed a long and mutually beneficial relationship with Pemex, the Mexican state-owned
oil company, and one of the world’s largest crude oil and condensate producers. In 1994, we began
supplying Pemex with Rig Direct
®
services. At the end of 2022, we renewed our long-term agreement with
Pemex for an additional three-year period.
In the last few years, the Mexican government has introduced measures that increase the role of state-owned
enterprises, particularly CFE and Pemex, in oil production and processing activity and electricity dispatch,
giving them priority over private companies. Pemex has been charged with reversing production declines and
has built a new refinery, but over the past year its financial situation has deteriorated and, in response, has
reduced investments and delayed payments to suppliers, including Tenaris, with the result that oil production
in Mexico is falling rapidly. For more information on our credit exposure to Pemex, see “Risk Factors - Risks
Relating to Our Business and Industry - Adverse economic or political conditions in the countries where we
operate or sell our products and services may decrease our sales or disrupt our manufacturing operations,
thereby adversely affecting our revenues, profitability and financial condition”.
Drilling activity in Mexico and demand for our OCTG products dropped only slightly in 2020 as the country
was protected from lower oil prices by a price hedging program. Following the pandemic, it increased
moderately in 2022, was stable in 2023, but has collapsed in the second half of 2024, as Pemex reduced
investments and supplier payments.
South America
Sales to customers in South America accounted for 19% of our sales of tubular products and services in
2024, compared to 22% in 2023 and 20% in 2022.
Annual Report 2024
51
Our largest market in South America is Argentina. We also have significant sales in Brazil, Guyana and
Colombia. We have manufacturing subsidiaries in Argentina, Brazil, Colombia and Ecuador, while in Guyana,
we provide in-country services.
Our sales in South America are sensitive to the international price of oil and its impact on the drilling activity
of participants in the oil and gas sectors, as well as to general economic conditions in these countries. In
addition, sales in Argentina, as well as export sales from our manufacturing facilities in Argentina, are
affected by governmental actions and policies, such as the taxation of oil and gas exports, measures affecting
gas and gasoline prices in the domestic market and other matters affecting the investment climate. Sales in
Brazil are also affected by governmental actions and policies and their consequences, such as measures
relating to the taxation and ownership of oil and gas production activities and the operations of Petrobras.
For more information, please see “Risk Factors - Risks Relating to Our Business and Industry - Adverse
economic or political conditions in the countries where we operate or sell our products and services may
decrease our sales or disrupt our manufacturing operations, thereby adversely affecting our revenues,
profitability and financial condition”.
A principal component of our marketing strategy in South American markets is the establishment of long-
term supply agreements and Rig Direct
®
services with national and international oil and gas companies
operating in those markets.
In Argentina, we have a significant share of the market for OCTG products. We have longstanding business
relationships with YPF S.A. (“YPF”), the Argentine state-controlled company, and with other operators in the
oil and gas sector. We strengthened our relationship with YPF in 2013 through a long-term agreement,
which was renewed for an additional five-year term at the beginning of 2022, under which we provide Rig
Direct
®
services with the objective of reducing YPF’s operational costs as it aims to increase production
through investments in Argentina’s shale oil and gas reserves. In 2020, our sales were affected by ongoing
uncertainties regarding the energy policies that would be adopted by a new government as well as the onset
of the COVID-19 pandemic. Activity has since recovered and is expected to increase further as pipeline
infrastructure is developed for transporting oil and gas from the prolific Vaca Muerta shale play to
international markets. The country’s energy trade balance, which used to show a large deficit, is now starting
to show a surplus as pipeline capacity has been developed to transport natural gas from Vaca Muerta to the
main consuming regions of the country and to export oil. Further pipeline infrastructure, and possible LNG
exporting infrastructure, is expected over the next years. We reactivated our welded pipe mill in Valentin
Alsina, province of Buenos Aires, to supply pipes for the pipelines already constructed and under construction
and these are supplemented by deliveries from our mill in Brazil.
In Brazil, we have a longstanding business relationship with Petrobras. We supply Petrobras with casing and
tubing (including premium connections) and line pipe products, many of which are produced in our Brazilian
welded pipe facility, for both offshore and onshore applications. More recently, we have increased the sale of
imported seamless products to Petrobras for offshore use, including the supply of seamless casing with
premium connections, accessories and Rig Direct
®
services for use in the pre-salt area and seamless line pipe
for use in offshore risers. In 2020, with the onset of the COVID-19 pandemic and the collapse in oil prices,
Petrobras reduced its onshore drilling operations to focus on pre-salt offshore developments. In 2022 and
2023, offshore drilling activity increased as a result of the development of the Buzios and other pre-salt fields
by Petrobras as well as other investments by major oil companies. Consumption of OCTG products in Brazil,
doubled in 2023 and remained at a similar level in 2024. Demand for line pipe for pipeline projects, which
has been at a very low level for some years, picked up in 2024 as a major offshore pipeline is being installed,
while demand for offshore risers and flowlines has also increased. In response to market-opening measures
and the attractiveness of the deepwater reserves, major oil companies have been investing in Brazil, while
Petrobras has focused investments in world class assets in deepwater.
In Guyana and neighboring Suriname, offshore drilling activity has increased over the past few years
following the discovery of large, cost competitive oil reserves. We are supplying casing for many of the
exploration wells and, at the end of 2021, we were awarded a 10-year contract to supply large and medium
diameter casing with Rig Direct
®
-alike services to the main deepwater offshore development projects in the
Stabroek block. In 2024, we were also awarded the line pipe and insulation coating for a deepwater
development in Suriname and the insulation coating for an offshore pipeline in Guyana. These developments
are transforming the Guyana and Suriname economies and are yielding a significant new source of oil to
global markets.
Annual Report 2024
52
In Colombia, we have established a leading position in the market for OCTG products since 2006, following
our acquisition of TuboCaribe, a welded pipe manufacturing facility located in Cartagena. The market grew
in the previous decade as the country encouraged investment in its hydrocarbon industry and opened its
national oil company to private investment. In 2020, the pandemic-related collapse in oil prices resulted in a
drop of drilling activity which recovered in 2021 and 2022. In 2023 and 2024, however, drilling activity has
been affected by government policies aimed at reducing exploration activity while local protests and security
concerns have increased at many drilling locations. Our principal customer in Colombia is Ecopetrol S.A.
(“Ecopetrol”), to which we supply Rig Direct
®
services. In February 2025 we renewed our agreement with
Ecopetrol for two years.
We also have sales in Ecuador, supplying Petroamazonas Ecuador S.A., which merged with EP PetroEcuador,
the national oil company, as well as private operators. To increase local content, we have established a local
OCTG threading facility in Machachi.
We were present in the Venezuelan OCTG market for many years and we maintained business relationships
with Petróleos de Venezuela S.A. and the joint venture operators in the oil and gas sector until the imposition
of economic sanctions by the Office of Foreign Assets Control (“OFAC”). Additionally, we maintained
business relationships with Chevron in Venezuela until April 22, 2020, when their sanctions license expired. In
2023, Chevron was authorized to resume certain operations, which led to a limited resumption of sales in
Venezuela but, on March 1, 2025, the US government decided not to renew the Chevron sanctions license.
Europe
Sales to customers in Europe accounted for 10% of our sales of tubular products and services in 2024,
compared to 7% in 2023 and 8% in 2022.
Our single largest country market in Europe has traditionally been Italy. The market for steel pipes in Italy (as
in much of the EU) is affected by general industrial production trends, especially in the mechanical and
automotive industry, and by investment in power generation, petrochemical and oil refining facilities. In the
past three years, demand for seamless pipes in these segments in Europe has declined reflecting the increase
in energy prices following the Russian invasion of Ukraine and the prolonged decline in industrial production.
In 2022, although activity was affected by the Russian invasion, our sales increased as prices rose to
compensate higher costs, while in 2023, although activity declined, our sales remained stable reflecting a
change in the competitive environment. In 2024, however, our sales declined reflecting lower activity and
competitive pressures from low-cost imports from China and Ukraine.
In Europe, we also have significant sales to the oil and gas sector, particularly in the North Sea, but also in
other areas like Romania and Turkey. Demand from this market is affected by oil and gas prices in the
international markets and their consequent impact on oil and gas drilling activities. In 2022, we ceased sales
to Russia that would breach applicable sanctions imposed by the U.S., and the EU following the Russian
invasion of Ukraine. Sales in the North Sea rose during 2023 and remained stable in 2024 as drilling and gas
pipeline construction activity increased, but are expected to decline in 2025 as activity, particularly in the UK,
is curtailed.
In 2024, Turkey was our largest country market in Europe, reflecting increased oil and gas activity and
infrastructure development in the country. We supplied an offshore pipeline for a natural gas development in
the Black Sea as well as premium OCTG used for onshore drilling and pipes for a gas storage project.
Europe is also a region which we expect will be at the forefront of developments in low-carbon energy,
including hydrogen storage and transportation, CCS, geothermal and waste-to-energy power generation. We
are participating in these market segments where we expect to see growth in the coming years.
Asia Pacific, Middle East and Africa
Sales to customers in the Asia Pacific, Middle East and Africa accounted for 26% of our sales of tubular
products and services in 2024, compared to 18% in 2023 and 11% in 2022.
Annual Report 2024
53
Our largest single country markets in the region are Saudi Arabia and the United Arab Emirates. In Saudi
Arabia, in response to policies that have been implemented to diversify the economy and increase local
manufacturing, we have developed a substantial local manufacturing presence, first through the
establishment of local premium threading facilities, and, more recently, through the acquisition of controlling
participations in two welded pipe producers. In January 2019, we acquired 47.8% of SSPC, a listed ERW steel
pipe producer. With the acquisition of SSPC, we also acquired a 35% share interest in GPC, a Saudi-German
joint venture, established in 2010 and located in Jubail, Saudi Arabia, which manufactures LSAW pipes. In
May 2023, SSPC increased its participation in GPC to 57.3% when the German shareholder in GPC decided
to exit. In 2022, we entered into a long-term agreement with Saudi Aramco for the supply of seamless OCTG
products that prioritizes local production where possible. In 2023, we entered into a similar long-term
agreement for LSAW OCTG products, while we also have medium-term supply agreements with Saudi
Aramco for ERW OCTG and line pipe products. In 2024, we had a record year of sales in Saudi Arabia as, in
addition to deliveries under these agreements, we made deliveries pursuant to a tender that was awarded to
replenish stocks of premium OCTG as Saudi Aramco increased its gas drilling activity.
In the United Arab Emirates, we inaugurated an industrial complex with a newly-constructed premium
threading facility, dedicated training facilities and an expanded service yard in February 2024. This followed
the award, in August 2019, of a long-term agreement with Rig Direct
®
conditions, valued at $1.9 billion, to
supply approximately half of the OCTG requirements of Abu Dhabi National Oil Company (“ADNOC”) in Abu
Dhabi over the following five to seven years. At the end of 2024, ADNOC confirmed an extension to cover
the full seven years as it confirmed an increase in drilling activity for 2025.
We have a wide-ranging presence in the rest of the region, with industrial facilities in Indonesia, China,
Kazakhstan and Nigeria and service centers in various additional countries.
Our sales in this region remain sensitive to international prices of oil and gas and their impact on drilling
activities as well as to the production policies pursued by OPEC, and, more recently, OPEC+ countries, many
of whose members are located in this region. In the past few years, oil and gas producing countries in the
Middle East, led by Saudi Arabia, have increased investments to develop gas reserves to fuel regional gas-
based industrial development, which have positively affected their consumption of premium OCTG products.
Saudi Arabia, in particular, is pursuing strong growth in conventional and unconventional gas drilling activity.
The main national oil companies in the Gulf have also increased investments to add oil and LNG production
capacity as they seek to accelerate the monetization of their oil and gas reserves, although Saudi Arabia
announced in 2024, that it would curtail its oil production capacity expansion plans.
In North Africa, there have been significant discoveries and development of offshore gas reserves in the
Mediterranean in recent years and international oil companies have made investments in the region. In sub-
Saharan Africa, after several years of limited investments, international oil companies began to gradually
increase their investments in exploration and production in offshore projects from 2022.
In the Caspian region, major oil companies operating in Kazakhstan and Azerbaijan increased their
investments and drilling activity following a recovery of oil prices in 2017. In 2020 and 2021, however, our
sales were affected by the impact of the COVID-19 pandemic on the operations of our customers and the
impact on drilling activity of adherence to the production cuts agreed by the OPEC+ countries in response to
the collapse of oil demand due to the pandemic. Since then, drilling activity and our sales have remained at
low levels.
In the past few years, uprisings affected drilling activity in countries such as Syria, Libya and Yemen. In
addition, for a number of years, U.S. and EU sanctions have affected production and exports in Iran.
In Indonesia and other markets in South East Asia and Oceania, drilling activity, particularly offshore drilling
activity, is mainly affected by demand and prices for natural gas and LNG. The region is a major producer of
natural gas and LNG particularly for the energy-hungry economies of China and North-East Asia.
Our sales in China are concentrated on premium OCTG products used in oil and gas drilling activities. Over
the past 15 years, Chinese imports of OCTG products have remained at a very low level as local producers
compete ferociously in an oversupplied market. We continue, however, to seek new markets in niche
applications and in 2016 we opened a components facility for processing pipes for use in airbags for
automobiles, which we have twice expanded. In 2020, we established a joint venture with Baotou Steel, a
major domestic supplier of seamless pipes to the onshore oil and gas fields, for the construction of a
premium threading facility located within our partner’s steelmaking facilities in Inner Mongolia. The new
Annual Report 2024
54
facility, which finishes pipes produced mainly by our joint venture partner, began production during the first
quarter of 2022. Our participation in the joint venture is 60%. During 2022, Baotou Steel and Baosteel
International Group (“Baosteel”) merged their seamless pipe businesses, but at the end of 2023, this merger
was reversed, and we have resumed operations with our original joint venture partner.
In Japan, our former subsidiary, NKKTubes, competed against other domestic producers. In November 2022
we entered into a definitive wrap-up agreement with JFE to terminate our joint venture and cease NKKTubes’
operations. The market for steel pipe products in Japan is mostly industrial and depends on general factors
affecting domestic investment, including production activity. With the closure of manufacturing and
production operations of NKKTubes in June 2022, we have largely ceased to serve this market.
Our sales in the greater region could be adversely affected by political and other events in the region, such as
armed conflicts, terrorist attacks and social unrest, which could materially impact the operations of
companies active in the region’s oil and gas industry. Our sales in the region can also be affected by the levels
of inventories held by the principal national oil companies and their effect on purchasing requirements. For
more information, please see “Risk Factors - Risks Relating to Our Business and Industry - Adverse economic
or political conditions in the countries where we operate or sell our products and services may decrease our
sales or disrupt our manufacturing operations, thereby adversely affecting our revenues, profitability and
financial condition”.
Sales in the region declined to a low level in 2021 as a result of various factors, including the slowdown in
investments in drilling activity as a result of the pandemic and reduction in oil demand and prices and
ongoing inventory reductions at some of the region’s largest consumers such as Saudi Arabia and the United
Arab Emirates. In 2022, our sales in the region began to recover while, in 2023, our sales benefited from a
strong recovery in activity and inventory shortages. Our sales increased further in 2024 led by Saudi Arabia
following a tender award to help Saudi Aramco to replenish inventory levels.
Others
Our other products and services include sucker rods used in oil extraction activities, oil and gas services,
namely fracking and coiled tubing services in Argentina, sales of pipe for plumbing applications from our
Italian Piombino mill, coiled tubes used in oil and gas extraction activities, and sales of raw materials and
energy that exceed our internal requirements.
On November 30, 2023, we acquired the pipe coating business of Mattr, which has nine pipe coating
facilities and two R&D centers around the world, and is a global leader in anti-corrosion and insulation
coating for offshore pipelines. The acquired plants are complementary to our coating plants in Argentina,
Brazil, the United States, Italy, Nigeria and Saudi Arabia. Although we reported the sales of the newly
acquired in the “Others” segment for the remainder of 2023, as we advanced with the integration of the
business with our Tubes operations, we began reporting these results within our Tubes operating segment.
Net sales of other products and services amounted to 5% of total net sales in 2024, compared to 5% in
2023 and 5% in 2022.
During 2022, we closed down our Brazilian industrial equipment business.
Annual Report 2024
55
Competition
The global market for steel pipe products is highly competitive. Seamless steel pipe products, which are used
extensively in the energy industry particularly for offshore, high pressure, high stress, corrosive and other
complex applications, are produced in specialized mills using round steel billets and specially produced ingots.
Welded steel pipe products are produced in mills which process steel coils and plates into steel pipes. Steel
companies that manufacture steel coils and other steel products but do not operate specialized seamless steel
mills are generally not competitors in the market for seamless steel pipe products, although they often
produce welded steel pipes or sell steel coils and plates used to produce welded steel pipes.
The production of steel pipe products following the stringent requirements of major oil and gas companies
operating in offshore and other complex operations requires the development of specific skills and significant
investments in manufacturing facilities. By contrast, steel pipe products for standard applications can be
produced in most seamless pipe mills worldwide and sometimes compete with welded pipe products for such
applications including OCTG applications. Welded pipe, however, is not generally considered a satisfactory
substitute for seamless steel pipe in high-pressure or high-stress applications.
Over the past two decades, substantial investments have been made, especially in China but also in other
regions around the world, to increase production capacity of seamless steel pipe products. Production
capacity for more specialized product grades has also increased. With the downturn between 2014 and 2016
in the price of oil and demand for tubes for oil and gas drilling, the overcapacity in steel pipe and seamless
steel pipe production worldwide became acute, extending beyond commodity grades. This situation has been
accentuated by the prospect of limited demand growth in an energy transition. Effective competitive
differentiation and industry capacity closures will be key factors for Tenaris.
Our principal competitors in steel pipe markets worldwide are described below.
• Vallourec S.A. (“Vallourec”), a French company, has mills in Brazil, China, and the United States.
Vallourec has a strong presence in the U.S. and Brazilian markets for OCTG and line pipe products and
the Brazilian market for industrial products, as well as a significant market share in the international
market with customers primarily in the Middle East, Africa and Asia Pacific. Vallourec is an important
competitor in the international OCTG market, particularly for high-value premium joint products. Prior
to the 2014-16 downturn in oil prices, Vallourec increased its production capacity by building mills in
Brazil (jointly with Nippon Steel Corporation “NSC”) and Youngstown, Ohio, acquiring tubular
businesses in the United States and Saudi Arabia, and acquiring a Chinese seamless steel producer.
Since then, Vallourec has carried out two major financial restructuring processes and has emerged as a
financially stable company with a reduced industrial perimeter under new management and owners. In
the second financial restructuring, Vallourec’s creditors, including Apollo, a private equity house,
assumed effective control. Under the same restructuring, Vallourec closed its German mills during
2023 and invested EUR100 million in its Brazilian mills to enable the transfer of its specialized products
for oil and gas customers from Germany to Brazil. In 2024, ArcelorMittal S.A. (“ArcelorMittal”)
acquired Apollo’s entire shareholding (28.4% of voting rights and 27.5% of the share capital) and
became its reference shareholder.
• U.S. Steel Corporation (“U.S. Steel”), a large U.S. steel manufacturer, has long been a significant
player in the U.S. market for seamless OCTG and line pipe. During the pandemic-induced downturn, it
closed its large diameter seamless pipe mill in Lorain and the welded pipe facilities it acquired from
Lone Star in 2008 to focus its pipe business on its medium range seamless pipe mill in Fairfield,
Alabama where it also constructed an EAF steel mill to have a fully integrated facility. In December
2023, U.S. Steel and NSC announced that they had entered into a definitive agreement pursuant to
which NSC will acquire U.S. Steel, but have been unable to complete the transaction due to regulatory
decisions.
• Japanese companies NSC and, to a lesser extent, JFE together enjoy a significant share of the
international market, having established strong positions in markets in the Far East and the Middle
East. They are internationally recognized for their supply of high-alloy grade pipe products. Over the
previous decade, NSC had increased its capacity to serve international markets through the
construction with Vallourec of a new seamless pipe mill in Brazil, and further strengthened its ties with
Vallourec through participating in Vallourec’s 2016 capital increase and combining their respective
Brazilian operations. As part of the latest financial restructuring of Vallourec, NSC relinquished its
participation in the Brazilian operation and ceded its reference shareholder position in Vallourec. In
Annual Report 2024
56
2022, NSC, as part of a general restructuring of its steelmaking operations, closed one of its three
seamless pipe production mills and announced the closure of its large diameter welded pipe mill and
its exit from the large diameter welded line pipe market.
• Over the past two decades, TMK, a Russian company, led the consolidation of the Russian steel pipe
industry, invested to modernize and expand its production capacity in Russia and expanded
internationally through acquisitions into Eastern Europe and the United States. TMK also expanded in
the Middle East through the acquisition of a controlling interest in Gulf International Pipe Industry LLC,
a welded pipe producer in Oman. More recently, however, TMK adopted a strategy of monetizing its
international assets by reducing its participation in Gulf International Pipe and selling IPSCO to Tenaris,
as well as strengthening its position in its domestic market by acquiring Chelpipe, the second Russian
producer of seamless pipes in 2021. In 2022, following the Russian invasion of Ukraine, the API
withdrew its license for products produced in TMK’s mills in Russia. Russian producers or their
controlling shareholders are now subject to U.S., EU and UK sanctions, among others, and are now
largely prevented from competing in several markets.
• In the Middle East, particularly in Saudi Arabia, which has implemented policies to encourage local
production for its oil and gas industry, several pipe mills were established, including a seamless pipe
mill built by Jubail Energy Services Company (“JESCO”), a company established with majority
participation from a state-backed industrial development company, and a seamless pipe mill originally
built by a joint venture of ArcelorMittal and local shareholders (“AMTJ”). These local players have been
strengthening their capabilities and, between them, have taken a leading share of the pipes supplied
to Saudi Aramco as well as exporting to other countries in the Middle East and the rest of the world. In
2021, JESCO and AMTJ, who were both operating with losses, combined their operations at the
behest of the Saudi Public Investment Fund.
• Over the past two decades, Chinese producers increased production capacity substantially and strongly
increased their exports of steel pipe products around the world. Due to unfair trading practices, many
countries, including the United States, the EU, Canada, Mexico and Colombia, have imposed anti-
dumping restrictions on Chinese imports to those regions. In 2009, the largest Chinese producer of
seamless steel pipes, Tianjin Pipe (Group) Corporation Limited (“TPCO”), announced a plan to build a
new seamless pipe facility in the United States in Corpus Christi, Texas; heat treatment and pipe
finishing facilities were constructed but steelmaking and hot rolling facilities have not been completed.
As part of a financial restructuring, a 51% shareholding in TPCO was sold to Shanghai Electric Group
and has now been sold on to Citic Group Corporation Ltd. (“Citic”), a state-owned conglomerate.
Although producers from China compete primarily in the “commodity” sector of the market, several
of these producers, including Baosteel, Hengyang and TPCO, have developed and are selling more
sophisticated products, particularly in the domestic market.
• Although the tubes and pipes business in the United States and Canada has experienced significant
consolidation over the years, many new players have built pipe mills in the United States. These
include, in addition to TPCO, Boomerang LLC, a company formed by a former Maverick executive that
opened a welded pipe mill in Liberty, Texas, now known as PTC Liberty Tubulars and part of the PTC
Alliance; Benteler A.G. (“Benteler”), a European seamless pipe producer that built a new seamless pipe
mill in Louisiana, which opened in September 2015; and a plethora of welded pipe mills established by
subsidiaries of foreign pipe producers, such as SeAH Steel (“SeAH”), of Korea and JSW Group
(“JSW”), of India. North American pipe producers, including US Steel, are largely focused on supplying
the U.S. and Canadian markets, where they have their production facilities.
• Korean welded pipe producers, who have a limited domestic market, have targeted the U.S. market
for standard applications. They have gained a significant market position, despite the application of
anti-dumping duties for unfair trading practices and being subject to Section 232 quotas. One of
them, SeAH, has acquired and built local welded pipe production facilities in the United States.
• Benteler, Tubos Reunidos S.A. of Spain (“Tubos Reunidos”), and Voest Alpine A.G. of Austria (“Voest
Alpine”) each have a significant presence in the European market for seamless steel pipes for industrial
applications. Voest Alpine also has a relevant presence in the U.S. and Canadian OCTG markets and
Annual Report 2024
57
some other international OCTG markets. In 2016, Tubos Reunidos opened an OCTG threading facility
targeting international markets, including the United States.
• ArcelorMittal has seamless pipe mills in Romania and South Africa as well as a 33.3% participation as
technical partner in AMTPJ in Saudi Arabia. It also has a number of welded pipe mills in North America
and Europe, supplying the industrial and automotive sectors. In 2024, ArcelorMittal acquired 28.4% of
the voting rights (representing a 27.5% of the share capital) in Vallourec, becoming its reference
shareholder.
Producers of steel pipe products can maintain strong competitive positions in markets where they have their
pipe manufacturing facilities due to logistical and other advantages that permit them to offer value-added
services and maintain strong relationships with domestic customers, particularly in the oil and gas sectors. We
have established strong ties with major consumers of steel pipe products in the home markets of our
manufacturing subsidiaries, reinforced by Rig Direct
®
services, as discussed above.
Annual Report 2024
58
Capital Expenditure Program
During 2024, our capital expenditures, including investments at our plants and information systems (“IT”),
amounted to $694 million, compared to $619 million in 2023 and $378 million in 2022. Of all capital
expenditures made during 2024, $636 million were invested in tangible assets, compared to $571 million in
2023 and $346 million in 2022.
In 2024, we continued investing in new environmental and health and safety solutions, enhancing efficiency
in our industrial plants, automation and digitalization of our processes and increasing product differentiation.
The major highlights of our capital spending program during 2024 included:
• initial activities for a second wind farm in Argentina (investment to be completed in 2025);
• the construction of a photovoltaic power plant in Italy and Romania;
• the revamping and upgrade of one of Siderca’s electric arc furnace with energy efficient Consteel
®
technology;
• the completion of the upgrade of the Koppel steelmaking exhaust fumes system, to reduce emissions
and improve the mill’s health and safety conditions;
• the revamping and upgrade of our existing lines to improve the standards of industrial efficiency,
including the revamping of the 20” FTM finishing Line in Dalmine, Italy;
• the upgrading of Dopeless
®
production capabilities in Dalmine, Italy and Silcotub, Romania;
• the progressive rollout of our office redesign project aimed at aligning our workspace to a more
contemporary way of working;
and
• additional fracking equipment for our oil and gas services business in Argentina.
Investments in information systems and other intangible assets totaled $58 million in 2024, compared to $48
million in 2023 and $32 million in 2022.
Our 2024 IT capital expenditure program focused on:
• continuous advancement of our new production programming and scheduling system (“SIP”) in
Europe;
• alignment of our systems to the 13
th
edition of the API 5CT specification;
• advancements in our multi-year industrial infrastructure and cybersecurity programs, in particular in
Mexico;
and
• continuous improvement of our commercial digital offer.
Capital expenditures in 2025 are expected to contribute to our strategic objectives, including the reduction of
the carbon emissions intensity of our operations. The investment program for 2025 includes, among others:
• the completion of a second wind farm in Argentina, together with other energy-saving initiatives;
• the expansion of the coupling shop in Silcotub, Romania;
• the expansion of our service yard in Midland, Texas, U.S., to sustain local operations;
• equipment upgrade and renovation in most of our internal laboratories;
• industrial infrastructures upgrades, including cranes and building improvements in Canada and
Mexico;
Annual Report 2024
59
• investments aimed at enhancing efficiency and health and safety conditions in all production units;
and
• the continued rollout of our offices redesign project aimed at aligning our workspace to a more
contemporary way of working.
Annual Report 2024
60
Raw Materials and Energy
The majority of our seamless steel pipe products are manufactured in integrated steelmaking operations
using the electric arc furnace route, with the principal raw materials being steel scrap, DRI, HBI, pig iron and
ferroalloys. In Argentina we produce our own DRI from iron ore using natural gas as a reductant. Our
integrated steelmaking operations consume significant quantities of electric energy, purchased from the local
electricity markets, provided from our own renewable wind farm and other renewable sources, and from
thermal-electric power production. Our welded steel pipe products are processed from purchased steel coils
and plates.
The weight of the different steelmaking raw materials and steel vary with the proportion of seamless and
welded pipes in the total production mix and among the different production facilities in our industrial
system, as well as the specifications of the final products and other factors. On average, in 2024, steel scrap,
pig iron, HBI and DRI represented approximately 22% of our steel pipe products’ costs, while purchased steel
in the form of billets, coils or plates represented approximately 15%, with direct energy accounting for
approximately 3%.
The above raw material inputs are subject to price volatility caused by supply, political and economic
situations, financial variables and other unpredictable factors. For further information on price volatility, see
“Risk Factors – Risks Relating to Our Business and Industry – Increases in the cost of raw materials, energy
and other costs, limitations or disruptions to the supply of raw materials and energy, and price mismatches
between raw materials and our products may hurt our profitability”. The costs of steelmaking raw materials
and of steel coils and plates were subject to high levels of volatility during 2022 as they were affected by the
Russian-Ukraine armed conflict, and the sanctions being imposed on Russian individuals, companies and
institutions. They returned to more stable levels in 2023 and declined in 2024. For more information, see
“Risk Factors - Risks Relating to Our Business and Industry - Armed conflicts, such as the Russia-Ukraine war,
may adversely affect our operations”.
Steel scrap, pig iron and HBI
Steel scrap, pig iron and HBI for our steelmaking operations are sourced from local, regional and international
suppliers. In Argentina we produce our own DRI and source ferrous scrap domestically through a wholly
owned scrap collecting and processing subsidiary. In Italy we purchase pig iron and ferrous scrap from local
and regional markets. In Mexico we import our pig iron and HBI requirements and purchase scrap from
domestic and international markets. In Romania we source ferrous scrap from the domestic market and we
import pig iron. In the United States, we source scrap from the local market to supply our steelmaking facility,
and purchase pig iron from international markets.
International prices for steel scrap, pig iron and HBI can vary substantially in accordance with supply and
demand conditions.
Annual scrap prices decreased in 2024. As a reference, prices for the U.S. East Coast Shredded Scrap,
published by Platts, averaged $375 per ton in 2024 and $391 per ton in 2023, while they averaged $428 per
ton in 2022. Steel scrap prices declined to a two-year low, pressured by an oversupply of low-cost Chinese
rebar in the steel market, which has affected scrap purchases from Turkey, a major consumer of steel scrap
exports.
Decarbonization efforts, as well as increasing production of steel in electric arc furnaces, have been
supporting prices and are likely to put upwards pressure on prices going forward as availability of high-quality
scrap becomes increasingly scarce in relation to demand.
In 2024, Brazil and Ukraine remained the largest pig iron suppliers to the American and European markets
because of the significant decrease in supply from Russia. In 2024, the global pig iron market experienced a
1.3% decrease in production compared to 2023. This decrease is attributed also to decarbonization efforts
which are resulting in lower demand for pig iron. Prices showed a downward tendency during 2024,
reaching levels of around $440 per ton in early 2025.
International prices for steel scrap, pig iron and HBI can vary substantially in accordance with supply and
demand conditions.
Annual Report 2024
61
Iron ore
We consume iron ore in the form of pellets for production of DRI in Argentina. Siderca’s consumption of iron
ore during 2024 was approximately 958 thousand tons, supplied by Vale International S.A. and Samarco
Mineração S.A. from Brazil, and Iron Ore Company (“IOC”) from Canada. Annual iron ore prices remained at
low levels during 2024 in comparison to 2023, falling in October to the lowest level in two years. As a
reference, prices for IODEX 62% Fe Index, published by Platts, averaged $109 per ton in 2024, in comparison
to $120 per ton in 2023 and $120 per ton in 2022. After reaching $143 per ton in January 2024, iron ore
prices fell to $89 per ton in September 2024, followed by a slight recovery to $105 per ton in February 2025.
Pellet premiums’ prices averaged $40 per ton in 2024, and $45 per ton in 2023, while they averaged $72 per
ton in 2022. The DR pellet market had a price decrease in 2023 as demand from Europe and Middle East and
Africa remained weak throughout the year. At the end of 2023, prices had a seasonal increase, followed by a
downturn in prices in January 2024, which was sustained during the whole year, due to weak steel market
worldwide and tight margins. During 2024, Chinese steel exports reached record levels, with more
competitive prices than other regions, resulting in an oversupply in the global market. This situation put
pressure on steel prices, as well as on steelmaking raw materials.
Ferroalloys
The purchase of ferroalloys is coordinated globally to ensure supply for each of our steel shops. International
prices of ferroalloys can vary substantially within a short period of time.
In 2023, demand for ferroalloys was weak to the point some materials traded beneath the production costs
of many producers, forcing them to curtail production mainly in Europe and India. Lower material availability
and rising production costs, such as electricity, supported a rebound in ferroalloys’ prices from September
levels to the end of the year.
In the first half of 2024, manganese alloys saw a sharp price increase, driven by the prolonged suspension of
a major mine in Australia. However, in the second half, weak market demand offset the lack of supply.
Molybdenum prices remained strong and stable throughout 2024, driven by robust demand from the oil and
gas and defense industries, along with rising production in China and Peru.
Round steel bars
We mainly satisfy our steel bars and ingots requirements with materials produced in our steelmaking facilities
in Argentina, Italy, Mexico, Romania and the United States. We complement this internal supply with limited
purchases of steel bars and ingots from third parties as required, particularly for use in our seamless steel pipe
facilities in the United States.
In Canada, we mainly source our steel bars requirements from our integrated facilities in Argentina, Italy,
Mexico, Romania and United States.
In the United States, we own a steel shop facility in Koppel, Pennsylvania. After having completed certain
investments in 2021, this facility provides a significant portion of the steel bars required by our Bay City and
Ambridge mills. We also use steel bars imported from our integrated facilities in Romania, Italy, Argentina
and Mexico. These imports have been excluded from Section 232 tariffs, by application of certain commercial
agreements (between the U.S. and the EU, and between the U.S. and Mexico), but, under the reset of these
Section 232 tariffs made by the new U.S. administration, tariffs on these imports are being applied since
March 12, 2025. Additionally, we have contracts in place with Nucor Steel and U.S. Steel to purchase a
portion of the steel bar requirements in our Bay City mill.
In Japan, following the termination of our joint venture and the closure of the NKKTubes plant, JFE agreed to
provide us with 13 Chrome alloy products for a two-year period, that was extended for an additional five
year period, while we advance with the investments required to produce such materials in the rest of our
industrial system.
Annual Report 2024
62
Steel coils and plates
For the production of welded steel pipe products, we purchase steel coils and steel plates principally from
domestic producers for processing into welded steel pipes. We have welded pipe operations in Argentina,
Brazil, Canada, Colombia, Saudi Arabia and the United States.
Steel coil market prices in 2024 decreased 14%. As a reference, prices for hot rolled coils, HRC Midwest USA
Mill, published by CRU, averaged $850 per metric ton in 2024, $991 per metric ton in 2023, in comparison
with $1,128 per metric ton in 2022.
For our welded pipe operations in the United States, a significant part of our requirements for steel coils are
supplied by Nucor Steel which is our principal supplier in the United States. Nucor Steel has a steel coil
manufacturing facility in Hickman, Arkansas, near to our principal welded pipe facility in the United States.
During 2024, Nucor Steel supplied steel coils under a long-term purchase agreement, which is due to expire
at the end of 2026.
In Canada, we have restarted negotiations with the main local suppliers to reach long-term agreements for
our welded pipe operations. Among such suppliers are ArcelorMittal Dofasco, which has steel coil
manufacturing facilities in Hamilton, Ontario, and Algoma Steel, which has steel coil manufacturing facilities
in Sault Ste. Marie, Ontario.
We also purchase steel coils and plates for our welded pipe operations in South America (Colombia, Brazil
and Argentina). In Brazil, principally from Gerdau S.A., ArcelorMittal Tubarão and Usiminas, a subsidiary of
Ternium. In Argentina from Ternium Argentina S.A. (“Ternium Argentina”), a subsidiary of Ternium, and
from Ternium’s facilities in Mexico. In addition, in Brazil we also source plates from international suppliers
when not produced domestically.
In Saudi Arabia, we mainly purchase steel coils from the local market for SSPC and plates from China for
GPC.
Energy
We consume substantial quantities of electric energy, mainly at our electric steel shops in Argentina, Italy,
Mexico, Romania and the United States.
In Argentina, our local electric energy requirements are satisfied through supply from a 100MW wind farm,
which was built with an investment of around $200 million and has been accounting for around 50% of the
consumption of our main industrial facility in Campana since October 2023, purchases in the local market,
and supply from a 35-megawatt thermo-electric power generating plant located within the Campana facility.
In Dalmine, Italy, we have a 120-megawatt power generation facility which is designed to have sufficient
capacity to meet most of the electric power requirements of the operations. The additional energy needed to
cover the peaks of consumption is partially purchased through a power purchase agreement (“PPA”) with
Axpo Italia started in November 2024 for 15 GWh/year of electricity produced from a solar plant. The residual
energy required and the excess produced are purchased and sold to the market while heat is sold for district
heating or used internally. In Mexico, our electric power requirements are mainly satisfied by Techgen, a
natural gas-fired combined cycle electric power plant in the Pesquería area of the State of Nuevo León, while
a small portion of our energy requirements are furnished by the Mexican government-owned CFE. In October
2024 a new Energy constitutional reform was approved in which Mexico’s two largest energy state-owned
companies, Pemex and CFE, have been reclassified as public state enterprises, emphasizing their role in
serving the “public interest”. The reform also clearly states that private activities in the electricity industry will
not take precedence over public enterprises. The potential impact on the energy supply and its cost related to
this reform will not be known until the publication of the secondary regulation in the coming months. For
more information, see “Risk Factors - Risks Relating to Our Business and Industry - Adverse economic or
political conditions in the countries where we operate or sell our products and services may decrease our
sales or disrupt our manufacturing operations, thereby adversely affecting our revenues, profitability and
financial condition”. In Romania and the United States, we source electric energy from the local market.
Annual Report 2024
63
We consume substantial volumes of natural gas in Argentina, for the generation of DRI in addition to the
requirements for producing seamless pipes. Tecpetrol S.A. (“Tecpetrol”), a San Faustin subsidiary, is our main
natural gas supplier in Argentina under market conditions and according to local regulations.
We have transportation capacity agreements with Transportadora de Gas del Norte S.A. (“TGN”), a company
in which San Faustin holds a significant but non-controlling interest, corresponding to capacity of 1,000,000
cubic meters per day until April 2027. In order to meet our transportation requirements for natural gas above
volumes contracted with TGN, we also have agreements with Naturgy S.A. (“Naturgy”), for a maximum
transportation capacity corresponding to approximately 970,000 cubic meters per day. For the final
transportation phase, we also have a supply contract with Naturgy. Both contracts with Naturgy are in place
until April 2025 and are expected to be renewed.
In addition to the amount of gas consumed at our Italian plants, we also require a substantial volume of
natural gas to feed our power generation facility in Italy. Our natural gas requirements for the power
generation facility are currently supplied by Edison Energia S.p.A while the natural gas consumed at our
Italian plants is supplied by Eni S.p.A.
Our costs for electric energy and natural gas vary from country to country. Prior to late 2021, energy costs
remained generally flat due to the increasing availability of natural gas from shale plays and additional
renewable energy generation at more competitive prices. In a context of uncertainty regarding future energy
prices, in December 2020, the Argentine government launched a new gas plan to increase natural gas supply
following a drop from the maximum levels reached in 2019. Because winter demand for natural gas has
outpaced supply, Argentina has been required to import natural gas from Bolivia and Chile and LNG from the
international market at high prices, in addition to using liquid fuel to generate electricity. In mid-2023, the
Gasoducto Perito Francisco Pascasio Moreno was completed increasing the supply and improving costs
through substantially lower use of LNG and/or liquid fuel. In late 2021, energy and gas prices increased,
particularly in Europe. The Russian invasion of Ukraine led to renewed volatility in energy commodity prices,
accelerated by the low level of inventories throughout the first half 2022, reaching a peak in late August and
then slowly stabilizing at high levels. In early 2023, European electricity prices fell to pre-war levels, thanks to
lower gas prices, mainly due to a particularly mild winter, and remained relatively stable throughout 2023
and much of 2024. In late 2024 prices rose during the winter months as colder winter weather led to a rapid
drawdown of gas in storage. See “Risk Factors – Risks Relating to Our Business and Industry – Increases in the
cost of raw materials, energy and other costs, limitations or disruptions to the supply of raw materials and
energy; and price mismatches between raw materials and our products may hurt our profitability”, “Risk
Factors – Risks Relating to Our Business and Industry – Adverse economic or political conditions in the
countries where we operate or sell our products and services may decrease our sales or disrupt our
manufacturing operations, thereby adversely affecting our revenues, profitability and financial condition”,
and for more information on the impact on our business of the armed conflict in Ukraine, see “Risk Factors -
Risks Relating to Our Business and Industry - Armed conflicts, such as the Russia-Ukraine war, may adversely
affect our operations”.
On November 1, 2023, the Company’s board of directors approved an investment plan to build a second
wind farm in Argentina at a cost of approximately $214 million, which would supply a further 30% of the
current energy requirements of the facilities in Campana and reduce the CO
2
emissions by a further 102,500
tons per year. This investment is expected to be completed during 2025.
Annual Report 2024
64
Product Quality Standards
For information on Tenaris’s product quality standards, please refer to "Sustainability Statement - Social - Our
Value Chain” in this annual report.
Annual Report 2024
65
Research and Development
For information on Tenaris’s research and development, please refer to "Sustainability Statement - Social -
Our Value Chain” in this annual report.
Annual Report 2024
66
Insurance
We carry property damage, general liability and certain other insurance coverage in line with industry
practices. However, we do not carry business interruption insurance. Our current general liability coverage
includes third party, employers, sudden and accidental seepage and pollution and product liability, up to a
limit of $350 million. Our current property insurance has an indemnification cap up to $250 million for direct
damage, considering all plants; and a deductible of $75 million.
Annual Report 2024
67
Organizational Structure and Subsidiaries
Principal Subsidiaries
We conduct all our operations through subsidiaries. The following table shows the principal subsidiaries of
the Company and its direct and indirect ownership in each subsidiary as of December 31, 2024, 2023 and
2022.
Company
Country of
Incorporation
Main activity
Percentage of ownership
at December 31, (*)
2024
2023
2022
ALGOMA TUBES INC.
Canada
Manufacturing of welded and seamless steel
pipes
100%
100%
100%
BREDERO SHAW INTERNATIONAL B.V. and
subsidiaries
Netherlands
Holding company and supplier of pipe coating
services
100%
100%
NA
CONFAB INDUSTRIAL S.A. and subsidiaries
Brazil
Manufacturing of welded steel pipes
100%
100%
100%
DALMINE S.p.A. and subsidiaries (a)
Italy
Manufacturing of seamless steel pipes
100%
100%
100%
EXIROS B.V. and subsidiaries (b)
Netherlands
Procurement and trading services
50%
50%
50%
HYDRIL COMPANY
USA
Manufacturing and marketing of premium
connections
100%
100%
100%
MAVERICK TUBE CORPORATION and
subsidiaries
USA
Manufacturing of welded and seamless steel
pipes
100%
100%
100%
P.T. SEAMLESS PIPE INDONESIA JAYA
Indonesia
Manufacturing of seamless steel products
89%
89%
89%
SILCOTUB S.A.
Romania
Manufacturing of seamless steel pipes
100%
100%
100%
SAUDI STEEL PIPE CO. and subsidiaries (c)
Saudi Arabia
Manufacturing of welded steel pipes
48%
48%
48%
SIAT SOCIEDAD ANONIMA
Argentina
Manufacturing of welded steel pipes
100%
100%
100%
SIDERCA SOCIEDAD ANONIMA INDUSTRIAL
Y COMERCIAL and subsidiaries (d)
Argentina
Manufacturing of seamless steel pipes
100%
100%
100%
TALTA - TRADING E MARKETING
SOCIEDADE UNIPESSOAL LDA.
Portugal
Holding company
100%
100%
100%
TENARIS BAY CITY, INC.
USA
Manufacturing of welded and seamless steel
pipes
100%
100%
100%
TENARIS CONNECTIONS BV
Netherlands
Development, management and licensing of
intellectual property
100%
100%
100%
TENARIS FINANCIAL SERVICES S.A.
Uruguay
Financial operations
100%
100%
100%
TENARIS GLOBAL SERVICES (CANADA) INC.
Canada
Marketing of steel products
100%
100%
100%
TENARIS GLOBAL SERVICES (U.S.A.)
CORPORATION
USA
Marketing of steel products
100%
100%
100%
TENARIS GLOBAL SERVICES (UK) LTD
United Kingdom
Holding company and marketing of steel
products
100%
100%
100%
TENARIS GLOBAL SERVICES S.A. and
subsidiaries
Uruguay
Marketing, distribution of steel products and
holding company
100%
100%
100%
TENARIS INVESTMENTS (NL) B.V. and
subsidiaries
Netherlands
Holding company
100%
100%
100%
TENARIS GLOBAL SERVICES and
INVESTMENTS S.àr.l. and subsidiaries
Luxembourg
Marketing and distribution of steel products,
financial operations and holding company
100%
100%
100%
TENARIS QINGDAO STEEL PIPES LTD.
China
Processing of premium joints, couplings and
automotive components
100%
100%
100%
TENARIS TUBOCARIBE LTDA.
Colombia
Manufacturing of welded and seamless steel
pipes
100%
100%
100%
TUBOS DE ACERO DE MEXICO, S.A. and
subsidiaries
Mexico
Manufacturing of seamless steel pipes
100%
100%
100%
(*) All percentages rounded.
Tenaris holds 40% of Tubular Technical Services Ltd. and Pipe Coaters Nigeria Ltd., 49% of Tubulars Finishing Nigeria Limited, 49% of Amaja
Tubular Services Limited, 60% of Tenaris Baogang Baotou Steel Pipes Ltd. Until 2022 held 98.4% of Tenaris Supply Chain S.A.
(a) Dalmine S.p.A holds 57% of Immobiliare Cultura Industriale S.R.L.
(b) Tenaris holds 50% of the voting rights and Ternium owns the remaining 50%. Exiros provides purchase agency services and raw materials and
other products to various companies controlled by or under the significant influence of San Faustin. Pursuant to the Exiros shareholders’ agreement.
Tenaris recognizes Exiros’ assets, liabilities, revenue and expenses in relation to its interest in the joint operation.
(c) Saudi Steel Pipe Company is a public company listed in the Saudi Arabian Stock Exchange (
Tad
ā
wul
), Tenaris holds 47.79% and has the right to
nominate the majority of the members of the board of directors, therefore Tenaris has control over SSPC. Since May, 2023, Saudi Steel Pipe Co.
holds 57.3% of Global Pipe Company, therefore Tenaris has control over GPC.
(d) Until its liquidation in April 2023 Siderca held 51% of NKKTubes.
Annual Report 2024
68
Other Investments
Ternium
As of December 31, 2024, the Company held 11.46% of Ternium’s share capital, representing 11.70% of its
voting rights. Ternium is a Luxembourg company controlled by San Faustin, whose securities are listed on the
NYSE.
The Company is a party to a shareholders’ agreement with Techint Holdings S.àr.l. (“Techint Holdings”), a
wholly owned subsidiary of San Faustin and Ternium’s main shareholder, dated January 9, 2006, pursuant to
which Techint Holdings is required to take actions within its power to cause one of the members of Ternium’s
board of directors to be nominated by the Company and any directors nominated by the Company to be
removed only pursuant to previous written instructions from the Company. The Company and Techint Holdings
also agreed to cause any vacancies on Ternium’s board of directors to be filled with new directors nominated
by either the Company or Techint Holdings, as applicable. The shareholders’ agreement will remain in effect
so long as each of the parties holds at least 5% of the shares of Ternium or until it is terminated by either the
Company or Techint Holdings pursuant to its terms. Pursant to this shareholders agreement, Carlos Condorelli
currently serves as the Company-nominated director of Ternium; and Alicia Móndolo has been nominated as
the new Company-nominated director of Ternium, to be appointed at the next annual general meeting of
shareholders of Ternium that will be held on May 6, 2025.
The following factors and circumstances evidence that Tenaris has significant influence over Ternium:
• four out of eight members of Ternium’s board of directors (including Ternium’s chairman) are also members
of the Company’s board of directors;
and
• both the Company and Ternium are under the indirect common control of San Faustin S.A. (“San Faustin”)
and under the shareholders’ agreement by and between the Company and Techint Holdings S.àr.l
("Techint"), a wholly owned subsidiary of San Faustin and Ternium’s controlling shareholder, dated January
9, 2006 Techint, is required to take actions within its power to cause (a) one of the members of Ternium’s
board of directors to be nominated by the Company and (b) any director nominated by the Company to
be removed from Ternium’s board of directors only pursuant to previous written instructions of the
Company.
Usiminas
At December 31, 2024, Tenaris held, through its Brazilian subsidiary, Confab, 47.5 million ordinary shares
and 1.3 million preferred shares of Usiminas, representing 6.76% of its shares with voting rights, 3.96% of
its total share capital, and 9.8% of Usiminas’ control group.
Confab’s participation in Usiminas share capital is the result of a series of acquisitions, the first of which was
completed on January 16, 2012, pursuant to which Ternium (through its subsidiaries Ternium Investments
and Ternium Argentina) and Confab acquired a large block of Usiminas ordinary shares and joined Usiminas’
existing control group. Subsequently, in 2016, Ternium and Confab subscribed to additional ordinary shares
and to preferred shares.
On July 3, 2023, Confab, together with Ternium (through its subsidiaries Ternium Investments and Ternium
Argentina), acquired an additional 68.7 million ordinary shares of Usiminas, at a price of BRL10 per ordinary
share. Tenaris paid approximately BRL110 million (approximately $22.7 million) in cash for approximately 11
million ordinary shares, increasing its participation in the Usiminas control group to 9.8%.
The Usiminas control group comprises the T/T Group that is formed by Ternium Investments, Ternium
Argentina and Confab; the NSC Group, comprising NSC, Mitsubishi and MetalOne; and Usiminas’ employee
pension fund, Previdência Usiminas.
At December 31, 2024, the Usiminas control group held, in the aggregate, 483.6 million ordinary shares,
representing approximately 68.6% of Usiminas’ voting capital and the T/T Group held an aggregate
participation of 61.3% in the control group (with 51.5% of the Usiminas’ control group’s participation
corresponding to Ternium’s subsidiaries, and the remaining 9.8% corresponding to Confab); the NSC Group
and Previdência Usiminas held 31.7% and 7%, respectively, in Usiminas’ control group.
Annual Report 2024
69
Upon closing of the July 3, 2023 acquisition, the then existing Usiminas shareholders agreement governing
the relationship between the T/T Group, the NSC Group and Previdência Usiminas was replaced by a new
shareholders agreement setting forth a new governance structure for Usiminas. The T/T Group is now entitled
to nominate a majority of the Usiminas board of directors, the chief executive officer and four other members
of Usiminas’ board of officers. Of the positions allocated to the T/T Group, Tenaris retains the right to
nominate one member of Usiminas’ board of directors and one member of Usiminas’ board of officers.
Ordinary decisions may be approved with a 55% majority of Usiminas’ control group shares.
At any time after the second anniversary of the closing of the transaction, the T/T Group will have the right to
buy the NSC Group’s remaining interest in the Usiminas’ control group (153.1 million ordinary shares) at the
higher of $2.0584 per share and the equivalent in U.S. dollars of the 40-trading day average price per share
immediately prior to the date of exercising the option. In addition, the NSC Group will have the right, at any
time after the closing of the transaction, to withdraw its remaining shares from the control group and sell
them in the open market after giving the T/T Group the opportunity to buy them at the equivalent in U.S.
dollars of the 40-trading day average price per share immediately prior to the NSC group’s notice of
withdrawal, as well as the right, at any time after the second anniversary of the closing, to sell such shares to
the T/T Group at $2.0584 per share. Confab will have the right (but not the obligation) to participate in each
such transaction pro rata to its current participation in the T/T Group.
Confab and the Ternium entities party to the Usiminas shareholders agreement have a separate shareholders
agreement governing their respective rights and obligations as members of the T/T Group. Under such
separate agreement, Confab enjoys certain rights with respect to the governance of Usiminas, including,
among others, the ability to nominate certain of Usiminas’ officers and directors. These facts evidence that
Tenaris continues to have significant influence over Usiminas and, as a result, continues accounting for its
investment under the equity method.
Techgen
Techgen is a Mexican joint venture company owned 48% by Ternium, 30% by Tecpetrol and 22% by
Tenaris. Techgen operates a natural gas-fired combined cycle electric power plant in the Pesquería area of the
State of Nuevo León, Mexico. Tenaris, Ternium and Tecpetrol are parties to a shareholders’ agreement
relating to the governance of Techgen.
In the last few years, the Mexican government made various attempts to modify rules and regulations
governing the energy market in Mexico with potential impact on the energy supply and its cost. For more
information on the risks associated with the energy reform in Mexico, see “Risk Factors - Risks Relating to
Our Business and Industry - Adverse economic or political conditions in the countries where we operate or sell
our products and services may decrease our sales or disrupt our manufacturing operations, thereby adversely
affecting our revenues, profitability and financial condition”.
Annual Report 2024
70
Operating and Financial Review and Prospects
The following discussion and analysis of our financial condition and results of operations are based on, and
should be read in conjunction with, our audited consolidated financial statements and the related notes
included elsewhere in this annual report. This discussion and analysis present our financial condition and
results of operations on a consolidated basis. We prepare our consolidated financial statements in conformity
with IFRS. IFRS differ in certain significant respects from U.S. GAAP.
Certain information contained in this discussion and analysis and presented elsewhere in this annual report,
including information with respect to our plans and strategy for our business, includes forward-looking
statements that involve risks and uncertainties. See “Cautionary Statement Concerning Forward-Looking
Statements”. In evaluating this discussion and analysis, you should specifically consider the various risk factors
identified in “Risk Factors”, other risk factors identified elsewhere in this annual report and other factors that
could cause results to differ materially from those expressed in such forward-looking statements.
Overview
Our main source of revenue is the sale of products and services to the oil and gas industry, and the level of
such sales is sensitive to international oil and gas prices and their impact on drilling activities
Demand for our products and services from the global oil and gas industry, particularly for tubular products
and services used in drilling operations, represents a substantial majority of our total Tubes sales. Our sales,
therefore, depend on the condition of the oil and gas industry and our customers’ willingness to invest capital
in oil and gas exploration and production as well as in associated downstream processing activities. The level
of these expenditures is sensitive to oil and gas prices as well as the oil and gas industry’s view of such prices
in the future.
Our business is highly competitive
The global market for steel pipes is highly competitive, with the primary competitive factors being price,
quality, service and technology. We sell our products in a large number of countries worldwide and compete
primarily against European and Japanese producers in most markets outside North America. In the United
States and Canada, we compete against a wide range of local and foreign producers. Over the past two
decades, substantial investments have been made, especially in China but also in other regions around the
world, to increase production capacity of seamless steel pipe products.
Our production costs are sensitive to prices of steelmaking raw materials and other steel products
We purchase substantial quantities of steelmaking raw materials, including ferrous steel scrap, DRI, pig iron,
iron ore and ferroalloys, for use in the production of our seamless pipe products. In addition, we purchase
substantial quantities of steel coils and plates for use in the production of our welded pipe products. Our
production costs, therefore, are sensitive to prices of steelmaking raw materials and certain steel products,
which reflect supply and demand factors in the global steel industry and in the countries where we have our
manufacturing facilities.
Summary of results
Our sales in 2024 amounted to $12.5 billion with a decrease of 16% compared to 2023, primarily reflecting
a decline in market prices for our tubular products used in onshore drilling applications in the Americas, lower
drilling activity in Mexico and Colombia, lower shipments for pipeline projects in Argentina and lower sales of
mechanical pipes in Europe. On the other hand, sales in the Middle East reached a record level as Saudi
Aramco replenished OCTG stocks and increased gas drilling activity. EBITDA
1
and margins also declined to
$3.1 billion, being further affected by a $107 million loss from a provision for the ongoing litigation related
to the acquisition of a participation in Usiminas. Net income amounted to $2.1 billion, or 17% of net sales,
and was affected by a reduction of $43 million from our participation in Ternium related to the same case.
1
EBITDA is a non-IFRS alternative performance measure—please see Exhibit 3 for more information on this measure.
Annual Report 2024
71
Cash flow provided by operating activities amounted to $2.9 billion during 2024. This was used to fund
capital expenditures of $694 million, with the remainder distributed to shareholders through dividend
payments of $758 million and share buybacks for $1,440 million in the year. We maintained a net cash
position
2
of $3.6 billion at the end of December 2024.
Outlook
Oil prices remain relatively stable (as they have done over the past two years) with OPEC+ maintaining their
voluntary production cuts in the face of limited global demand growth. European and US natural gas prices
have, however, risen as relatively cold winter weather and the cutoff of Russian supply have led to a rapid
drawdown in inventories.
These prices and the continuing balance between oil and gas demand and supply should continue to support
overall investment in oil and gas drilling activity, as well as OCTG demand, at current levels, albeit with some
regional nuances.
In North America, consolidation among major operators and drilling efficiencies led to a drop in US drilling
activity last year, which has now stabilized, while OCTG consumption per rig has been increasing. In Latin
America, drilling activity is increasing in Argentina, as investment in pipeline and LNG infrastructure
investment for the Vaca Muerta shale moves forward, while, in Mexico, it has been affected by financial
constraints on Pemex. In the Middle East, some reduction in oil drilling has taken place in Saudi Arabia while
gas drilling has risen, and, in Abu Dhabi, oil drilling is increasing.
OCTG reference prices in North America, which fell steadily for two years until the second half of 2024, have
so far recovered by 9% from their August low and could rise further following the US government’s
announced reset of Section 232 tariffs on all imports of steel products without exception.
In this environment, we expect our sales and EBITDA
3
(excluding extraordinary effects) in the first quarter of
2025 to be in line with those of the last quarter of 2024 before rising moderately in the second quarter of
2025. Beyond that, likely changes in US tariffs and their possible ramifications on trade flows will introduce a
new dynamic with a high level of uncertainty for costs and prices to our results.
2
Net cash position is a non-IFRS alternative performance measure—please see Exhibit 3 for more information on this measure.
3
EBITDA is a non-IFRS alternative performance measure—please see Exhibit 3 for more information on this measure.
Annual Report 2024
72
Operating Results
The following discussion and analysis of our financial condition and results of operations is based on our
audited consolidated financial statements included in this annual report. Accordingly, this discussion and
analysis present our financial condition and results of operations on a consolidated basis. See “Presentation
of Certain Financial and Other Information - Accounting Principles” and “II. Accounting Policies A. Basis of
presentation” and “B. Group accounting” to our audited consolidated financial statements included in this
annual report. The following discussion should be read in conjunction with our audited consolidated financial
statements and the related notes included in this annual report.
Thousands of U.S. dollars (except number of shares and
per share amounts)
For the year ended December 31,
2024
2023
2022
Selected consolidated income statement data
Net sales
12,523,934
14,868,860
11,762,526
Cost of sales
(8,135,489)
(8,668,915)
(7,087,739)
Gross profit
4,388,445
6,199,945
4,674,787
Selling, general and administrative expenses
(1,904,828)
(1,919,307)
(1,634,575)
Impairment charge
(1)
-
-
(76,725)
Other operating income (expenses), net
(64,768)
35,770
(212)
Operating income
2,418,849
4,316,408
2,963,275
Finance income
242,319
213,474
80,020
Finance cost
(61,212)
(106,862)
(45,940)
Other financial results
(52,051)
114,365
(40,120)
Income before equity in earnings of non-consolidated
companies and income tax
2,547,905
4,537,385
2,957,235
Equity in earnings of non-consolidated companies
8,548
95,404
208,702
Income before income tax
2,556,453
4,632,789
3,165,937
Income tax
(479,680)
(674,956)
(617,236)
Income for the year
2,076,773
3,957,833
2,548,701
Income attributable to
(2)
:
Shareholders' equity
2,036,445
3,918,065
2,553,280
Non-controlling interests
40,328
39,768
(4,579)
Income for the year
(2)
2,076,773
3,957,833
2,548,701
Depreciation and amortization
(632,854)
(548,510)
(607,723)
Weighted average number of shares outstanding
(3)
1,127,490,970
1,178,876,142
1,180,536,830
Basic and diluted earnings per share
1.81
3.32
2.16
Dividends per share
(4)
0.67
0.54
0.45
(1)
Impairment charge in 2022 represents a charge of $77 million to the carrying value of certain idle assets.
(2)
IAS 1, requires that income for the year as shown on the income statement does not exclude non-controlling interests. Earnings per
share, however, continue to be calculated on the basis of income attributable solely to Shareholders’ equity.
(3)
Weighted average number of shares does not include treasury shares.
(4)
Dividends per share correspond to the dividends paid in respect of the year divided by the weighted average number of shares
outstanding in the period.
Annual Report 2024
73
Thousands of U.S. dollars (except number of shares)
At December 31,
2024
2023
2022
Selected consolidated financial position data
Current assets
9,236,180
10,504,459
8,468,596
Property, plant and equipment, net
6,121,471
6,078,179
5,556,263
Other non-current assets
5,092,474
4,499,257
3,525,387
Total assets
20,450,125
21,081,895
17,550,246
Current liabilities
2,636,657
2,901,975
2,788,423
Non-current borrowings
11,399
48,304
46,433
Deferred tax liabilities
503,941
631,605
269,069
Other non-current liabilities
484,293
469,574
411,884
Total liabilities
3,636,290
4,051,458
3,515,809
Shareholders' equity
16,593,257
16,842,972
13,905,709
Non-controlling interests
220,578
187,465
128,728
Total equity
16,813,835
17,030,437
14,034,437
Total liabilities and equity
20,450,125
21,081,895
17,550,246
Share capital
1,162,758
1,180,537
1,180,537
Number of issued shares
(1)
1,162,757,528
1,180,536,830
1,180,536,830
(1)
Number of issued shares includes treasury shares.
The following table sets forth our operating and other costs and expenses as a percentage of net sales for the
periods indicated.
Percentage of net sales
For the year ended December 31,
2024
2023
2022
Net sales
100.0
100.0
100.0
Cost of sales
(65.0)
(58.3)
(60.3)
Gross profit
35.0
41.7
39.7
Selling, general and administrative expenses
(15.2)
(12.9)
(13.9)
Impairment charge
-
-
(0.7)
Other operating income (expenses), net
(0.5)
0.2
(0.0)
Operating income
19.3
29.0
25.2
Finance income
1.9
1.4
0.7
Finance cost
(0.5)
(0.7)
(0.4)
Other financial results
(0.4)
0.8
(0.3)
Income before equity in earnings of non-consolidated
companies and income tax
20.3
30.5
25.1
Equity in earnings of non-consolidated companies
0.1
0.6
1.8
Income before income tax
20.4
31.2
26.9
Income tax
(3.8)
(4.5)
(5.2)
Income for the year
16.6
26.6
21.7
Income attributable to:
Shareholders' equity
16.3
26.4
21.7
Non-controlling interests
0.3
0.3
(0.0)
Annual Report 2024
74
Fiscal Year Ended December 31, 2024, Compared to Fiscal Year Ended December 31, 2023
The following table shows our net sales by business segment for the periods indicated below:
Millions of U.S. dollars
For the year ended December 31,
Increase / (Decrease)
2024
2023
Tubes
11,907
95%
14,185
95%
(16%)
Others
617
5%
684
5%
(10%)
Total
12,524
100%
14,869
100%
(16%)
Tubes
The following table indicates, for our Tubes business segment, sales volumes of seamless and welded pipes for
the periods indicated below:
Thousands of tons
For the year ended December 31,
Increase / (Decrease)
2024
2023
Seamless
3,077
3,189
(4%)
Welded
852
953
(11%)
Total
3,928
4,141
(5%)
The following table indicates, for our Tubes business segment, net sales by geographic region, operating
income and operating income as a percentage of net sales for the periods indicated below:
Millions of U.S. dollars
For the year ended December 31,
Increase / (Decrease)
2024
2023
Net sales
- North America
5,432
7,572
(28%)
- South America
2,294
3,067
(25%)
- Europe
1,143
1,055
8%
- Asia Pacific, Middle East & Africa
3,038
2,491
22%
Total net sales
11,907
14,185
(16%)
Services performed on third party tubes
($ million)
484
165
193%
Operating income
2,305
4,183
(45%)
Operating income (% of sales)
19.4%
29.5%
Net sales of tubular products and services
decreased 16% to $11,907 million in 2024, compared to $14,185
million in 2023 due to a 5% decrease in volumes and a 12% decrease in average selling prices, primarily
reflecting a decline in market prices for our tubular products used in onshore drilling applications in the
Americas, lower drilling activity in Mexico and Colombia, lower shipments for pipeline projects in Argentina
and lower sales of mechanical pipes in Europe. On the other hand, sales in the Middle East reached a record
level as Saudi Aramco replenished OCTG stocks and increased gas drilling activity, while sales in Europe were
boosted by an exceptional level of sales for offshore and onshore projects in Turkey.
Operating results from tubular products and services
amounted to a gain of $2,305 million in 2024 compared
to a gain of $4,183 million in 2023. The decline in operating results is mainly due to the decline in average
selling prices and the corresponding impact on sales and margins. Additionally, in 2024 our Tubes operating
income includes a charge of $107 million from the provision for the ongoing litigation related to the
acquisition of a participation in Usiminas, included in other operating expenses.
Annual Report 2024
75
Others
The following table indicates, for our Others business segment, net sales, operating income and operating
income as a percentage of net sales for the periods indicated below:
Millions of U.S. dollars
For the year ended December 31,
Increase / (Decrease)
2024
2023
Net sales
617
684
(10%)
Operating income
113
133
(15%)
Operating income (% of sales)
18.4%
19.5%
Net sales of other products and services decreased
10% to $617 million in 2024, compared to $684 million
in 2023.
Operating results from other products and services
amounted to a gain of $113 million in 2024, compared to
a gain of $133 million in 2023.
Selling, general and administrative expenses, or SG&A, amounted to $1,905 million in 2024, representing
15.2% of sales, and $1,919 million in 2023, representing 12.9% of sales. SG&A expenses increased as a
percentage of sales due to the 16% decline in revenues, mainly due to lower Tubes average selling prices and
an increase of fixed costs.
Other operating results amounted to a loss of $65 million in 2024, compared to a gain of $36 million in
2023. In 2024 we recorded a $107 million loss from provision for the ongoing litigation related to the
acquisition of a participation in Usiminas. In 2023 other operating income includes a non-recurring gain of
$33 million corresponding to the transfer of the awards related to the Company’s Venezuelan nationalized
assets.
Financial results amounted to a gain of $129 million in 2024, compared to a gain of $221 million in 2023.
While net finance income increased due to a higher net financial position, net foreign exchange results
decreased significantly in respect to the previous year.
Equity in earnings of non-consolidated companies generated a gain of $9 million in 2024, compared to a
gain of $95 million in 2023. These results were mainly derived from our equity investment in Ternium
(NYSE:TX) and in 2024 were negatively affected by a $43 million loss from the provision for the ongoing
litigation related to the acquisition of a participation in Usiminas on our Ternium investment.
Income tax amounted to a charge of $480 million in 2024, compared to $675 million in 2023. The lower
income tax charge mainly reflects the reduction in results at several subsidiaries.
Annual Report 2024
76
Fiscal Year Ended December 31, 2023, Compared to Fiscal Year Ended December 31, 2022
The following table shows our net sales by business segment for the periods indicated below:
Millions of U.S. dollars
For the year ended December 31,
Increase / (Decrease)
2023
2022
Tubes
14,185
95%
11,133
95%
27%
Others
684
5%
630
5%
9%
Total
14,869
100%
11,763
100%
26%
Tubes
The following table indicates, for our Tubes business segment, sales volumes of seamless and welded pipes for
the periods indicated below:
Thousands of tons
For the year ended December 31,
Increase / (Decrease)
2023
2022
Seamless
3,189
3,146
1%
Welded
953
387
146%
Total
4,141
3,533
17%
The following table indicates, for our Tubes business segment, net sales by geographic region, operating
income and operating income as a percentage of net sales for the periods indicated below:
Millions of U.S. dollars
For the year ended December 31,
Increase / (Decrease)
2023
2022
Net sales
- North America
7,572
6,796
11%
- South America
3,067
2,213
39%
- Europe
1,055
867
22%
- Asia Pacific, Middle East & Africa
2,491
1,257
98%
Total net sales
14,185
11,133
27%
Operating income
4,183
2,867
46%
Operating income (% of sales)
29.5%
25.8%
Net sales of tubular products and services
increased 27% to $14,185 million in 2023, compared to $11,133
million in 2022, reflecting a 17% increase in volumes and a 9% increase in average selling prices. Volumes
increased mainly in the AMEA region following an increase in activity and in South America mainly due to the
delivery of welded line pipe for a gas pipeline in Argentina. Prices were higher in all regions.
Operating results from tubular products and services
, amounted to a gain of $4,183 million in 2023,
compared to a gain of $2,867 million in 2022 (which was net of a $63 million impairment charge). The
improvement in operating results was driven by the recovery in shipment volumes and in prices which helped
to compensate for an increase in costs.
Annual Report 2024
77
Others
The following table indicates, for our Others business segment, net sales, operating income and operating
income as a percentage of net sales for the periods indicated below:
Millions of U.S. dollars
For the year ended December 31,
Increase / (Decrease)
2023
2022
Net sales
684
630
9%
Operating income
133
96
39%
Operating income (% of sales)
19.5%
15.2%
Net sales of other products and services
increased 9% from $630 million in 2022 to $684 million in 2023,
which includes $77 million from the pipe coating business unit acquired from Mattr on November 30, 2023.
Additionally, in 2023 we had higher sales from our oilfield services business in Argentina, sucker rods and
coiled tubing services, which offset the decline in sales of excess raw materials and energy and pipes for
plumbing applications in Italy.
Operating results from other products and services
amounted to a gain of $133 million in 2023, compared to
$96 million in 2022. Results were mainly derived from our sucker rods business and our oilfield services
business in Argentina.
Selling, general and administrative expenses, or SG&A, amounted to $1,919 million (12.9% of net sales) in
2023, compared to $1,635 million (13.9%) in 2022. The 2023 increase in SG&A is mainly due to higher labor
costs and logistic costs (freights and taxes), although they decreased as a percentage of sales.
Financial results amounted to a gain of $221 million in 2023, compared to a loss of $6 million in 2022. 2023
results are mainly derived from net foreign exchange gains of $209 million, mainly related to the positive
effect of the devaluation of the ARS over a net short exposure in that currency. These positive FX results were
partially offset by a $95 million loss from the change in the fair value of U.S. dollar-denominated Argentine
bonds when distributed and disposed abroad. Additionally, our net cash position
4
yielded a net interest gain
of $107 million in the year.
Equity in earnings of non-consolidated companies generated a gain of $95 million in 2023, compared to
$209 million in 2022. These results were mainly derived from our equity investment in Ternium (NYSE:TX).
The result of 2023 includes a non-cash loss of $144 million from our investment in Usiminas ($26 million
from our direct investment in Usiminas and $118 million from our indirect investment in Usiminas through
Ternium), related to the fair value measurement of the shares and the result of recycling Ternium´s negative
accumulated currency translation reserve to the income statement. In 2022, equity in earnings of non-
consolidated companies included a $34 million impairment charges on our participations in the joint venture
with Severstal ($15 million) and in Usiminas ($19 million).
Income tax charge amounted to $675 million in 2023, compared to $617 million in 2022, reflecting the
improvement in results in several subsidiaries and a net positive deferred tax effect of $194 million.
4
Net cash position is a non-IFRS alternative performance measure—please see Exhibit 3 for more information on this measure.
Annual Report 2024
78
Liquidity and Capital Resources
The following table provides certain information related to our cash generation and changes in our cash and
cash equivalents position for each of the last three years:
Millions of U.S. dollars
For the year ended December 31,
2024
2023
2022
Net cash provided by operating activities
2,866
4,395
1,167
Net cash used in investing activities
(1,397)
(2,687)
(164)
Net cash used in financing activities
(2,399)
(1,125)
(178)
(Decrease) increase in cash and cash equivalents
(930)
584
825
Cash and cash equivalents at the beginning of year (excluding
overdrafts)
1,617
1,091
318
Effect of exchange rate changes
(25)
(58)
(52)
(Decrease) increase in cash and cash equivalents
(930)
584
825
Cash and cash equivalents at the end of year (excluding overdrafts)
661
1,617
1,091
Cash and cash equivalents at the end of year (excluding overdrafts)
661
1,617
1,091
Bank overdrafts
14
21
0
Other current investments
2,373
1,970
438
Non-current investments
998
398
114
Derivatives hedging borrowings and investments
-
-
6
Current borrowings
(426)
(535)
(682)
Non-current borrowings
(11)
(48)
(46)
Net cash at the end of the year
3,609
3,422
921
Our financing strategy aims to maintain adequate financial resources and access to additional liquidity.
During 2024, cash flow provided by operating activities amounted to $2,866 million (including a decrease in
working capital of $287 million), we re-purchased $1.4 billion of our shares under the buy-back programs,
our capital expenditures amounted to $694 million, and we paid dividends amounting to $758 million. At the
end of the year, we had a net cash position
5
of $3.6 billion, compared to $3.4 billion at the beginning of the
year.
We believe that funds from operations, the availability of liquid financial assets and our access to external
borrowing through the financial markets will be sufficient to satisfy our working capital needs, to finance our
planned capital spending program as well as to service our debt in the future twelve months and to address
short-term changes in business conditions.
We have a conservative approach to the management of our liquidity, which consists of (i) cash and cash
equivalents (cash in banks, liquidity funds and investments with a maturity of less than three months at the
date of purchase), and (ii) other investments (fixed income securities, time deposits, and fund investments).
As of December 31, 2024, liquid financial assets as a whole (comprising cash and cash equivalents and other
investments) were 20% of total assets compared to 19% at the end of 2023.
We hold investments primarily in liquidity funds and variable or fixed-rate securities from investment grade
issuers.
We hold our cash and cash equivalents primarily in U.S. dollars and in major financial centers. As of
December 31, 2024, and December 31, 2023, U.S. dollar denominated liquid assets, plus investments
denominated in other currencies hedged to the U.S. dollar, represented 93% and 84% of total liquid
financial assets, respectively.
5
Net cash position is a non-IFRS alternative performance measure—please see Exhibit 3 for more information on this measure.
Annual Report 2024
79
Fiscal Year Ended December 31, 2024, Compared to Fiscal Year Ended December 31, 2023
Operating activities
Net cash provided by operations during 2024 amounted to $2,866 million, compared to $4,395 million
during 2023. This decrease was mainly attributable to a lower income for the year in 2024, which amounted
to $2.1 billion in 2024 and $4.0 billion in 2023. Working capital variation showed a reduction of $287 million
in 2024, while in 2023 there was a working capital decrease of $182 million. For more information on cash
flow disclosures and changes to working capital, see note 30 “Cash flow disclosures” to our audited
consolidated financial statements included in this annual report.
Investing activities
Net cash used in investing activities amounted to $1,397 million in 2024, compared to net cash used in
investing activities of $2,687 million in 2023. In 2024, we increased our financial investments by $821 million
compared to an increase of $1,857 million in 2023, while capital expenditures amounted to $694 million in
2024 compared to $619 million in 2023. In 2024, we received $31 million related to post-closing purchase
price adjustments of a completed acquisition, while in 2023 we paid $266 million in acquisitions.
Financing activities
Net cash used in financing activities amounted to $2,399 million in 2024, compared to $1,125 million in
2023. In 2024, we repurchased Company shares, under share buyback programs, for an amount of $1.4
billion, whereas in 2023, we repurchased $0.2 billion of Company shares. Dividends paid during 2024
amounted to $758 million and to $637 million during 2023. During 2024, we had net repayments of
borrowings of $129 million, while in 2023 we had net repayments from borrowings of $208 million.
Our total liabilities to total assets ratio was 0.18:1 as of December 31, 2024, and 0.19:1 as of December 31,
2023.
Fiscal Year Ended December 31, 2023, Compared to Fiscal Year Ended December 31, 2022
Operating activities
Net cash provided by operations during 2023 amounted to $4,395 million, compared to $1,167 million
during 2022. This increase was mainly attributable to the working capital variation which amounted to a
reduction of $182 million in 2023, while in 2022 there was a working capital increase of $2,131 million. The
annual variation in working capital was mainly attributed to a decrease of $187 million in inventories and
$154 million in trade receivables, partially offset by a decrease of $149 million in trade payables and $102
million in customer advances, compared to an increase of $1,330 million in inventories and $1,208 million in
trade receivables in 2022. The increase in net cash provided by operations is also due to better results, as net
income amounted to $3,958 million in 2023, compared to a net income of $2,549 million in 2022. For more
information on cash flow disclosures and changes to working capital, see note 30 “Cash flow disclosures” to
our audited consolidated financial statements included in this annual report.
Investing activities
Net cash used in investing activities amounted to $2,687 million in 2023, compared to net cash used in
investing activities of $164 million in 2022. In 2023, we increased our financial investments by $1,857 million
compared to a decrease of $123 million in 2022, while capital expenditures amounted to $619 million in
2023 compared to $378 million in 2022. In 2023, we paid $266 million in connection with acquisitions,
compared to $4 million in 2022.
Annual Report 2024
80
Financing activities
Net cash used in financing activities amounted to $1,125 million in 2023, compared to $178 million in 2022.
During 2023, we had net repayments of borrowings of $208 million while in 2022 we had net proceeds from
borrowings of $417 million. Dividends paid during 2023 amounted to $637 million and during 2022
amounted to $531 million. In 2023, we repurchased Company shares, under the existing share buyback
program, for an amount of $214 million. There were no share repurchases during 2022.
Our total liabilities to total assets ratio was 0.19:1 as of December 31, 2023, and 0.20:1 as of December 31,
2022.
Principal Sources of Funding
During 2024, we funded our operations with operating cash flows, bank financing and available liquid
financial assets. Short-term bank borrowings were used as needed throughout the year.
Financial liabilities
During 2024, borrowings decreased by $146 million to $437 million at December 31, 2024, from $583
million at December 31, 2023.
Borrowings consist mainly of bank loans. As of December 31, 2024, U.S. dollar-denominated borrowings plus
borrowings denominated in other currencies swapped to the U.S. dollar represented 62% of total
borrowings.
For further information about our financial debt, please see note 21 “Borrowings” to our audited
consolidated financial statements included in this annual report.
The following table shows the composition of our financial debt at December 31, 2024, 2023 and 2022:
Millions of U.S. dollars
2024
2023
2022
Bank borrowings
423
562
729
Bank overdrafts
14
21
0
Total borrowings
437
583
729
Our weighted average interest rates before tax (considering hedge accounting) amounted to 6.52% at
December 31, 2024, and to 10.56% at December 31, 2023.
The maturity of our financial debt is as follows:
Millions of U.S. dollars
At December 31, 2024
1 year or less
1 - 2 years
2 - 3 years
Over 3 Years
Total
Borrowings
426
11
-
-
437
Interest to be accrued
6
1
-
-
7
Total
432
12
-
-
444
Our current borrowings to total borrowings ratio amounted to 0.97:1 as of December 31, 2024, and to
0.92:1 as of December 31, 2023. Our liquid financial assets exceeded our total borrowings, and we had a net
cash position
6
(cash and cash equivalents, other current and non-current investments, derivatives hedging
borrowings and investments, less total borrowings) of $3.6 billion at December 31, 2023, compared to $3.4
billion at December 31, 2023.
6
Net cash position is a non-IFRS alternative performance measure—please see Exhibit 3 for more information on this measure.
Annual Report 2024
81
As of December 31, 2024, lease liabilities amounted to approximately $145 million. The amount of remaining
payments with maturities of less than 1 year, between 2 and 5 years and more than 5 years was
approximately 31%, 46% and 23%, respectively, of the total remaining payments.
As of December 31, 2023, lease liabilities amounted to approximately $134 million. The amount of remaining
payments with maturities of less than 1 year, between 2 and 5 years and more than 5 years was
approximately 28%, 45% and 27%, respectively, of the total remaining payments.
For information on our derivative financial instruments, please see “Legal and Financial Information -
Quantitative and Qualitative Disclosure about Market Risk - Accounting for Derivative Financial Instruments
and Hedging Activities” and note 26 “Derivative financial instruments” to our audited consolidated financial
statements included in this annual report.
For information regarding the extent to which borrowings are at fixed rates, please see “Legal and Financial
Information - Quantitative and Qualitative Disclosure About Market Risk”.
Significant Borrowings
Our most significant borrowings as of December 31, 2024 were as follows:
Millions of U.S. dollars
Disbursement date
Borrower
Type
Final maturity
Outstanding
2024
Tubos de Acero de Mexico S.A.
Bilateral
2025
200
2024
Tenaris Tubocaribe Ltda.
Bilateral
2025
40
2017
Global Pipe Company
Bilateral
2026
26
2023
Siderca SAIC
Bilateral
2025
20
As of December 31, 2024, Tenaris was in compliance with all of its covenants, or obtained the necessary
waivers from the applicable financial institution if the covenants were not met.
Annual Report 2024
82
Trend Information
Principal Factors Affecting Oil and Gas Prices and Demand for Steel Pipes from the Global Oil and Gas
Industry
Sales to the oil and gas industry worldwide represent a high percentage of our total sales, and demand for
steel pipes from the global oil and gas industry is a significant factor affecting the general level of volumes
and prices for our products. Downward pressures on oil and gas prices usually result in lower oil and gas
drilling activity and investment throughout the oil and gas industry with consequently lower demand for our
steel pipe products and, in some circumstances, upward pressures can result in higher demand from our oil
and gas customers.
Whereas oil prices are similar in most parts of the world because oil is a fully tradable commodity, gas prices
are influenced by regional factors. In North America, where gas production is extensively developed and there
is an extensive regional pipeline system, these factors include available gas storage capacity and seasonal
weather patterns, particularly winter temperatures in the United States. LNG prices have been traditionally
established in relation to international oil prices, particularly in the largest LNG markets in Asia. However, as
the market for LNG has become more global and the United States has become a major source of LNG, LNG
prices are now being set increasingly in relation to gas prices prevailing at regional gas hubs. In 2022, spot
LNG prices completely decoupled from oil prices as pipeline gas imports to Europe from Russia were
substantially reduced consequent to the Russian invasion of Ukraine and European countries dramatically
increased imports of LNG to replace Russian gas. LNG prices have since normalized, but remain relatively high
as European storage levels have been rapidly drawn down in the recent winter heating season and are
required to be replenished to 90% of capacity by the next winter season.
International oil prices depend on diverse factors. On the supply side, major oil-and-gas-producing nations
and companies have frequently collaborated to balance the supply (and thus the price) of oil in the
international markets. A major vehicle for this collaboration has been OPEC, and more recently what has
become known as OPEC+, which includes OPEC members, plus Russia and certain other countries. Many of
our customers are state-owned companies in member countries of OPEC and OPEC+. Another factor that has
affected the international price level of oil is the political and socioeconomic conditions of oil-producing
countries, such as Libya, Nigeria and Venezuela and the persistence of geo-political and armed conflicts, such
as the recent Ukraine-Russia armed conflict, and conflicts affecting the Middle East region, which is home to
a substantial proportion of the world’s known oil reserves. See “Risk Factors – Risks Relating to Our Business
and Industry – Armed conflicts, such as the Russia-Ukraine war, may adversely affect our operations”.
On the demand side, economic conditions and the level of oil inventories have traditionally played a role in oil
prices and will continue to do so. Eventually, however, the rate of substitution of oil and gas by alternative,
cleaner fuel sources such as renewables, as well as policies adopted by governments and financing entities
worldwide to advance the energy transition and by oil and gas companies to adapt their strategies to the
energy transition, are likely to also play a role in oil prices.
Another factor affecting oil and gas prices has been the ability of producers in the United States and Canada
to rapidly increase production from their reserves of tight oil and shale gas in response to changes in market
conditions. Production from U.S. tight oil reserves has grown in recent years to represent over 15% of global
liquids production, and production from shale gas plays has converted the United States into the largest
exporter of natural gas in the LNG market.
In 2020, the COVID-19 pandemic caused a sudden and precipitous drop in global oil demand and oil prices
collapsed even entering negative territory at one point. Since then, prices have recovered above their pre-
pandemic level with the recovery in demand and actions by OPEC member countries and other producers to
cut and then gradually increase production levels. In addition, energy and commodity prices spiked upwards
at the onset of the armed conflict involving Russia and Ukraine although they have subsequently fallen back.
LNG prices, fell back at the end of 2022 and beginning of 2023 reflecting unusually warm winter weather
conditions and reduced industrial demand in Europe which resulted in far lower drawdowns from storage
than is customary for this period of the year, but increased during 2024 and early 2025, as colder winter
weather conditions led to a rapid drawdown of gas in storage. For more information on the impact of the
armed conflict in Ukraine, see “Risk Factors - Risks Relating to Our Business and Industry - Armed conflicts,
such as the Russia-Ukraine war, may adversely affect our operations”.
Annual Report 2024
83
The collapse of oil prices, in March 2020 took place when oil and gas operators, particularly in the United
States, were already reducing their investments and drilling activity in response to pressure from financial
markets to generate positive free cash
7
flows. Oil and gas operators around the world then made further
substantial reductions in their exploration and production investments, reducing them to a level around 70%
of their pre-pandemic level. Investments have subsequently recovered to their pre-pandemic level in 2023 and
have remained there.
Since the development of the prolific Marcellus shale gas play, North American gas prices have remained at
low levels compared to previous decades and relative to other major gas-consuming regions and global LNG
prices. For several years, production increases, primarily from productive shale gas deposits, have exceeded
regional demand increases, reducing the need for imports, to the extent that, in 2017, the United States
became a net exporter of natural gas. Low prices have encouraged investment in gas consuming industrial
facilities and LNG export facilities as well as switching from coal to gas for electric power production,
particularly with the adoption of new regulations which could force the retirement of older coal-based
generating units. With continuing investments in LNG export facilities, the United States has become the
world’s largest global LNG exporter.
Until the Russian invasion of Ukraine, LNG prices used to reflect supply and demand conditions in Asia, the
major LNG-consuming region, although demand had been increasing in regions like Europe, which imports
LNG to supplement its traditional pipeline imports from Russia and other neighboring gas-producing regions,
and South America, which imports LNG in its winter season and to supplement hydroelectric energy when
rainfall is low. In 2022, however, Europe became a major competitor to Asia in the LNG market as it sought
to replace Russian pipeline gas at almost any cost. As Europe phased out imports of pipeline gas from Russia,
demand for LNG in Europe has grown, and this is changing the price dynamics of the industry. Demand,
however, has been affected by a decline in industrial activity in Europe, and spot LNG fell back in 2023 to
levels below oil parity on a relatively warm winter heating season but have since increased. Consumption,
though not necessarily prices, will continue to show seasonal fluctuations, increasing in the North Asian and
European winter period and declining in the summer months. The efforts to fill European storage capacity
and increase import capacity has, however, increased price volatility.
U.S. natural gas prices increased during 2021, reaching $6 per million BTU as LNG export capacity came on
stream and demand increased. In late 2022 and 2023, prices returned to a level of $2-3 per million BTU as
LNG export demand was capped by capacity limitations and the temporary shutdown of a facility while
domestic demand during the winter heating season was lower than usual. In 2024, they dipped even further
on another warm winter, but, in early 2025, they have risen to around $4 per million BTU on higher demand
due to colder winter weather and the prospect of more LNG export capacity availability later in the year.
Drilling activity in the United States and Canada, following several years of high activity, fell sharply through
2015 and the first half of 2016 before beginning a recovery which ended at the end of 2018. Drilling activity
declined throughout 2019 in response to a fall in oil prices at the end of 2018 and financial market pressures
to produce positive cash flow returns. This decline turned into a collapse with the onset of the COVID-19
pandemic in 2020. Since then, there was a steady recovery through 2021 and 2022, before rigs gradually fell
through 2023 and most of 2024, even as production levels continued to increase. Production levels today are
at record levels but rig counts are much lower than before the 2014 collapse of oil prices and in 2019 pre-
pandemic, reflecting the strong productivity gains and the consolidation made in the U.S. oil and gas drilling
industry. Latin American drilling followed a similar cycle. In the Eastern Hemisphere, drilling activity tends to
follow a delayed and more gradual pattern in respect of changes in the oil price considering the longer-time
investment cycle of offshore and conventional drilling projects. Thus, the decline in Eastern Hemisphere
drilling activity following the pandemic-induced collapse in oil prices came in 2021 and the recovery began in
2022 and extended through the middle of 2024.
Prior to the 2014 downturn in oil prices, a growing proportion of exploration and production spending by oil
and gas companies had been directed at offshore, deep drilling and non-conventional drilling operations in
which high-value tubular products, including special steel grades and premium connections, are usually
specified. The success, however, of shale drilling operators, with their inherently short investment cycles, in
adapting to lower oil and gas prices and increasing production, led to a slowdown in new developments of
complex offshore projects with long investment lead times in a context of low and more volatile oil prices,
consequently affecting the level of product differentiation. More recently, however, since 2022, offshore
drilling activity has been increasing again as exploration has continued and cost-competitive developments,
7
Free cash flow is a non-IFRS alternative performance measure—please see Exhibit 3 for more information on this measure.
Annual Report 2024
84
like those in Brazil, Guyana, and sub-Saharan Africa, are sanctioned and developed, and, in the United States,
new high pressure 20 ksi drilling technologies is opening up access to cost-competitive deepwater reserves.
In addition, the increasing cost competitiveness and use of alternative renewable sources of energy will limit
growth in demand for oil and gas and put downward pressure on oil and gas prices in the longer term. This
trend will accelerate if carbon taxes or carbon pricing instruments resulting in high prices for carbon
emissions, or other regulations aimed at reducing the use of fossil fuels, are implemented around the world.
There has been a substantial increase in the number of commitments to reduce carbon emissions from
governments and public companies, including those operating in the oil and gas industry, and calls on
governments and financial entities to introduce regulations and policies to accelerate the energy transition
away from fossil fuels to cleaner sources of energy. Major oil and gas companies have been adapting their
strategies to address the energy transition and some have even set out commitments to reduce production,
although, more recently, they are rowing back on such commitments. For more information on climate
change regulations, see “Risk Factors - Risks Relating to Our Business and Industry - Climate change
legislation and increasing regulatory requirements aimed at transitioning to a lower-carbon economy may
reduce demand for our products and services and result in unexpected capital expenditures and costs, and
negatively affect our reputation”.
On the other hand, we expect that the energy transition will create new markets for the use of our products
and services including for drilling geothermal wells, in the transportation and storage of hydrogen and for
CCS systems. We constantly monitor the evolution of the strategies of our main customers and scenarios for
future energy demand, considering the global objectives for addressing climate change through the reduction
of carbon emissions in accordance with the Paris Agreement and national objectives to achieve carbon-
neutrality. We also assess the market outlook for our products with reference to the different scenarios for oil
and gas demand published by our customers, international agencies such as the IEA and expert energy
market consultancies such as Rystad. These assessments are used as fundamental input for evaluating our
business strategy and how to address the risks and opportunities arising from climate change.
The tables below show the annual average number of active oil and gas drilling rigs, or rig count, in the
United States, Canada, Latin America and Eastern Hemisphere (worldwide other than the United States,
Canada and Latin America, excluding Iran, Sudan, onshore China, Russia and Syria), as published by Baker
Hughes, for the years indicated and the percentage increase or decrease over the previous year. Baker
Hughes, a leading oil service company, has published its rig counts on a monthly basis since 1975 as a
general indicator of activity in the oil and gas sector.
Rig count
2024
2023
2022
2021
Latin America
158
178
168
137
Other International
(*)
790
769
683
618
Canada
187
177
175
132
United States
599
687
723
478
Worldwide
1,734
1,811
1,749
1,365
__________
(*)
Excludes Iran, Sudan, onshore China, Russia and Syria (discontinued in February 2013).
Percentage increase (decrease) over the previous year
2024
2023
2022
Latin America
(11%)
6%
23%
Other International
(*)
3%
13%
11%
Canada
6%
1%
33%
United States
(13%)
(5%)
51%
Worldwide
(4%)
4%
28%
__________
(*)
Excludes Iran, Sudan, onshore China, Russia and Syria (discontinued in February 2013).
Annual Report 2024
85
Critical Accounting Estimates
This discussion and analysis of our financial condition and results of operations is based on our audited
consolidated financial statements, which have been prepared in accordance with IFRS. IFRS differs in certain
significant aspects from U.S. GAAP.
The preparation of our audited consolidated financial statements and related disclosures in conformity with
IFRS requires us to make estimates and assumptions that might affect the reported amounts of assets and
liabilities, the disclosure of contingent liabilities and the reported amounts of revenue and expenses.
Management evaluates its accounting estimates and assumptions, including those related to impairment
testing of long-lived assets; impairment in investment in associates; income taxes including recoverability of
deferred tax assets; obsolescence of inventory; contingencies; allowance for trade receivables; post-
employment and other long-term benefits; business combinations; useful lives of property, plant and
equipment and other long-lived assets; fair value estimation of certain financial instruments and property title
ownership restriction, and revises them when appropriate. Management bases its estimates on historical
experience and on various other assumptions it believes to be reasonable under the circumstances. These
estimates form the basis for making judgments about the carrying values of assets and liabilities that are not
readily apparent from other sources. Although management believes that these estimates and assumptions
are reasonable, they are based upon information available at the time they are made. Actual results may
differ significantly from these estimates under different assumptions or conditions. For more information, see
“II. Accounting Policies” to our consolidated financial statements included in this annual report.
Functional and presentation currency
The functional and presentation currency of the Company is the U.S. dollar. The U.S. dollar is the currency
that best reflects the economic substance of the underlying events and circumstances relevant to Tenaris’s
global operations.
Starting January 1, 2023, the Company changed the functional currency of its Brazilian subsidiaries, from the
Brazilian Real to the U.S. dollar.
Except for its Italian subsidiaries whose functional currency is the Euro and two subsidiaries whose functional
currencies are the Canadian Dollar and the Norwegian Krone, Tenaris determined that the functional
currency of its other subsidiaries is the U.S. dollar, based on the following principal considerations:
• sales are mainly negotiated, denominated and settled in U.S. dollars. If priced in a currency other than
the U.S. dollar, the sales price may consider exposure to fluctuation in the exchange rate versus the
U.S. dollar;
• prices of critical raw materials and inputs are priced and settled in U.S. dollars;
• transaction and operational environment and the cash flow of these operations have the U.S. dollars as
reference currency;
• significant level of integration of local operations within Tenaris’s international global distribution
network;
and
• net financial assets and liabilities are mainly received and maintained in U.S. dollars.
Results of operations for subsidiaries whose functional currencies are not the U.S. dollar are translated into
U.S. dollars at the average exchange rates for each quarter of the year. Financial statement positions are
translated at the year-end exchange rates. Translation differences are recognized in a separate component of
equity as currency translation adjustments. In the case of a sale or other disposal of any of such subsidiaries,
any accumulated translation difference would be recognized in the consolidated income statement as a gain
or loss from the sale or disposal.
Annual Report 2024
86
Corporate Governance Statement
The Company’s corporate governance practices are governed by Luxembourg Law, including, among others,
the Luxembourg Company Law, the Luxembourg Law of January 11, 2008 on transparency requirements for
issuers (which transposes EU Directive 2004/109 of the European Parliament and of the Council of December
15, 2004) (the “Transparency Law”), the Luxembourg Law of August 1, 2019 on the exercise of certain rights
of shareholders in general meetings of listed companies (which transposes EU Directive 2017/828 of the
European Parliament and of the Council of May 17, 2017) (the “Shareholders’ Rights Law”), and the
Luxembourg law of July 23, 2016, concerning the audit profession (the “Audit Reform Law”) and by the
Company’s articles of association. The following is a summary of certain rights of holders of the Company’s
shares and includes the information required under the Luxembourg Law on takeovers of May 19, 2006.
Shareholders’ rights are set out in the Company’s articles of association and are provided by applicable
Luxembourg law and may differ from those typically provided to shareholders of U.S. companies under the
corporation laws of some states of the United States. This summary is not exhaustive and does not contain all
the information that may be important to investors. For more complete information, you should read the
Company’s articles of association, which are attached as an exhibit to this annual report.
Corporate Governance
Memorandum and Articles of Association
The Company is a public limited liability company (
société anonyme
) organized under the laws of
Luxembourg, registered under the number B85 203 in the Luxembourg
Registre de Commerce et des
Sociétés
. Its object and purpose, as set forth in Article 2 of its articles of association, is the taking of interests,
in any form, in corporations or other business entities, and the administration, management, control and
development thereof.
The Company’s authorized share capital is fixed by the Company’s articles of association as amended from
time to time with the approval of shareholders at an extraordinary general shareholders’ meeting. The
Company has an authorized share capital of a single class of 2,500,000,000 shares having a nominal value of
USD1.00 per share. There were 1,162,757,528 shares issued as of the date of this annual report, including
treasury shares. All issued shares are fully paid. As at the end of the second, third and fourth tranches of the
initial share buyback program and as the end of the follow-on share buyback program, the Company had
repurchased 90,762,598 shares which are expected to be cancelled in the upcoming extraordinary
shareholders meeting scheduled to be held on May 6, 2025.
The Company’s articles of association authorize the board of directors, or any delegate(s) duly appointed by
the board of directors, to issue shares within the limits of the authorized share capital against contributions in
cash, contributions in kind or by way of available reserves, at such time and on such terms and conditions,
including the issue price, as the board of directors, or its delegate(s), may in its or their discretion resolve.
The Company’s extraordinary shareholders’ meeting held on June 2, 2020 approved the renewal for an
additional five-year period of the authorization granted to the board of directors to waive, suppress or limit
any preemptive subscription rights of shareholders provided for by law to the extent it deems such waiver,
suppression or limitation advisable for any issue or issues of shares within the authorized share capital; and
have waived any preemptive subscription rights provided for by law and related procedures. Although the
validity period of such authorization will expire on June 12, 2025, the board of directors has convened an
extraordinary meeting of shareholders to be held on May 6, 2025, which will consider the renewal of such
authorization for an additional five-year period. However, under the Company’s articles of association, the
Company’s existing shareholders shall have a preferential right to subscribe for any new shares issued
pursuant to the authorization granted to its board of directors, except in the following cases (in which cases
no preemptive subscription rights shall apply):
• any issuance of shares (including, without limitation, the direct issuance of shares or upon the exercise
of options, rights convertible into shares, or similar instruments convertible or exchangeable into
shares) against a contribution other than in cash;
and
• any issuance of shares (including by way of free shares or at discount), up to an amount equal to 1.5%
of the issued share capital of the Company, to directors, officers, agents or employees of the
Company, its direct or indirect subsidiaries, or its affiliates, including, without limitation, the direct
issuance of shares or upon the exercise of options, rights convertible into shares, or similar instruments
convertible or exchangeable into shares, issued for the purpose of compensation or incentive for any
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87
such persons or in relation thereto (which the board of directors shall be authorized to issue upon such
terms and conditions as it deems fit).
Amendment of the Company’s articles of association requires the approval of shareholders at an
extraordinary shareholders’ meeting with a two-thirds majority vote of the shares represented at the meeting.
The Company is controlled by San Faustin, which owns 61.37% of the Company’s issued share capital (and
holds 65.81% of the voting rights) through its wholly owned subsidiary Techint Holdings S.à r.l. The Dutch
private foundation (Stichting) RP STAK holds voting rights in San Faustin sufficient to control San Faustin. No
person or group of persons controls RP STAK.
As of December 31, 2024, (i) 31.80% of the Company’s issued share capital was publicly traded on the Italian
Stock Exchange and the Mexican Stock Exchange; in addition, the Company’s ADSs trade on the NYSE; (ii) a
0.07% was held by the Company’s directors and senior management as a group; and (iii) the remaining 6.75%
of the Company’s issued share capital was held in treasury. See “Information on the Company - Major
Shareholders and Related Party Transactions”.
Dividends
Subject to applicable law, all issued shares (including shares underlying ADSs) are entitled to participate
equally in dividends when, as and if declared by the shareholders at the annual general shareholders’
meeting, out of funds legally available for such purposes. Treasury shares are not entitled to dividend
distributions.
Dividends may be lawfully declared and paid if the Company’s net profits and distributable reserves are
sufficient under Luxembourg law. The amount and payment of dividends must be approved by a majority
vote at a general shareholders’ meeting, generally, but not necessarily, based on the recommendation of the
Company’s board of directors. Under Article 21 of the Company’s articles of association, the board of
directors has the power to distribute interim dividends out of profits, share premium or any other available
reserves, in accordance with applicable law, in particular in accordance with the conditions set forth in Article
461-3 of the Luxembourg Company Law. Such dividend payments must be finally approved by the general
shareholders’ meeting. On February 19, 2025 the Company announced that, upon approval of the
Company’s annual accounts in April 2025, the board of directors intended to submit a proposal on dividends
for approval of the annual general shareholders’ meeting to be held on May 6, 2025.
As provided by Article 21 of the Company’s articles of association, dividends or other distributions declared
by the general meeting as well as interim dividends or other distributions declared by the board of directors
will be distributed at the times and places determined by the board of directors. The Company will make any
and all dividend payments and any other distributions in respect of shares registered in the name of any
securities settlement system or operator of such a system or in the name of any financial institution or other
professional depositary of securities or any other depositary, whether in cash, shares or other assets, only to
such registered holder, or otherwise in accordance with such registered holder’s instructions, and, as
provided by Article 21 of the Company’s articles of association, that payment shall release the Company from
any and all obligations for such payment.
The Company conducts and will continue to conduct its operations through subsidiaries and, accordingly, its
main source of cash to pay dividends, among other possible sources, will be the dividends received from its
subsidiaries. For further information see “Risk Factors – Risks Relating to the Structure of the Company – The
Company’s dividend payments depend on the results of operations and financial condition of its subsidiaries
and could be restricted by legal, contractual or other limitations or tax changes”.
Under Luxembourg law, claims for dividends will lapse in favor of the Company five years after the date such
dividends are declared. However, the Company may elect to pay a declared dividend after such period.
Declared and unpaid dividends held by the Company for the account of its shareholders do not bear interest.
Pursuant to Luxembourg law, at least 5% of our net profits per year must be allocated to the creation of a
legal reserve until such reserve has reached an amount equal to 10% of the Company’s issued share capital.
If the legal reserve later falls below the 10% threshold, at least 5% (or such lower amount required to reach
the 10% threshold) of net profits again must be allocated toward the reserve. As of December 31, 2024, the
Company’s legal reserve represented 10% of its share capital. The legal reserve is not available for
distribution.
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88
Shareholders’ Meetings; Voting Rights; Election of Directors
Each share entitles the holder thereof to one vote at the Company’s general shareholders’ meetings, provided
that, under Luxembourg law, voting rights with respect to treasury shares shall be suspended for so long as
such shares are held. Shareholder action by written consent is not permitted, but proxy voting is permitted.
Notices of general shareholders’ meetings are governed by the provisions of Luxembourg law and the
Company’s articles of association. Pursuant to applicable Luxembourg law, the Company must give notice of
the calling of any general shareholders’ meeting at least 30 days prior to the date for which the meeting is
being called, by publishing the relevant convening notice in the
Recueil Electronique des Sociétés et
Associations
(Luxembourg’s electronic official gazette) and in a leading newspaper having general circulation
in Luxembourg and by issuing a press release informing of the calling of such meeting. In case the Company’s
shares are listed on a foreign regulated market, notices of general shareholders’ meetings shall also comply
with the requirements (including as to content and publicity) and follow the customary practices of such
regulated market.
Pursuant to the Company’s articles of association, for as long as the shares or other securities of the
Company are listed on a regulated market within the EU (as they currently are), and unless otherwise
provided by applicable law, only shareholders holding shares as of midnight, central European time, on the
day that is fourteen days prior to the day of any given general shareholders’ meeting can attend and vote at
such meeting. The board of directors may determine other conditions that must be satisfied by shareholders
in order to participate in a general shareholders’ meeting in person or by proxy, including with respect to
deadlines for submitting supporting documentation to or for the Company.
No attendance quorum is required at ordinary general shareholders’ meetings, and resolutions may be
adopted by a simple majority of the votes validly cast, irrespective of the number of shares present or
represented. Unless otherwise provided by applicable law, an extraordinary general shareholders’ meeting
may not validly deliberate on proposed amendments to the Company’s articles of association unless a
quorum of at least half of the share capital is represented at the meeting. If a quorum is not reached at the
first extraordinary shareholders’ meeting, a second extraordinary shareholders’ meeting may be convened in
accordance with the Company’s articles of association and applicable law, and such second extraordinary
general shareholders’ meeting shall validly deliberate regardless of the number of shares represented. In both
cases, the Luxembourg Company Law and the Company’s articles of association require that any resolution
of an extraordinary general shareholders’ meeting as to amendments to the Company’s articles of association
be adopted by a two-thirds majority of the votes validly cast at the meeting. If a proposed resolution consists
of changing the Company’s nationality or of increasing the shareholders’ commitments, the unanimous
consent of all shareholders is required.
Cumulative voting is not permitted. The Company’s articles of association do not provide for staggered terms
and directors are elected for a maximum of one year but may be reappointed or removed at any time, with or
without cause, by the general shareholders’ meeting, by resolution passed by a simple majority vote of the
shares validly cast at the meeting. In the case of a vacancy occurring in the board of directors, the remaining
directors shall have the right to temporarily fill such vacancy with a temporary director appointed by
resolution adopted with the affirmative vote of a majority of the remaining directors; provided that the next
general shareholder’s meeting shall be called upon to ratify such appointment. The term of any such
temporary director elected to fill a vacancy shall expire at the end of the term of office of the replaced
director.
The next annual general meeting of shareholders that will consider, among other matters, our consolidated
financial statements and annual accounts included in this annual report, is scheduled to be held on Tuesday,
May 6, 2025, at 10:00 (Central European Time) at the Company’s registered office in Luxembourg. An
extraordinary general meeting of shareholders is scheduled to be held on the same date, immediately after
the adjournment of the annual general meeting of shareholders to decide on (i) the cancellation of
90,762,598 shares held in treasury by the Company acquired throughout the second, third and fourth
tranches of the first share buyback program and throughout the follow-on share buyback program and,
consequently, to approve a reduction of the Company’s issued share capital for $90,762,598 so as to bring
the issued share capital from $1,162,757,528 to $1,071,994,930, represented by 1,071,994,930 shares with
a nominal value of $1,00 each; (ii) the renewal for a five-year period of the authorization granted to its board
of directors to issue shares within the limits of the authorized share capital without shareholder approval, and
(iii) the approval of the corresponding amendment of article 5 “Share Capital” of the Company’s articles of
association to reflect such resolutions.
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89
The articles of association provide that annual general shareholders’ meetings shall meet in Luxembourg
within six months from the end of the previous financial year at the date, place and hour indicated in the
convening notice. The rights of the shareholders attending the meetings are governed by Shareholders’
Rights Law.
Holders of shares deposited in fungible securities accounts have the same rights and obligations as holders of
shares recorded in the Company’s share register. However, in order to be able to participate in and vote at
shareholders’ meetings of the Company, the former must submit, prior to the relevant meetings, reasonably
satisfactory evidence to the Company as to the number of shares held on the applicable record date for such
meetings. For as long as the shares or the other securities of the Company are listed on a regulated market
within the EU, participation in a shareholders’ general meeting shall
inter alia
be subject to the relevant
shareholder holding shares of the Company on the fourteenth day midnight Central European Time prior to
the meeting (unless otherwise provided for by applicable law).
Holders of ADSs only have those rights that are expressly granted to them in the deposit agreement. See
“Risk Factors – Risks Relating to shares and ADSs – Holders of ADSs may not be able to exercise, or may
encounter difficulties in the exercise of, certain rights afforded to shareholders”. ADS holders may not attend
or directly exercise voting rights in shareholder’ meetings, but holders of record of our ADSs as of the
relevant ADS holders’ record date set for any given general shareholders’ meeting are entitled to instruct the
Depositary as to the exercise of the voting rights in respect of the shares underlying such holder’s ADSs at
such meeting. Holders of ADSs maintaining non-certificated positions must follow voting instructions given
by their broker or custodian bank.
The notices convening the annual general meeting of shareholders and an extraordinary general meeting of
shareholders scheduled to be held on May 6, 2025, the Shareholder Meeting Brochure and Proxy Statement
for the meetings, describing the procedures for attending and voting at the meetings; as well as the material
required to be submitted to shareholders in connection with the meetings will be available on the Company’s
website at https://ir.tenaris.com/investor-relations in accordance with applicable rules and regulations,
and will be timely filed by the Company with the SEC on a report on Form 6-K. Information contained in or
otherwise accessible through our Internet website is not a part of this annual report.
Management
Management of the Company is vested in a board of directors. For more information on the Company’s
board of directors, audit committee, senior management, and auditors, see “Information on the Company -
Directors, Senior Management and Employees”.
Access to Corporate Records
Luxembourg law and the Company’s articles of association do not generally provide for shareholder access to
corporate records. Shareholders may inspect the annual accounts and auditors’ reports at our registered
office during the fifteen-day period prior to a general shareholders’ meeting.
Appraisal Rights
In the event the Company’s shareholders approve:
• the delisting of the shares from all stock exchanges where the shares are listed at that time;
• a merger in which the Company is not the surviving entity (unless the shares or other equity securities
of such entity are listed on the New York or London stock exchanges);
• a sale, lease, exchange or other disposition of all or substantially all of the Company’s assets;
• an amendment of our articles of association that has the effect of materially changing the Company’s
corporate purpose;
• the relocation of the Company’s domicile outside of the Grand Duchy of Luxembourg;
or
• amendments to the Company’s articles of association that restrict the rights of the Company’s
shareholders.
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90
Dissenting or absent shareholders have the right to have their shares repurchased by the Company at (i) the
average market value of the shares over the 90 calendar days preceding the applicable shareholders’ meeting
or (ii) in the event that the shares are not traded on a regulated market, the amount that results from
applying the proportion of the Company’s equity that the shares being sold represent over the Company’s
net worth as of the date of the applicable shareholders’ meeting.
Dissenting or absent shareholders must present their claim within one month following the date of the
shareholders’ meeting and supply the Company with evidence of their shareholding at the time of such
meeting. The Company must (to the extent permitted by applicable laws and regulations and in compliance
therewith) repurchase its shares within six months following the date of the shareholders’ meeting.
If delisting from one or more, but not all, of the stock exchanges where the shares are listed is approved in
the shareholders’ meeting, only dissenting or absent shareholders with shares held through participants in
the local clearing system for that market or markets can exercise this appraisal right if:
• they held the shares as of the date of the announcement by the Company of its intention to delist or
as of the date of publication of the first convening notice for the general shareholders’ meeting that
approved the delisting;
and
• they present their claim within one month following the date of the general shareholders’ meeting and
supply evidence of their shareholding as of the date of the Company’s announcement or the
publication of the first convening notice to the meeting.
In the event a shareholder exercises its appraisal rights, applicable Luxembourg law provisions shall apply.
Holders of ADSs may not be able to exercise, or may encounter difficulties in the exercise of, certain rights
afforded to shareholders, including appraisal rights. See “Risk Factors – Risks Relating to shares and ADSs –
Holders of ADSs may not be able to exercise, or may encounter difficulties in the exercise of, certain rights
afforded to shareholders”.
Distribution of Assets on Winding-Up
In the event of the Company’s liquidation, dissolution or winding-up, the net assets remaining after allowing
for the payment of all debts, charges and expenses will be paid out to the holders of the shares in proportion
to their respective holdings.
Transferability and Form
The Company’s articles of association do not contain any redemption or sinking fund provisions, nor do they
impose any restrictions on the transfer of shares. The shares are issuable in registered form only.
The ownership of registered shares is evidenced by the inscription of the name of the shareholder, the
number of shares held by such shareholders and the amount paid on each share in the Company’s share
register. In addition, the Company’s shares may be held through fungible securities accounts with financial
institutions or other professional depositaries.
Shares held through fungible securities accounts may be transferred in accordance with customary
procedures for the transfer of securities in book-entry form. Shares that are not held through fungible
securities accounts may be transferred by a written statement of transfer signed by both the transferor and
the transferee or their respective duly appointed attorney-in-fact and recorded in the Company’s share
register. The transfer of shares may also be made in accordance with the provisions of Article 1690 of the
Luxembourg Civil Code. As evidence of the transfer of registered shares, the Company may also accept any
correspondence or other documents evidencing the agreement between transferor and transferee as to the
transfer of registered shares.
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91
Repurchase of Company shares
The Company may repurchase its own shares in the cases and subject to the conditions set by the
Luxembourg Company Law and, in the case of acquisitions of shares or ADSs made through a stock
exchange in which shares or ADSs are traded, with any applicable laws and regulations of such market.
Please see “Legal and Financial Information - Purchases of Equity Securities by the Company and Affiliated
Purchasers” for further information on the authorization granted on June 2, 2020, by the annual general
meeting of shareholders to the Company or its subsidiaries to repurchase shares of the Company, including
shares represented by ADSs, and repurchase of Company shares under share buyback programs.
Limitation on Securities Ownership
There are no limitations currently imposed by Luxembourg law or the articles of association on the rights of
the Company’s non-resident or foreign shareholders to hold or vote the Company’s shares.
Change in Control
None of our outstanding securities has any special control rights. The Company’s articles of association do
not contain any provision that would have the effect of delaying, deferring or preventing a change in control
of the Company and that would operate only with respect to a merger, acquisition or corporate restructuring
involving the Company or any of its subsidiaries. In addition, the Company does not know of any significant
agreements or other arrangements to which the Company is a party and which take effect, alter or terminate
in the event of a change of control of the Company. There are no agreements between the Company and
members of its board of directors or employees providing for compensation if they resign or are made
redundant without reason, or if their employment ceases following a change in control of the Company.
There are no rights associated with the Company’s shares other than those described above.
Ownership Disclosure
The Company’s articles of association do not contain any provision requiring disclosure of share ownership.
However, under the Luxembourg Transparency Law investors in the Company’s securities should notify the
Company and the Luxembourg securities commission on an ongoing basis whenever the proportion of voting
rights held or controlled by any such investor reaches, exceeds or falls below any of the following thresholds:
5%, 10%, 15%, 20%, 25%, 33.33%, 50% and 66.66%. Failure to notify the Company and the
Luxembourg securities commission of the reaching or crossing of any such thresholds may result in the
suspension of the voting rights attaching to the shares exceeding the threshold which would have had to be
notified.
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92
Summary of differences with NYSE standards
As a Luxembourg company listed on the NYSE, the Bolsa Mexicana de Valores, S.A.B. de C.V. (the Mexican
Stock Exchange), and the Borsa Italiana S.p.A. (the Italian Stock Exchange), the Company is required to
comply with some, but not all, of the corporate governance standards of these exchanges. The Company,
however, believes that its corporate governance practices meet, in all material respects, the corporate
governance standards that are generally required for controlled companies by all of the exchanges on which
the Company’s securities trade.
The following is a summary of the significant ways that the Company’s corporate governance practices differ
from the corporate governance standards required for foreign controlled companies by the NYSE. The
Company’s corporate governance practices may differ in non-material ways from certain other standards
required by the NYSE that are not detailed here.
Non-management directors’ meetings
Under NYSE standards, non-management directors must meet at regularly scheduled executive sessions
without management present and, if such group includes directors who are not independent, a meeting
should be scheduled once per year including only independent directors. Neither Luxembourg law nor the
Company’s articles of association require the holding of such meetings and the Company does not have a set
policy for these meetings. For additional information on board meetings, see “Information on the Company -
Directors, Senior Management and Employees – Directors and Senior Management”.
In addition, NYSE-listed companies are required to provide a method for interested parties to communicate
directly with non-management directors as a group. While the Company does not have such a method, it has
set up a compliance line for investors and other interested parties to communicate their concerns directly to
the members of our audit committee, all of whom are non-management, independent directors.
Audit committee composition
Under NYSE standards, listed U.S. companies are required to have an audit committee composed of
independent directors that satisfy the requirements of Rule 10A-3 promulgated under the Exchange Act.
Pursuant to the Company’s articles of association, as supplemented by the audit committee’s charter, for as
long as the Company’s shares are listed on at least one regulated market, the Company must have an audit
committee composed of at least three members, the majority of whom must qualify as independent directors
(as defined in the Company’s articles of association), provided, however, that the composition and
membership of the audit committee shall satisfy such requirements as are applicable to, and mandatory for,
audit committees of issuers such as the Company under any law, rule or regulation applicable to the
Company (including, without limitation, the applicable laws, rules and regulations of such regulated market
or markets). The Company’s audit committee, which currently consists of three members, complies with such
requirements. In accordance with NYSE standards, the Company has an audit committee entirely composed
of independent directors for purposes of the Exchange Act Rule 10A-3(b)(1). For more information on the
Company’s audit committee see “Information on the Company - Directors, Senior Management and
Employees - Board Practices”.
Under NYSE standards, all audit committee members of listed U.S. companies are required to be financially
literate or must acquire such financial knowledge within a reasonable period and at least one of its members
shall have experience in accounting or financial administration. In addition, if a member of the audit
committee is simultaneously a member of the audit committee of more than three public companies, and the
listed company does not limit the number of audit committees on which its members may serve, then in each
case the board must determine whether the simultaneous service would prevent such member from
effectively serving on the listed company’s audit committee and shall publicly disclose its decision.
Luxembourg law provisions on audit committee membership require only that at least one member of the
audit committee have competence in accounting or auditing matters. The board of directors of the Company
has determined that Ms. Tiuba, the committee’s chairperson, qualifies as “audit committee financial expert”
under applicable SEC rules and has competence in accounting or auditing matters, as required by applicable
Luxembourg law. In addition, the membership of the audit committee as a whole has sufficient relevant
knowledge of the business and financial experience to properly discharge its functions. The audit committee
has the authority, from time to time and as it deems necessary, to engage persons that meet all of the
attributes of a financial expert as consultants.
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93
Standards for evaluating director independence
Under NYSE standards, the board is required, on a case-by-case basis, to express an opinion with regard to
the independence or lack of independence of each individual director. Neither Luxembourg law nor the
Company’s articles of association requires that the board of directors express such an opinion. In addition,
the definition of “independent” under the NYSE rules differs in some non-material respects from the
definition contained in the Company’s articles of association. For more information on the Company’s
independent directors and the definition of “independent” under the Company’s articles of association see
“Information on the Company - Directors, Senior Management and Employees - Directors and Senior
Management” and “Information on the Company - Directors, Senior Management and Employees - Board
Practices”.
Audit committee responsibilities
Pursuant to the Company’s articles of association, the audit committee shall assist the board of directors in
fulfilling its oversight responsibilities relating to the integrity of its consolidated financial statements, the
effectiveness of its systems of internal control, risk management and internal audit over financial reporting
and the independence and performance of the external auditors. The audit committee is required to review
and, where applicable, approve material transactions between the Company or its subsidiaries and related
parties and also perform the other duties entrusted to it by the board. The NYSE requires certain matters to
be set forth in the audit committee charter of U.S. listed companies.
The Company’s audit committee charter provides for many of the responsibilities that are expected from such
bodies under the NYSE standard and in accordance with applicable Luxembourg law, including the Audit
Reform Law; however, due to the Company’s equity structure and holding company nature, the charter does
not contain all such responsibilities, including provisions related to procedures for the receipt and treatment
of complaints, other than complaints regarding accounting, internal accounting controls and audit matters,
(although the Company has established such procedures); funding for payment of administrative expenses
and compensation to advisors (although the audit committee has the authority to engage outside advisors);
setting hiring policies for employees or former employees of external auditors; and an annual performance
evaluation of the audit committee. For more information on the Company’s audit committee see
“Information on the Company - Directors, Senior Management and Employees - Board Practices”.
Standards for approval of related-party transactions
The Company is subject to Luxembourg laws governing approval and disclosure of material related party
transactions, including the Shareholders’ Rights Law; and the Company’s articles of association and the Audit
Committee charter require the Audit Committee to review material transactions with related parties to
determine whether their terms are consistent with the interests of the Company and its shareholders and
with market conditions. In addition, NYSE requires all NYSE-listed companies’ audit committees (or another
independent body of the board of directors) to conduct a reasonable prior review and oversight of all related
party transactions for potential conflicts of interest and to prohibit such a transaction if it determines it to be
inconsistent with the interests of the company and its shareholders. The rule defines the term “related party
transaction” by reference to the disclosure requirements for annual reports under the Exchange Act. The
materiality threshold applicable to foreign private issuers differs to the one applicable to U.S companies. For
further details on the approval process for related party transactions, see “Information on the Company -
Directors, Senior Management and Employees – Board Practices”.
Shareholder voting on equity compensation plans
Under NYSE standards, shareholders must be given the opportunity to vote on equity-compensation plans
and material revisions thereto, except for employment inducement awards, certain grants, plans and
amendments in the context of mergers and acquisitions, and certain specific types of plans. The Company
does not currently offer equity-based compensation to its directors, senior management or employees, and
therefore does not have a policy on this matter. For more information on directors’ compensation see
“Information on the Company - Directors, Senior Management and Employees - Compensation”.
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94
The Shareholders’ Rights Law requires the Company to adopt a Compensation Policy setting forth the
principles and guidelines for purposes of determining the compensation payable to the members of the
Company’s board of directors and the managing director or chief executive officer. Such Compensation
Policy must be submitted to the non-binding vote of the shareholders. In addition, the Shareholders’ Rights
Law provides that the Company must prepare an annual report describing the compensation paid to directors
and the chief executive officer for the performance of their duties and submit such report to the shareholders
for approval. The Compensation Policy and Compensation Report must be available on the Company’s
website. For more information on the Compensation Policy and the 2024 Compensation Report see
“Information on the Company - Directors, Senior Management and Employees - Compensation”.
Disclosure of corporate governance guidelines
NYSE-listed companies must adopt and disclose corporate governance guidelines. Neither Luxembourg law
nor the Company’s articles of association require the adoption or disclosure of corporate governance
guidelines. The Company’s board of directors follows corporate governance guidelines consistent with its
equity structure and holding company nature, but the Company has not codified them and therefore does
not disclose them on its website.
Code of business conduct and ethics
Under NYSE standards, listed companies must adopt and disclose a code of business conduct and ethics for
directors, officers and employees, and promptly disclose any waivers of the code for directors or executive
officers. Neither Luxembourg law nor the Company’s articles of association require the adoption or disclosure
of such a code of conduct. The Company, however, has adopted a code of conduct that applies to all
directors, officers and employees that is posted on its website and which complies with the NYSE’s
requirements, except that it does not require the disclosure of waivers of the code for directors and officers.
In addition, it has adopted a supplementary code of ethics for senior financial officers, which is also posted
on our website. See “Sustainability Statement – Sustainability in Tenaris – Policies and Procedures”.
Chief Executive Officer certification
A chief executive officer of a U.S. company listed on the NYSE must annually certify that he or she is not
aware of any violation by the company of NYSE corporate governance standards. In accordance with NYSE
rules applicable to foreign private issuers, the Company’s chief executive officer is not required to provide the
NYSE with this annual compliance certification. However, in accordance with NYSE rules applicable to all
listed companies, the Company’s chief executive officer must promptly notify the NYSE in writing after any of
our executive officers becomes aware of any noncompliance with any applicable provision of the NYSE’s
corporate governance standards. In addition, the Company must submit an executed written affirmation
annually and an interim written affirmation upon the occurrence of any of the events listed in the foreign
private issuer interim written affirmation form by the NYSE.
Annual Report 2024
95
Directors, Senior Management and Employees
Directors and Senior Management
Board of Directors
Management of the Company is vested in a board of directors with the broadest power to act on behalf of
the Company and accomplish or authorize all acts and transactions of management and disposal that are
within its corporate purpose and not specifically reserved in the articles of association or by applicable law to
the general shareholders’ meeting. The Company’s articles of association provide for a board of directors
consisting of a minimum of three and a maximum of fifteen directors; however, for as long as the Company’s
shares are listed on at least one regulated market, the minimum number of directors must be five. The
Company’s current board of directors is composed of eleven directors.
The board of directors is required to meet as often as required by the interests of the Company and at least
four times per year. Board of directors’ meetings can be validly held by means of teleconference call, video
conference or any other means genuinely allowing for the participation, interaction and intercommunication
of the attending directors. Written decisions, signed by all the directors, are proper and valid as though they
had been taken at a meeting of the board of directors duly convened and held. In 2024, the Company’s
board of directors met six times and adopted two unanimous written resolutions. A majority of the members
of the board of directors in office present or represented at the board of directors’ meeting constitutes a
quorum, and resolutions may be adopted by the vote of a majority of the directors present or represented. In
case of a tie, the chairman is entitled to cast the deciding vote.
Directors are elected at the annual ordinary general shareholders’ meeting to serve one-year renewable
terms, as determined by the general shareholders’ meeting. The general shareholders’ meeting also
determines the number of directors that will constitute the board and their compensation. The general
shareholders’ meeting may dismiss all or any one member of the board of directors at any time, with or
without cause, by resolution passed by a simple majority vote, irrespective of the number of shares
represented at the meeting.
The Company’s articles of association provide that the board of directors of the Company may within the
limits of applicable law, (a) delegate to one or more persons, whether or not members of the board of
directors, the powers necessary to carry out its decisions and to provide day-to-day management (except for
approval of material transactions with related parties, which may not be delegated and shall be approved by
the board of directors prior opinion of the audit committee), (b) confer to one or more persons, whether or
not members of the board of directors the powers deemed to be appropriate for the general, technical,
administrative and commercial management of the Company, (c) constitute an audit committee formed by
directors, determining its function and authority, and (d) constitute any other committee, whose members
may or may not be members of the board of directors and determine their functions and authority.
On April 30, 2024, the board of directors appointed Tenaris’s chief executive officer as
administrateur
délégué
and delegated to him the power to manage the Company’s affairs within the ordinary course of
business, to the full extent permitted by Luxembourg law, to direct and supervise the business activities of the
Company’s subsidiaries and to represent the Company in relation to such matters.
On a quarterly basis, the Company’s board of directors meets to review the performance of the Company
and approve quarterly financial statements. Sustainability metrics, including health and safety, environmental,
CO
2
eq emissions evolution and decarbonization strategy progress, are integrated and regularly discussed. As
part of the board’s review process, internal and external experts on sustainability topics, such as environment,
health and safety and cybersecurity, are invited to participate in specific board meetings to discuss relevant
information concerning financial or sustainability matters.
Annual Report 2024
96
On April 30, 2024, the Company’s annual general shareholders’ meeting resolved to set the number of
directors at eleven and approved the re-appointment of Mr. Simon Ayat, Mr. Roberto Bonatti, Mr. Carlos
Condorelli, Mr. Germán Curá, Ms. Maria Novales-Flamarique, Mr. Gianfelice Mario Rocca, Mr. Paolo Rocca,
Mr. Jaime José Serra Puche, Ms. Monica Tiuba and Mr. Guillermo Vogel and the appointment of Ms. Molly
Montgomery as new director, each board member to serve until the next annual shareholders’ meeting that
will be convened to decide on the Company’s 2024 annual accounts. The board of directors subsequently re-
appointed Paolo Rocca as board chairman and Tenaris’s chief executive officer and Guillermo Vogel and
Germán Curá as vice chairmen of the board.
Mr. Curá was reconfirmed as the board member responsible for overseeing the development and
implementation of the Company’s strategy for climate change.
The following table sets forth the name of the Company’s current directors, their respective positions on the
board of directors, their principal occupation, their years of service as board members and their age.
Name
Position
Principal Occupation
Years as
Board
Member
Age at
December
31, 2024
Mr. Simon Ayat
Director
Director of the Company
5
70
Mr. Roberto Bonatti
(1)
Director
Director of San Faustin
22
75
Mr. Carlos Condorelli
Director
Director of the Company and Ternium
18
73
Mr. Germán Curá
Director
Director and Vice Chairman of the
Company's board of directors
7
62
Ms. Molly Montgomery
Director
Private Policy Director, Meta
1
44
Ms. Maria Novales-Flamarique
Director
Strategy Advisor
3
48
Mr. Gianfelice Mario Rocca
(1)
Director
Chairman of the board of directors of San
Faustin
22
76
Mr. Paolo Rocca
(1)
Director /
CEO
Chairman of the Company's board of
directors and Tenaris's chief executive officer
23
72
Mr. Jaime José Serra Puche
Director
Chairman of S.A.I. Derecho & Economía
22
73
Ms. Monica Tiuba
Director
Director of the Company and chairperson of
the Company's audit committee
7
46
Mr. Guillermo Vogel
Director
Director and Vice Chairman of the
Company's board of directors
22
74
(1)
Paolo Rocca and Gianfelice Mario Rocca are brothers, and Roberto Bonatti is Paolo and Gianfelice Mario Rocca’s first cousin.
Simon Ayat. Mr. Ayat is a member of the Company’s board of directors and of its audit committee. He served
as Schlumberger’s executive vice president and chief financial officer from 2007 until early 2020 and as senior
strategic advisor to the chief executive officer of Schlumberger until January 2022. Mr. Ayat has held several
financial and operational positions in Schlumberger, where he commenced his career in 1982. He was based
in Paris, Houston and Dallas, as well as in the Middle East and Far East regions, serving as group treasurer,
controller, geomarket manager for Indonesia and drilling regional vice president for Asia Pacific. Mr. Ayat is
also a member of the board of directors of Liberty Energy, a leading provider of hydraulic fracturing and
wireline services to E&P companies in North America. He is a French and Lebanese citizen.
Roberto Bonatti. Mr. Bonatti is a member of the Company’s board of directors. He is a grandson of Agostino
Rocca, founder of the Techint Group, a group of companies controlled by San Faustin. Throughout his career
in the Techint Group he has been involved specifically in the engineering and construction and corporate
sectors. He was first employed by the Techint Group in 1976, as deputy resident engineer in Venezuela. In
1984, he became a director of San Faustin, and from 2001 until 2020 he has served as its president. He is
also a member of the board of directors of Ternium. Mr. Bonatti is an Italian citizen.
Carlos Condorelli. Mr. Condorelli is a member of the Company’s board of directors. He served as the
Company’s chief financial officer from October 2002 until September 2007. He is also a board member of
Ternium. He has held several positions within Tenaris, including also the chief financial officer position in
some of the principal Tenaris Group companies and member of the Company’s audit committee between
November 1, 2017 and May 2, 2018. He also served as president of the board of directors of Empresa
Distribuidora La Plata S.A., an Argentine utilities company. Mr. Condorelli is an Argentine citizen.
Annual Report 2024
97
Germán Curá. Mr. Curá is a member of the Company’s board of directors and also holds the position of vice
chairman of the Company’s board of directors. He served as president of our operations in North America
until May 2, 2018, a position held since 2006. He was first employed by Siderca in 1988. Previously, he
served as Siderca’s exports director, Tamsa’s exports director and commercial director, sales and marketing
manager of our Middle East subsidiary, president of Algoma Tubes, president and chief executive officer of
Maverick Tubulars and president and chief executive officer of Hydril Company, director of our Oilfield
Services global business unit and Tenaris commercial director. He was also a member of the board of
directors of API and of the American Iron and Steel Institute (“AISI”). Mr. Curá currently serves as board
member of the Techouse Group, a Norwegian company delivering energy recovery and water treatment
solutions to the offshore oil and gas industry. He is a marine engineer from the Instituto Tecnológico de
Buenos Aires and holds an MBA from the Massachusetts Institute of Technology. Mr. Curá is an U.S. citizen.
Molly Montgomery. Ms. Montgomery is a member of the Company’s board of directors. She has 20 years of
experience advising senior executives and government officials on geopolitical and policy issues. She
currently serves as a Public Policy Director at Meta Platforms, Inc. In her 15-year career in the U.S.
government, her roles included serving in the White House as Special Advisor to the Vice President for
Europe and Eurasia and as the Deputy Assistant Secretary of State for the EU and Western Europe. Ms.
Montgomery was previously a senior vice president at Albright Stonebridge Group, where she advised
Fortune 500 clients on geopolitical risk, regulatory issues, and market entry and exit. She currently serves as a
member of the board of directors of the Center for European Policy Analysis and the Leadership Council for
Women in National Security. She holds a BA in History and Political Science from Stanford University, an
MPA in International Relations from Princeton University, and a life membership in the Council on Foreign
Relations. Ms. Montgomery is an U.S. citizen.
Maria Novales-Flamarique. Ms. Novales-Flamarique is a member of the Company’s board of directors. She
advises multinational institutions on a variety of strategic and transformational issues. Previously, she was
country head for Generation Mexico, an NGO founded by McKinsey & Company that transforms education-
to-employment systems to prepare, place, and support people into life-changing careers that would
otherwise be inaccessible. She was also a partner at McKinsey & Company, leading more than 50 teams
advising companies in Mexico, other Latin American countries, the United States and Europe. She began her
career in asset management at Letko, Brosseau & Associates in Montreal, Canada, and worked as an
investment banker at Citigroup Global Markets in New York City. She currently serves as an independent
director at Scotiabank Mexico, where she is a member of the Audit and Talent committees. She also sits on
advisory boards at several fintech, HRtech, insurtech start-ups and venture capital funds. She holds an MBA
from London Business School, a B.A. from HEC Montreal and is a CFA Charterholder. Ms. Novales-
Flamarique is a Canadian, Spanish, and U.S. citizen.
Gianfelice Mario Rocca. Mr. Rocca is a member of the Company’s board of directors. He is a grandson of
Agostino Rocca. He is chairman of the board of directors of San Faustin, member of the board of directors of
Ternium and president of the board of directors of Tenova S.p.A. (“Tenova”) Furthermore, in Italy he is
president of the Giorgio Cini Foundation, member of the board of Fondazione Museo della Scienza e
Tecnologia Leonardo da Vinci, and member of the board of Bocconi University and of the advisory board of
Politecnico di Milano. At international level, he is member of the European and Global Advisory Board of
Harvard Business School, member of the European Round Table of Industrialists, vice president of Aspen
Institute and member of the board of Brembo N.V. Mr. Rocca is an Italian citizen.
Paolo Rocca. Mr. Rocca is the chairman of the Company’s board of directors and has been our chief executive
officer since 2002. He is a grandson of Agostino Rocca. He is also the chairman of the board of directors of
Ternium and a director and president of San Faustin. He is a member of the executive committee of the
World Steel Association. Mr. Rocca is an Italian citizen.
Jaime José Serra Puche. Mr. Serra Puche is a member of the Company’s board of directors and of its audit
committee. He is the chairman of SAI Derecho & Economia, a Mexican consulting firm, and a member of the
board of directors of Grupo Vitro, and chairman of the board of BBVA. Mr. Serra Puche served as Mexico’s
Undersecretary of Revenue, Secretary of Trade and Industry, and Secretary of Finance. He led the negotiation
and implementation of the North America Free Trade Agreement (“NAFTA”), now replaced by the USMCA.
Mr. Serra Puche is a Mexican citizen.
Annual Report 2024
98
Monica Tiuba. Ms. Tiuba is a member of the Company’s board of directors and chairperson of its audit
committee. She is a Brazilian qualified lawyer and accountant with more than 20 years of professional
experience in Brazil and Luxembourg. She started her career at Barbosa, Mussnich & Aragão law firm in Rio
de Janeiro, Brazil, where she practiced corporate law, M&A and tax litigation. She worked in EY and PwC, in
the Brazil and Luxembourg offices, advising multinational clients, private equity houses and family offices. She
gained banking experience working as international senior wealth planner at Banque Edmond de Rothschild,
in Luxembourg. She currently serves as member of the board of directors of Investing for Development
SICAV, a Luxembourg social impact fund and of its Forest and Climate Change Fund and she was also a
member of Freyr Battery’s board of directors and chairperson of the audit and risk committee. She holds a
Master of Laws in International and Comparative Law at the Vrije Universiteit Brussel, a specialization in EU
tax law from Leiden University and a Master of Laws in international taxation from Vienna University of
Economics. Ms. Tiuba is a Brazilian and Luxembourgish citizen.
Guillermo Vogel. Mr. Vogel is a member of the Company’s board of directors and also holds the position of
vice chairman of the board. He is a notable Mexican businessperson with an extensive career in various
industries. He graduated from the Universidad Nacional Autónoma de México and also holds an MBA from
the University of Texas at Austin. Mr. Vogel has held prominent positions in several companies, showcasing
his expertise and leadership skills. He is the chairman of GCollado S.A.B. de C.V. His influence extends to
multiple organizations, as he has served as president of Canacero, the Steel Chamber in Mexico, and as vice
chairman of the American Iron and Steel Institute. Moreover, Mr. Vogel is actively involved in various other
companies and institutions. He is a board member of Techint, S.A. de C.V., Alfa S.A.B. de C.V., Banco
Santander (México) S.A., Innovare R&D, S.A., Europea Network Business Solutions S.A. de C.V., Club de
Industriales, A.C., Consejo Coordinador Empresarial, and several other organizations. His roles also include
contributions to the academic sector, as he is a member of the board of the Universidad Panamericana and
IPADE, A.C. His international presence is marked by his membership in The Trilateral Commission and the
International Board of The Manhattan School of Music. He also plays a key role in the US-Mexico CEO
Dialogue as its chairman. Vogel's career reflects a blend of leadership in business and contributions to
international relations and education. Mr. Vogel is a Mexican citizen.
Board members Ayat, Montgomery, Novales-Flamarique, Serra Puche and Tiuba qualify as independent
directors under Exchange Act Rule 10A-3(b)(1) and the Company’s articles of association. Within the
Company’s board members, only the chief executive officer is a member of our senior management, listed in
the section ”Information on the Company - Directors, Senior Management and Employees – Senior
Management”. There are no representatives of employees or other workers on the Company´s board of
directors.
Directors’ Liability
Each director must act in the interest of the Company, and in accordance with applicable laws, regulations,
and the Company’s articles of association. Directors are also bound by a general duty of care owed to the
Company.
Under the Luxembourg law of August 10, 1915, on commercial companies, as amended (the “Luxembourg
Company Law”), directors may be liable to the Company in accordance with general law for the execution of
their mandate and for any misconduct in the management of the Company’s affairs. Directors are jointly and
severally liable towards either the Company or any third parties from damages resulting from the violation of
the Luxembourg Company Law or the Company’s articles of association. Directors shall be discharged from
such liability in the case of a violation to which they were not a party provided no misconduct is attributable
to them and such violation has been reported to the first general meeting of shareholders after they have
acquired knowledge thereof.
Causes of action against directors for damages may be initiated by the Company upon a resolution of the
general shareholders’ meeting passed by a simple majority vote, irrespective of the number of shares
represented at the meeting. Causes of action against directors who misappropriate corporate assets or
commit a breach of trust may be brought by any shareholder for personal losses different from those of the
Company.
An action may also be brought against the directors on behalf of the Company by shareholders who, at the
general meeting deciding to discharge such directors or members, owned voting securities representing at
least ten percent of the votes attaching to all such securities.
Annual Report 2024
99
It is customary in Luxembourg that the shareholders expressly discharge the members of the board of
directors from any liability arising out of or in connection with the exercise of their mandate when approving
the annual accounts of the Company at the annual general shareholders meeting. However, any such
discharge will not release the directors from liability for any damage caused by unrevealed acts of
mismanagement or unrevealed breaches of the Luxembourg Company Law or the Company’s articles of
association, nor will it release directors from liability for any personal loss of the shareholders independent
and separate from losses suffered by the Company due to a breach either revealed or unrevealed of the
Luxembourg Company Law or the Company’s articles of association.
Under Luxembourg law, unless the decision of the board of directors relates to ordinary business entered into
under normal conditions, any director having a direct or indirect financial interest conflicting with that of the
Company in a transaction which has to be considered by the board of directors, must advise the board
thereof and cause a record of her/his statement to be included in the minutes of the meeting and may not
take part in the deliberations. At the next following general meeting, before any other resolution is put to
vote, a special report must be made on any transactions in which any of the directors may have had an
interest conflicting with that of the Company.
Annual Report 2024
100
Auditors
The Company’s articles of association require the appointment of an independent audit firm in accordance
with applicable law. The primary responsibility of the external auditor is to audit the Company’s annual
accounts and consolidated financial statements and to submit a report on the accounts to shareholders at the
annual shareholders’ meeting. In accordance with applicable law, statutory auditors are chosen from among
the members of the Luxembourg Institute of Independent Auditors (
Institut des réviseurs d’entreprises
). In
addition, the sustainability statement is subject to a limited assurance review by an independent auditor.
Auditors are appointed by the general shareholders’ meeting, upon recommendation from the Company’s
audit committee, through a resolution passed by a simple majority vote, irrespective of the number of shares
represented at the meeting, to serve one-year renewable terms. Auditors may be dismissed for reasonable
cause by the general shareholders’ meeting at any time. Luxembourg law does not allow directors to serve
concurrently as external auditors. As part of their duties, auditors report directly to the audit committee.
Pursuant to its charter, the Company’s audit committee is responsible for, among other things, the oversight
of the independence and performance of the Company’s external auditors. The audit committee is also
responsible to consider and make recommendations to the board of directors, to be put to shareholders for
approval at the annual general meeting of shareholders, regarding the appointment, re-appointment or
removal of the Company’s external auditors. In addition, the audit committee is responsible for reviewing the
appropriateness and provision of permitted non-audit fees and to review and approve any fees (whether for
audit, audit-related and non-audit services) payable to the Company’s external auditors. On an annual basis,
in the performance of its functions, the audit committee considers the appointment of the Company’s
external auditors and reviews, together with management and the external auditor, the audit plan, audit
related services and other non-audit services. The audit committee requests the board of directors to submit
the audit committee’s recommendation for the appointment of the Company’s external auditor for each
fiscal year and the payment of applicable fees for final approval by the general shareholders’ meeting. The
general shareholders’ meeting regularly approves audit fees and authorizes the audit committee to approve
any increase or reallocation of such audit fees as may be necessary, appropriate or desirable under the
circumstances. No services outside the scope of the audit committee’s approval can be undertaken by the
external auditor.
Following the completion of a tender process for the selection of a replacement audit firm for the year 2024,
as required under applicable EU and Luxembourg mandatory auditor rotation rules, the Company’s board of
directors, based on the audit committee’s recommendation, recommended the annual general shareholders’
meeting to appoint Ernst & Young S.A. (“EY”) as the Company’s statutory auditors for the fiscal year ended
December 31, 2024. The annual general shareholders meeting held on May 3, 2023, approved the
appointment of EY as the Company’s statutory auditor for the fiscal year 2024 and the annual general
shareholders meeting held on April 30, 2024, approved EY’s fees for the year 2024. For information on the
appointment of external auditors for the year ending December 31, 2025, please refer to “Legal and
Financial Information - Change in Registrant´s Certifying Accountant”.
PricewaterhouseCoopers, Société coopérative (“PwC”) was engaged to carry out a limited assurance review
of the non-financial information in the sustainability statement included in this annual report.
Annual Report 2024
101
Senior Management
Senior management executes the business strategies and key decisions adopted by the board of directors.
Therefore, one of the responsibilities of senior management is to oversee the implementation of the
Company’s long-term sustainability commitments and decarbonization strategy. Senior management is
responsible for the day-to-day operations of Tenaris and for overseeing support functions, as well as shaping
and communicating the Company’s management culture.
Our current senior management as of the date of this annual report consists of:
Name
Position
Age at
December 31, 2024
Mr. Paolo Rocca
Chairman and Chief Executive Officer
72
Ms. Alicia Móndolo
(1)
Chief Financial Officer
66
Mr. Gabriel Podskubka
Chief Operating Officer
51
Mr. Antonio Caprera
Chief Industrial Officer
64
Mr. Gabriel Casanova
Chief Supply Chain Officer
66
Mr. Luis Scartascini
Chief Human Resources Officer
51
Mr. Marcelo Ramos
(2)
Chief Technology Officer
61
Mr. Luca Zanotti
President, United States
57
Mr. Sergio de la Maza
President, Mexico
68
Mr. Javier Martínez Alvarez
(3)
President, Southern Cone
58
Mr. Michele Della Briotta
President, Europe
52
(1)
As of May 2, 2025, Alicia Móndolo will be replaced by Carlos Gómez Álzaga, as Chief Financial Officer.
(2)
As of April 1, 2025, Marcelo Ramos was replaced by Lucas Pigliacampo, as Chief Technology Officer.
(3)
As of April 1, 2025, Javier Martínez Alvarez was replaced by Andrea Previtali, as President, Southern Cone.
Paolo Rocca. Mr. Rocca is the Chairman of the Company’s board of directors and has been our chief
executive officer since 2002. He is a grandson of Agostino Rocca. He is also the chairman of the board of
directors of Ternium and a director and President of San Faustin. He is a member of the executive committee
of the World Steel Association. Mr. Rocca is an Italian citizen.
Alicia Móndolo. Ms. Móndolo currently serves as our Chief Financial Officer, a position she assumed in
August 2019 and, since April 2023, has also assumed responsibility over the process improvement and
information technology department. Ms. Móndolo joined the Techint Group in 1984 and has more than 35
years of experience in accounting and reporting, audit and finance. From 2010 to 2016, she served as Chief
Audit Executive of Tenaris. Previously and from 2016 to 2019, she served as financial officer in several
companies in the Techint Group. Ms. Móndolo is an Argentine and Italian citizen.
Gabriel Podskubka. Mr. Podskubka currently serves as our Chief Operating Officer, with responsibility for
coordinating the company’s sales and marketing, supply chain and production operations and product and
service development, a position he assumed in April 2023. After graduating as an industrial engineer in
Argentina, Mr. Podskubka joined Siderca in 1995 in the marketing department. He held various positions in
the marketing, commercial, and industrial areas of Tenaris until he was appointed as the head of our Eastern
European operations in 2009 and, in 2013, the president of our Eastern Hemisphere operations. Mr.
Podskubka is an Argentine citizen.
Antonio Caprera. Mr. Caprera currently serves as our Chief Industrial Officer, position he assumed in April
2017, and since July 2023, he also assumed responsibility over the quality department. He joined the
company in 1990. From 2000 to 2006 he served as quality director at Dalmine in Italy, where he later
assumed responsibilities as production director until 2012. From that year and until 2015 he served as
production director at Siderca in Argentina, after which he assumed responsibilities as global industrial
coordinator based in Mexico until March 2017. Mr. Caprera is an Italian citizen.
Gabriel Casanova. Mr. Casanova currently serves as our Chief Supply Chain Officer, with responsibility for the
execution of all contractual deliveries to customers. After graduating as a marine and mechanical engineer,
he joined Siderca’s export department in 1987. In 1995 he became Siderca’s Chief Representative in China
and from 1997 to 2009 he held several positions in the commercial area in Dalmine. In 2009 he became the
head of our supply chain network and in October 2012 he assumed his current position. Mr. Casanova is an
Argentine citizen.
Annual Report 2024
102
Luis Scartascini. Mr. Scartascini currently serves as our Chief Human Resources Officer, a position he assumed
in January, 2022. After receiving a degree in industrial engineering, he started his career in Siderca in 1997
and then moved to Houston in 2003 to be part of the company’s commercial office in the United States. In
2005 he moved back to Argentina to serve as the director of the Global Trainee program before heading to
Dubai in 2010 to lead the Middle Eastern Business Unit and later support the acquisition of Saudi Steel Pipes.
He returned to the United States in 2018 as commercial vice president and played a leading role in the
commercial integration of IPSCO. Mr. Scartascini is an Argentine and Italian citizen.
Marcelo Ramos. Mr. Ramos currently serves as our Chief Technology Officer. Previously he served as
corporate quality director and managing director of NKKTubes. He joined the Techint Group in 1987 and has
held various positions within Tenaris. He assumed his current position in April 2010. Mr. Ramos is an
Argentine citizen.
Luca Zanotti. Mr. Zanotti currently serves as president of our operations in the United States. In 2002, he
joined Exiros, the procurement company for the Techint Group, as planning and administration director. He
was later promoted to raw materials director and in July 2007 became managing director of Exiros, a position
he held until 2010. He served as regional manager Europe, and managing director of Dalmine from 2011 to
2015, when he assumed his current position. Before joining the Techint Group, he was a senior manager at
A.T. Kearney in Milan, where he worked from 1998 to 2002, and prior to that he held various business
development positions in the Far East for Lovato Electric. Mr. Zanotti is an Italian citizen.
Sergio de la Maza. Mr. de la Maza currently serves as our president, Mexico and also serves as managing
director and executive vice-president of Tamsa. He first joined Tamsa in 1980. From 1983 to 1988, Mr. de la
Maza worked in several positions in Tamsa. He then became manager of Tamsa’s new pipe factory and later
served as manufacturing manager and quality director of Tamsa. Subsequently, he was named manufacturing
director of Siderca. He assumed his current position in 2003. Mr. de la Maza is a Mexican citizen.
Javier Martínez Álvarez. Mr. Martínez Álvarez currently serves as president of our operations in the Southern
Cone, a position he assumed in June 2010, having previously served as our Andean area manager. He began
his career in the Techint Group in 1990, holding several positions including planning manager of Siderar and
commercial director of Ternium-Sidor. In 2006, he joined Tenaris as our Venezuela area manager. Mr.
Martínez Álvarez is an Argentine citizen.
Michele Della Briotta. Mr. Della Briotta currently serves as president of our operations in Europe, a position he
assumed in July 2016. He first joined Tenaris in 1997 and has worked in areas such as industrial planning,
operations, supply chain and commercial in Italy, Mexico, Argentina and the United States. Most recently he
served as Tenaris’s area manager for Romania. Mr. Della Briotta is an Italian citizen.
Carlos Gómez Álzaga. Mr. Gómez Álzaga will start serving as our Chief Financial Officer on May 2, 2025. He
joined Tenaris in 2003 and has held various positions including his current role as CFO for the Southern Cone,
where he supervises financial operations in Argentina, Brazil, Bolivia, and Chile. Previously, he served as
Economic and Financial Planning Director; CFO for Central America, overseeing financial operations in
Mexico, Colombia, Ecuador, Venezuela, and Peru; and Compliance Director. Prior to joining Tenaris, he
worked as a consultant for McKinsey & Company and as an Economic and Financial Planning Analyst for
Ternium in Argentina. Mr. Gómez Álzaga is an Argentine citizen.
Lucas Pigliacampo. Mr. Pigliacampo currently serves as our Chief Technology Officer, a position he assumed
in April 2025. He joined Tenaris in 1997 and has held predominantly technical roles within the company,
gaining experience in processes, product engineering, oilfield services, and product marketing. His previous
roles include Vice President of Oil and Gas Technologies, Global Technical Sales Director, and Product
Marketing and Applications Director, among other positions across Argentina, Canada, Italy, and the United
States. Mr. Pigliacampo is an Argentine and Italian citizen.
Andrea Previtali. Mr. Previtali currently serves as President of our operations in the Southern Cone, a position
he assumed in April 2025. Previously, he was Vice President of our global Pipelines and Services business unit.
He began his career at Tenaris in 1999, gaining experience in various areas, including strategic planning,
operations, product development, and commercial. Over the years, he has worked in Italy, Romania, Mexico,
Indonesia, Switzerland, and now Argentina. Mr. Previtali is an Italian citizen.
Annual Report 2024
103
Compensation
The compensation payable to the members of the Company’s board of directors is based on their duties and
is determined at the annual ordinary general shareholders’ meeting.
The general meeting of shareholders held on April 30, 2024, approved the compensation paid to directors for
the performance of their duties during the fiscal year ended December 31, 2024, and resolved that (i) each
director receives a fixed compensation for an amount of $115,000; (ii) each director who is also a member of
the Company’s audit committee receives an additional fee of $55,000; and (iii) the chairperson of the
Company’s audit committee receives an additional fee of $20,000. No variable compensation has been paid
or shall be payable to directors for services rendered during the year ended December 31, 2024, and no long-
term incentive or pension plan is available to directors.
The compensation paid to the Company’s managing director or chief executive officer is determined by the
board of directors, and is linked to strategic priorities and objectives, encompassing both financial and non-
financial performance. The non-financial performance priorities and objectives include the Company’s
performance in relation to its safety and decarbonization objectives. The cash compensation paid or payable
to the chief executive officer for the performance of his duties during the year ended December 31, 2024,
amounts to $9 million, of which $3 million corresponds to fixed compensation and $6 million corresponds to
variable compensation. No long-term incentive or pension plan is awarded to the chief executive officer.
The aggregate cash compensation paid to all directors and senior managers of the Company for the year
ended December 31, 2024, amounted to $33.4 million. This amount includes cash benefits paid to certain
senior managers in connection with pre-existing retirement plans. In addition, directors and senior managers
received for the year ended December 31, 2024, 448 thousand units for a total amount of $6.9 million in
connection with the employee retention and long-term incentive program described in note II.P.3
“Accounting Policies - Employee benefits - Other long-term benefits” to our audited consolidated financial
statements included in this annual report.
The amounts paid to the senior managers include bonuses as well as units awarded under the employee
retention and long-term incentive program. Bonuses and units awarded are determined in relation to the
Company’s financial performance and the achievement of targets and objectives established for each senior
manager in relation to his/her responsibilities. These targets and objectives are set by the Company’s chief
executive officer and cover all aspects of the Company’s activities and those of the respective senior manager
including sustainability targets and objectives.
The Shareholders’ Rights Law requires EU listed companies to adopt a Compensation Policy setting forth the
principles and guidelines for purposes of determining the compensation payable to the members of the
Company’s board of directors and the managing director or chief executive officer and annual Compensation
Reports describing the annual compensation paid to directors and the chief executive officer for the
performance of their duties.
The Company’s board of directors approved, at its meeting held on April 29, 2020, the Compensation Policy
of the Company, which was submitted to an advisory non-binding vote at the shareholders meeting held on
June 2, 2020, and approved by majority vote. In 2024, the Company’s board of directors and the
shareholders meeting approved certain amendments to the Compensation Policy. The Compensation Policy is
available on the Company’s website and will be periodically reviewed and submitted to the non-binding vote
of the shareholders every four years, to the extent required by Luxembourg law, or in the event of a material
amendment thereto.
In addition, on February 19, 2025, the Company’s board of directors approved the 2024 Compensation
Report, which is available on the Company’s website and will be submitted to the non-binding vote of the
shareholders at the next general meeting of shareholders scheduled to be held on May 6, 2025.
Annual Report 2024
104
Board Practices
Audit Committee
Pursuant to the Company’s articles of association, as supplemented by the audit committee’s charter, for as
long as the Company’s shares are listed on at least one regulated market, the Company must have an audit
committee composed of at least three members, the majority of whom must qualify as independent
directors, provided, however, that the composition and membership of the audit committee shall satisfy such
requirements as are applicable to, and mandatory for, audit committees of issuers such as the Company
under any law, rule or regulation applicable to the Company (including, without limitation, the applicable
laws, rules and regulations of such regulated market or markets).
Under the Company’s articles of association, an independent director is a director who:
• is not and has not been employed by us or our subsidiaries in an executive capacity for the preceding
five years;
• is not a person that controls us, directly or indirectly, and is not a member of the board of directors of
a company controlling us, directly or indirectly;
• does not have (and is not affiliated with a company or a firm that has) a significant business
relationship with us, our subsidiaries or our controlling shareholder;
• is not and has not been affiliated with or employed by a present or former auditor of us, our
subsidiaries or our controlling shareholder for the preceding five years;
and
• is not a spouse, parent, sibling or relative up to the third degree of any of the above persons.
Audit Committee’s composition - Financial Expert
The audit committee of the Company’s board of directors currently consists of three members: Mr. Simon
Ayat, Mr. Jaime José Serra Puche and Ms. Monica Tiuba, who were appointed to the audit committee by the
Company’s board of directors on April 30, 2024. As of the date of this annual report, all members of the
audit committee qualify as independent directors both for purposes of the Exchange Act Rule 10A-3(b)(1),
and under the Company’s articles of association.
The board of directors of the Company has determined that Ms. Tiuba, the committee’s chairperson, qualifies
as “audit committee financial expert” under applicable SEC rules and has competence in accounting or
auditing matters, as required by applicable Luxembourg law. In addition, the membership of the audit
committee as a whole has sufficient relevant knowledge of the business and financial experience to properly
discharge its functions. The audit committee has the authority, from time to time and as it deems necessary,
to engage persons that meet all of the attributes of a financial expert as consultants.
Audit Committee’s responsibilities
The audit committee operates under a charter amended and restated by the board of directors on October 8,
2021. The audit committee assists the board of directors in its oversight responsibilities relating to (i) the
integrity of the Company’s financial statements; (ii) the effectiveness of the Company’s systems of internal
control, risk management and internal audit over financial reporting; and (iii) the independence and
performance of the Company’s external auditors. The audit committee also performs other duties entrusted
to it by the Company’s board of directors or required to be performed by it under applicable laws and
regulations.
In addition, the audit committee is required to review and, where applicable, approve material transactions
between the Company or its subsidiaries and related parties, as provided in the Company’s articles of
association, or as may be required by any law, rule or regulation applicable to the Company, in order to
determine whether their terms are consistent with the interests of the Company and all its shareholders and
are consistent with market conditions or are otherwise fair to the Company and its subsidiaries. The
Company has adopted a Related Party Transactions Policy and Procedure setting forth the revised, updated
and consolidated guidelines and processes through which the Company identifies, approves and manages
related party transactions, seeking to assure transparency and substantial and procedural fairness of such
Annual Report 2024
105
transactions, as well as compliance with the provisions in the Company’s articles of association and the audit
committee charter relating to transactions with related parties, Luxembourg rules relating to the approval and
disclosure of material related party transactions, and Section 314.00 of the NYSE Listed Company Manual.
Under the Company’s articles of association, as supplemented by the Related Party Transactions Policy and
Procedure, a “related party” is any of the following persons: (i) any affiliate of the Company; (ii) any entity in
which a controlling person owns a substantial interest or over which a controlling person can exercise
significant influence; (iii) any unconsolidated entity in which the Company has significant influence; (iv) any
entity or individual having significant influence over the Company, or a close family member of any such
individual; (v) any individual or entity that is the beneficial owner of five percent (5%) or more of the shares
of the Company, including through the ownership of any securities representing shares of the Company; (vi)
any director or executive officer of any of the controlling persons, the Company or any of the subsidiaries, or
a close family member of any such director or executive officer; (vii) any entity in which a substantial interest
in the voting power is owned, directly or indirectly, by any person described in (iv), (v) or (vi) above or over
which such a person is able to exercise significant influence; or (viii) any entity that has a member of key
management in common with the Company or any of its subsidiaries (provided that key management
personnel includes persons having authority and responsibility for planning, directing and controlling the
activities of an entity, including directors and executive officers and close family members of any such
individuals).
With respect to the materiality threshold for review and approval of related party transactions, the
Company’s articles of association, as supplemented by the audit committee’s charter and the Related Party
Transactions Policy and Procedure, provide that the following related party transactions, which are qualified
as “Level 1” related party transactions, are subject to review by the audit committee, which shall make a
recommendation to the board of directors as to either reject or approve the proposed related party
transaction:
• any transaction between the Company or its subsidiaries with related parties (i) with an individual value
equal to or greater than $10 million, or its equivalent in other currencies, or (ii) with an individual value
lower than $10 million, or its equivalent in other currencies, when the aggregate sum reflected in the
financial statements of the four fiscal quarters preceding the date of determination of any series of
transactions for such lower value that can be deemed to be parts of a unique or single transaction (but
excluding any transactions that were reviewed and approved by Company’s audit committee or board of
directors, as applicable, or the independent members of the board of directors of any of its subsidiaries)
exceeds 1.5% of the Company’s consolidated net sales made in the fiscal year preceding the year on
which the determination is made;
and
• any corporate reorganization transaction (including a merger, spin-off or bulk transfer of a business)
affecting the Company or any of its subsidiaries for the benefit of, or involving, a related party.
In addition, any related party transaction that does not qualify as a “Level 1” related party transaction, but
which has an individual value equal to or higher than $5 million (which is the value threshold determined by
management to be material to the Company for disclosure purposes under “Related Parties Transactions” of
this annual report), qualifies as a “Level 2” related party transaction and must be reviewed by the audit
committee for purposes of making a determination as to whether any conflicts of interest exist and whether
the proposed related party transaction is consistent with the interests of the Company and all shareholders, in
order to either reject or approve the proposed transaction. Any related party transaction that is for less than
such value qualifies as a “Level 3” related party transaction and is reviewed by the Company’s related-party
transaction unit, the area within the Company responsible for centralizing and compiling the information
relating to all related party transactions and performing the review, assessment and other procedures
contemplated in the Related Party Transactions Policy and Procedure.
The audit committee has the power (to the maximum extent permitted by applicable laws) to request that the
Company or relevant subsidiary promptly provide all information necessary for the audit committee to assess
the material transactions with related parties that it is required to review. In no event may any proposed
related party transaction be entered into or otherwise be given effect unless it has been reviewed and
approved in accordance with the Related Party Transactions Policy and Procedure. Any executed transaction
that has not been duly reviewed and approved must be promptly submitted for review in accordance with
applicable procedures and, if determined appropriate, must be ratified; if the transaction is not ratified, it
must be modified to make it acceptable for ratification or it must otherwise be immediately discontinued or
rescinded.
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106
The audit committee has the authority to conduct any investigation appropriate to the fulfillment of its
responsibilities and has direct access to the Company’s external auditors as well as anyone in the Company
and, subject to applicable laws and regulations, its subsidiaries. In addition, the audit committee may engage,
at the Company’s expense, independent counsel and other internal or external advisors to review, investigate
or otherwise advise on, any matter as the committee may determine to be necessary to carry out its purposes
and responsibilities.
The audit committee is also in charge of the interpretation, implementation, control and enforcement of the
Company’s Clawback Policy (the “Clawback Policy”), which sets forth the principles for the prompt recovery
of erroneously awarded incentive-based compensation granted to certain officers of the Company in the
event of a restatement of the Company’s financial statements.
Risk Management
The Company has established a management-level critical risk committee that assists the Company’s board of
directors, the audit committee and the chief executive officer in connection with the monitoring, assessment
and review of risks to which Tenaris is exposed and in the oversight of the risk management framework and
processes, with a focus on critical risks (including accidents, cybersecurity, commercial execution,
environmental, health and safety and regulatory risks), the development of mitigating actions, and the
monitoring of action plans. The critical risk committee operates under a critical risk management revised
charter approved by the board of directors on April 26, 2023, which sets forth the roles, composition and
responsibilities of the critical risk committee. The critical risk committee assists the board of directors, the
audit committee and the chief executive officer with the oversight of the risks to which Tenaris is exposed
and monitors the risk management process, including risk mapping, mitigation and prevention, with a focus
on critical risks. The critical risk committee periodically reports to the board of directors, the audit committee
and the chief executive officer on its activities.
Risks are identified and managed by management. Risk factors are classified according to the potential area
impacted, the likelihood of their occurrence and the severity of any eventual impact. The critical risk
committee primarily focuses on risks considered critical to Tenaris’s assets, operations, reputation or that have
the potential to trigger significant liabilities. The critical risk committee facilitates the identification and
assessment of critical risks, the adoption of mitigating actions and the monitoring of action plans. Critical
risks are escalated through existing reporting lines and decisions are not dissociated from other management
decisions. For the purpose of performing the double materiality assessment (“DMA”) in connection with the
reporting of non-financial information, we have identified and assessed material topics in accordance with
the requirements of the ESRS and found the topics identified as material to Tenaris were consistent and
aligned with the risk map developed by the critical risk committee. For more information on DMA and results,
refer to “Sustainability Statement - Double Materiality Assessment”.
Annual Report 2024
107
Employees
For information on Tenaris’s employees, please refer to "Sustainability Statement – Social - Human Capital”
in this annual report.
Annual Report 2024
108
Share Ownership
To our knowledge, as of December 31, 2024, our directors and senior management owned 858,712
Company securities (in the form of shares or ADSs) which represents 0.07% of the Company’s issued share
capital and 0.08% of the voting rights.
The following table provides information regarding share ownership reported to the Company by our directors
and senior management:
Director or Officer
Number of Issued Shares Held
Guillermo Vogel
850,446
Carlos Condorelli
4,320
Gabriel Podskubka
3,946
Total
858,712
Annual Report 2024
109
Recovery of Erroneously Awarded Compensation
In 2023, the Company’s board of directors approved the Clawback Policy, in response to the requirements of
Section 303A.14 of the New York Stock Exchange Listed Company Manual, setting forth the principles for
the prompt recovery or “clawback” of erroneously awarded incentive-based compensation granted to certain
officers of the Company in the event of a restatement of the Company’s financial statements, as further
described therein. The members of senior management listed in the section “Information on the Company -
Directors, Senior Management and Employees – Senior Management”, as well as Mr. Stefano Bassi, the
Company’s global reporting senior director, are subject to the Clawback Policy.
During the fiscal year ended December 31, 2024, the Company was not required to prepare an accounting
restatement requiring recovery of erroneously awarded compensation pursuant to the Clawback Policy nor
was there any outstanding balance as of the end of the year ended December 31, 2024, of erroneously
awarded compensation to be recovered under the Clawback Policy.
Annual Report 2024
110
Major Shareholders and Related Party Transactions
Major Shareholders
The following table shows the beneficial ownership of the Company’s securities (in the form of shares or
ADSs) by (i) the Company’s major shareholders (persons or entities that have notified the Company of
holdings in excess of 5% of the Company’s issued share capital), (ii) the Company’s directors and senior
management as a group, and (iii) shares repurchased under the share buyback programs and held in treasury.
The information below is as of December 31, 2024. For more recent information on share repurchases under
the Company’s share buyback program, please refer to “Legal and Financial Information - Purchases of Equity
Securities by the Company and Affiliated Purchasers”.
Identity of Person or Group
Number of Issued Shares
Percentage of Issued Capital
San Faustin
(1)
713,605,187
61.37%
Directors and senior management as a group
858,712
0.07%
Treasury shares
(2)
78,485,337
6.75%
Public
369,808,292
31.80%
Total
1,162,757,528
100.00%
_____________________________________________________________________________________________
(1)
San Faustin owns all of its shares in the Company, representing 61.37% of the Company’s share capital and 65.81% of the voting
rights, through its wholly-owned subsidiary Techint Holdings S.à r.l, the holder of record of the above-mentioned Tenaris shares. RP
STAK held voting rights in San Faustin sufficient in number to control San Faustin. No person or group of persons controls RP STAK
(2)
Represents shares repurchased by the Company as of December 31, 2024, under its share buyback programs.
The voting rights of the Company’s major shareholders do not differ from the voting rights of other
shareholders. No shares have any special control rights. The Company’s articles of association do not contain
any provision that would have the effect of delaying, deferring or preventing a change in control of the
Company and that would operate only with respect to a merger, acquisition or corporate restructuring
involving the Company or any of its subsidiaries.
The Company does not know of any significant agreements or other arrangements to which the Company is
a party and which take effect, alter or terminate in the event of a change of control of the Company. The
Company does not know of any arrangements, the operation of which may at a later date result in a change
of control of the Company.
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111
Related Party Transactions
Tenaris is a party to several related party transactions as described in note 31 “Related party transactions” to
our consolidated financial statements included in this annual report. Material related party transactions are
subject to the review of the audit committee of the Company’s board of directors and the requirements of
Luxembourg law. For further details on the approval process for related party transactions, see “Information
on the Company - Directors, Senior Management and Employees – Board Practices”.
Purchases of Steel Products and Raw Materials
In the ordinary course of business, we purchase round steel bars, flat steel products and other raw materials
from Ternium or its subsidiaries. These purchases were made on terms no less favorable to Tenaris than terms
that could have been obtained from unrelated third parties. These transactions include:
• purchases of round steel bars made under a frame agreement for use in our seamless steel pipe
operations in Mexico did not occur in 2024, amounted to $12 million in 2023 and $111 million in
2022;
• purchases of flat steel products for use in the production of welded pipes and accessories, which
amounted to $29 million in 2024, $77 million in 2023 and $101 million in 2022;
and
• purchases of scrap and other raw materials for use in the production of seamless pipes, which
amounted to $4 million in 2024, $11 million in 2023 and $12 million in 2022.
In the ordinary course of business, we purchase flat steel products from Usiminas for use in our welded steel
pipe operations. These purchases, which were made on terms no less favorable to Tenaris than terms have
been obtained from unrelated third parties, amounted to $120 million in 2024, $225 million in 2023 and
$335 million in 2022.
Sales of Raw Materials
In the ordinary course of business, we sell ferrous scrap and other raw materials to Ternium or its subsidiaries.
These sales, which are made on similar terms and conditions as sales to other unrelated third parties,
amounted to $32 million in 2024, $40 million in 2023 and $39 million in 2022.
Purchase Agency Services and Sales of Materials
Exiros, in which we have 50% share ownership and Ternium owns the remaining 50%, provides purchase
agency services and raw materials and other products to various companies controlled by or under the
significant influence of San Faustin, including sales to Usiminas. Pursuant to the Exiros shareholders’
agreement, Tenaris recognizes Exiros’ assets, liabilities, revenue and expenses in relation to its interest in the
joint operation. Exiros’ total sales to companies controlled by, or under the significant influence of, San
Faustin totaled $57 million in 2024, $65 million in 2023 and $140 million in 2022.
Supply of Electric Energy
Techgen, which is currently owned 48% by Ternium, 30% by Tecpetrol and 22% by Tenaris, operates an
electric power plant in Pesquería, Mexico. Ternium and Tenaris currently contract 78% and 22%,
respectively, of Techgen’s power capacity. Techgen sells to third parties on behalf of Tenaris the unused
electricity that Tenaris purchased from Techgen.
Techgen net sales of electricity to Tenaris amounted to $23 million in 2024, $73 million in 2023 and $102
million in 2022.
Supply of Natural Gas
We are party to contracts with Tecpetrol relating to the supply of natural gas to our operations in Argentina.
Tecpetrol is a company controlled by San Faustin, engaged in oil and gas exploration and production and has
rights to various oil and gas fields in Argentina and elsewhere in Latin America.
Annual Report 2024
112
Tecpetrol supplies Tenaris’s Argentine subsidiaries with natural gas requirements under market conditions
and according to local regulations. Tecpetrol’s sales to Tenaris amounted to $42 million in 2024 and 2023
and $44 million in 2022.
Provision of Engineering and Labor Services
Tenaris contracts with certain companies controlled by San Faustin specialized in supplying engineering
services and non-specialist manual labor services, such as industrial cleaning, general maintenance, handling
of by-products and construction services. Fees accrued for these services in the aggregate amounted to $49
million in 2024, $69 million in 2023 and $28 million in 2022.
Sales of Steel Pipes and Sucker Rods
In the ordinary course of business, we sell steel pipes, sucker rods and related services to other companies
controlled by or under the significant influence of San Faustin. These sales, which are made principally to
companies involved in the construction of gas pipelines and to Tecpetrol and joint ventures in which
Tecpetrol participates, for its oil and gas drilling operations, are made on similar terms and conditions as sales
to unrelated third parties. Our sales of steel pipes and sucker rods as well as logistical and certain other
services to other companies controlled by or under the significant influence of San Faustin amounted to $79
million in 2024, $119 million in 2023 and $149 million in 2022.
Sales of Fracking and Coiled Tubing Services
We provide fracking and coiled tubing services to Tecpetrol and joint ventures in which Tecpetrol participates,
for its oil and gas drilling operations, which amounted to $122 million in 2024, $102 million in 2023 and
2022.
Administrative Services, Legal and Other Support Services
Finma S.A. (“Finma”), a company controlled by San Faustin in which Tenaris has a 33% interest and other
affiliates of San Faustin own the remaining shares, provides administrative and legal support services to San
Faustin’s affiliates in Argentina, including Tenaris. Fees accrued for these services amounted to $14 million in
2024, $13 million in 2023 and $14 million in 2022.
Loans to Related Parties
Tenaris financed the construction and operation of Techgen’s Pesquería project primarily in the form of
subordinated loans to Techgen. Outstanding principal amount of loans to Techgen as of December 31, 2024,
amounted to $67 million, as of December 31, 2023, amounted to $62 million and as of December 31, 2022
amounted to $58 million. These loans generated interest gains in favor of Tenaris in an amount of $6 million
in 2024 and 2023, and $4 million in 2022.
Dividends from Related Parties
Tenaris recorded dividends declared by Ternium in an amount of $71 million in 2024, $67 million in 2023
and $62 million in 2022.
Tenaris recorded dividends declared by Usiminas in an amount of $3 million in 2023 and $2 million in 2022.
Dividends to Related Parties
Tenaris distributed dividends to Techint Holdings in an amount of $478 million in 2024, $385 million in 2023
and $321 million in 2022.
Other Transactions
We entered into various contracts with Tenova (or certain of its subsidiaries), a company controlled by San
Faustin, for the provision of furnaces, spare parts, accessories and related services for our facilities. Supplies
received amounted to $28 million in 2024, $19 million in 2023 and $8 million in 2022.
Annual Report 2024
113
In addition, in the ordinary course of business, from time to time, we carry out other transactions and enter
into other arrangements with other related parties, including natural gas transport services, rental services
related to the supply of coiled tubing services and information technology services, none of which are
considered to be material.
Annual Report 2024
114
SUSTAINABILITY STATEMENT
Sustainability In Tenaris
Tenaris is a leading global manufacturer and supplier of steel pipe products and related services for the
world’s energy industry and other industrial applications. Our customers include most of the world’s leading
oil and gas companies, and we operate an integrated network of steel pipe manufacturing, research,
finishing and service facilities with industrial operations in the Americas, Europe, the Middle East, Asia and
Africa. Although our operations focus on serving the oil and gas industry, we also supply pipes and tubular
components for non-energy applications. We develop and supply products and services for low-carbon
energy applications such as geothermal wells, waste-to-energy (bio-energy) power plants, hydrogen storage
and transportation, and CCS.
Through an integrated global network of R&D, manufacturing and service facilities, and a team of around
26,000 people worldwide, we work with our customers to meet their needs in a timely manner, observing
the highest levels of product performance and reliability. Our core values of safety, health, environment,
quality and transparency guide our daily activity. They are clearly reflected in our Code of Conduct and our
Quality, Health, Safety, and Environment (“QHSE”) Policy, and are embedded in all aspects of our business
processes. This sustainability statement shows how these values translate into concrete actions and are
reflected in our performance indicators.
As a long-term project, Tenaris goes back over seven decades. Since we opened our first mill on the banks of
the Paraná River in Campana, Argentina, in the early 1950s, our prime objective has been to grow together
with the communities where we work and live. We are equally committed to providing our employees with a
safe working environment and opportunities for professional development; to minimizing our environmental
footprint and being a reliable partner for our customers. Tenaris is a signatory to the United Nations Global
Compact, a commitment to translate the Ten Principles deriving from the Universal Declaration of Human
Rights into daily business activity. Our Human Rights Policy is a pledge to conduct company operations
commensurate with human rights principles.
Although steel can be reused and recycled indefinitely, playing a key role in the development of society and
improving quality of life, the steel industry is a significant source of carbon emissions worldwide. The industry
has joined forces to promote transparent reporting and take action to reduce emissions, with Tenaris playing
a leading role in these initiatives. For the past seven years, worldsteel has named Tenaris a Sustainability
Champion for “leading the way in creating a truly sustainable steel industry and society.”
We have integrated climate change risks into our governance and business strategy and set a medium-term
target to reduce the carbon intensity of our activities by 2030 as part of our longer-term carbon neutrality
objective. As a leader in our industrial sector, we aim to be at the forefront of sector carbon performance and
initiatives to reduce emissions. A significant part of our investments goes to improving safety, reducing the
environmental impact of our operations, and advancing educational standards and opportunities in our
communities, considered critical to our long-term sustainability.
Our Health, Safety and Environment, and Quality Management systems are designed according to the latest
versions of the ISO 14001, ISO 45001 and ISO 9001 standards. Today, 83% of our production sites are
working under management systems certified according to these standards.
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115
Basis for Presentation
This sustainability statement includes the non-financial information required to be disclosed in accordance
with applicable Luxembourg law
8
and the reporting requirements regarding environmentally sustainable
economic activities (EU Taxonomy)
9
. Given the differences in the applicable legal and analytical frameworks
underlying this sustainability statement and the remainder of this annual report, we note that our approach
to disclosures included in this sustainability statement (including related annexes) differs from our approach
to the disclosures included in other sections of this annual report, as well as other disclosures we include in
financial reports (including other filings with the SEC). While this sustainability statement includes information
about sustainability topics that we believe may be important to Tenaris and our stakeholders under
Luxembourg law and the EU Taxonomy, any importance attributed to such topics or related disclosures, or
their inclusion in this sustainability report, should not be deemed to mean that such information necessarily
rises to the level of materiality applied in our financial reporting, including for purposes of complying with
U.S. securities laws and regulations or other reporting frameworks, even when we use the word "material"
or "materiality" in connection with sustainability-related topics in this document. Consistent with applicable
Luxembourg and EU law, this sustainability statement is intended to provide information from a different
perspective, and in some cases in greater detail, than is required to be included in our filings with the SEC
under U.S. securities laws and regulations. This sustainability statement is part of the 2024 annual report,
which was approved by the Company’s board of directors on April 1, 2025.
While the EU CSRD has not been transposed into national law by the Grand Duchy of Luxembourg and,
therefore, the Company is not subject to CSRD reporting requirements, this sustainability statement has been
prepared with reference to the ESRS as a framework, as issued by the European Financial Reporting Advisory
Group (“EFRAG”). This report also takes into account the reporting standards established by the Sustainability
Accounting Standards Board (“SASB”), the GHG Protocol and worldsteel, and the goals of the UN Global
Compact.
PWC has been engaged to carry out a limited review of certain selected information in this sustainability
statement, according to the Assessment Criteria described in PwC’s report. Please see “Sustainability
Statement - Annexes - Annex V: Independent Limited Assurance Report”.
For further details on the basis for preparation of this sustainability statement, please see “Sustainability
Statement - Annexes - Annex I: Sustainability Statement Accounting Policies”.
8
Article 1730-1 of the Luxembourg Law of August 10, 1915, on commercial companies, as amended, and Articles 68 and 68bis of the
Luxembourg Law of December 19, 2002, on the commercial and companies register and on the accounting records and annual accounts
of undertakings, as amended.
9
Article 8 of Regulation (EU) 2020/852 of the European Parliament and of the Council on the establishment of a framework to facilitate
sustainable investment, as supplemented by applicable Commission Delegated Regulation (EU Taxonomy).
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Policies and Procedures
The Company has adopted several policies and procedures to strengthen a corporate culture of integrity,
transparency and respect for people and the environment. Our main policies are described below. Other
policies and procedures adopted by the Company in compliance with applicable regulations are described
elsewhere in this annual report. Our main policies are available on Tenaris’s website at:
https://www.tenaris.com/en/about-us/our-policies. Information contained in or otherwise accessible through
our Internet website is not a part of this annual report.
Code of Conduct
The Company has adopted a general code of conduct incorporating guidelines and standards of integrity and
transparency applicable to all directors, officers and employees. The code of conduct was issued in 2003 and
is regularly revised and updated. As far as the nature of each relation permits, all principles detailed in the
code of conduct also apply to relations with our contractors, subcontractors, suppliers and associated
persons. The Code of Conduct expresses the Company’s fundamental vision and values with respect to
ethical behavior and transparency, and the expectations of the values and actions carried out by everyone
working for, and with, Tenaris.
The code of conduct and the code of ethics for senior financial officers are available on Tenaris’s website at:
https://www.tenaris.com/en/sustainability/governance-and-ethics/. Information contained in or otherwise
accessible through our Internet website is not a part of this annual report.
Quality, Health, Safety, and Environment Policy
Tenaris identifies the health and safety of its employees, contractors and visitors, the satisfaction of its
customers, the protection of the environment and the development of the communities where it has its
operations as integrated key drivers of its business. The Company has adopted a QHSE Policy, which is
regularly reviewed and updated to reflect excellence in all processes, products, and services with an aligned
vision that quality is Tenaris’s main competitive advantage.
Human Rights Policy
The Company has adopted a Human Rights Policy to ensure the respect and promotion of human rights
across all its operations. This policy commits Tenaris to ethical conduct aligned with international human
rights standards, including the Universal Declaration of Human Rights and the International Labour
Organization's principles. The policy prohibits child labor, forced labor, discrimination, and any form of cruel
or degrading treatment. It emphasizes the importance of dignity, equality, and the right to freedom of
association and collective bargaining. The policy applies to all employees, directors, officers, suppliers, and
third-party collaborators, requiring them to adhere to these principles and report any violations through
established channels.
Policy on Business Conduct
The Company has adopted a Policy on Business Conduct that sets forth principles and procedures designed
to ensure that Tenaris complies with the requirements of the Code of Conduct, as well as with anti-bribery
and anti-corruption laws. The policy mandates ethical conduct in all business dealings, prohibits improper
payments, and outlines certain responsibilities for directors, officers, and employees. It also includes
provisions for due diligence, internal accounting controls, permissible expenditures, and training programs to
foster a culture of compliance and integrity.
Sustainable Sourcing Policy
Tenaris has adopted a Sustainable Sourcing Policy, which sets forth certain principles that suppliers (and their
respective supply chains) are expected to abide by as a basis for sustainable development, including certain
standards followed by the Company on ethical behavior, legal compliance, and health, safety and
environmental responsibilities. This policy is in line with the principles set forth in the U.N. Sustainable
Development Goals and the Worldsteel Sustainability Charter and complements other related policies and
procedures, such as the Company’s Code of Conduct, the QHSE policy, and the Human Rights Policy, among
others.
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Code of Conduct for Suppliers
The company has adopted a Code of Conduct for Suppliers to ensure that Tenaris’s suppliers adhere to high
standards of integrity, transparency, and compliance with laws in all business dealings. This code requires
suppliers to avoid conflicts of interest, refrain from offering or accepting bribes or kickbacks, and maintain
accurate business records. It emphasizes the responsible use of Tenaris's assets and technological resources,
the protection of confidential information, and respect for intellectual property rights. It also mandates
compliance with labor and human rights standards, including the prohibition of child labor, forced labor, and
discrimination, and promotes a safe working environment to prevent accidents and injury to health.
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The Administrative and Management Bodies
For information on composition, responsibilities, practices and compensation regarding the board of
directors, the chief executive officer and senior management, please refer to “Information on the Company -
“Directors, Senior Management and Employees”, in this annual report.
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Due Diligence
Tenaris has implemented standardized policies and procedures to evaluate, prevent, mitigate and address
financial, ESG-related positive and negative impacts, and related risks and opportunities. For further
information on risk management, please see “Information on the Company - Directors, Senior Management
and Employees - Board Practices” in this annual report. Tenaris’s main policies and procedures, described in
previous section, guide our due diligence processes.
In the following chapters of this sustainability statement, you will find our objectives, actions and indicators
reflecting sustainability management and due diligence processes within Tenaris.
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Strategy and Business Model
For information on our strategy and business model, please refer to “Information on the Company - Business
Overview”, in this annual report.
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Double Materiality Assessment
Identifying and Assessing Material Impacts, Risks and Opportunities
In 2024, Tenaris performed a Double Materiality Assessment (“DMA”) to identify and assess the material ESG
topics and information to be reported in accordance with the ESRS. The findings of the DMA are consistent
and aligned with the results of the Company’s risk mapping assessment separately carried out by the
Company’s critical risk committee and the sustainability topics that the Company was already reporting. We
performed the DMA following a five-step methodology.
Identification of ESG topics and value chain mapping
We used a combination of internal and external sources which may reasonably be considered to be relevant
inasmuch as they reflect our economic, environmental and social impacts, or influence the decisions of our
stakeholders. We used peer analysis and prior materiality results based on different guidelines, including,
worldsteel, UN Global Compact, Global Reporting Initiative (“GRI”), Sustainable Accounting Standards Board
(“SASB”), and Task Force on Climate-related Financial Disclosures (“TCFD”), to ensure comprehensive
coverage.
Topics were mapped across Tenaris's value chain and validated with internal stakeholders, ensuring all
activities, relationships, and geographies were included.
Impact Materiality
The impact materiality assessment consists of identifying and evaluating actual, potential, positive and
negative impacts within each ESRS topic, based on their time horizon, severity, and likelihood of occurrence
in the case of potential impacts, as guided by the European Financial Reporting Advisory Group (“EFRAG”)
methodology.
We evaluated the severity of impacts: for positive impacts, scale and scope were assessed, while for negative
impacts, scale, scope, and remediability were considered. Each category was rated on a scale of 1 (least
severe) to 5 (most severe). For potential impacts, likelihood was also assessed, using a scale from 1 (unlikely)
to 5 (certain).
Financial Materiality
The financial materiality assessment consists in assessing risks and opportunities in terms of time horizon,
magnitude and likelihood of occurrence.
Risks and opportunities were identified for each impact determined during the impact materiality assessment.
Magnitude was assessed: for risks, this referred to the scale of damage or disruption (e.g., financial loss),
while for opportunities, it reflected the scale of potential benefits (e.g., financial gain). Finally, the likelihood
of occurrence was rated on a scale from 1 (unlikely) to 5 (certain).
Consolidation of Double Materiality Assessment results
The fourth step consisted in consolidating the results through the definition of a materiality threshold for
each impact, risk and opportunity.
Actual impacts were considered material when the average of the severity rating, i.e., scale, scope or
irremediability (for negative impacts only) exceeded a certain threshold.
For potential impacts, both severity and likelihood were considered. Severity was calculated as the average of:
scale, scope and remediability.
For risks and opportunities both magnitude and likelihood were considered.
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Stakeholder Engagement
We engaged with internal and external stakeholders to assess the importance of ESG topics through
interviews and review the DMA outcome. This process ensured alignment between the results of the
assessment and the ESG topics identified as most significant by such stakeholders.
Stakeholder engagement is an important aspect of the DMA, as relevant stakeholders can help assess and
validate the list of material topics.
Similarly, internal engagement with the undertaking’s business functions and employees also helps to assess
and validate impacts, risks and opportunities.
We use formal and informal methods to obtain feedback about material sustainability topics from our
employees, customers, suppliers, communities, investors and other key stakeholders.
A key step towards understanding the context is to identify those stakeholders who are affected, or likely to
be affected by our operations. We have identified key affected stakeholders, together with a description of
the different ways in which we engage with them.
The activities listed in the table detail the principal ways in which we obtain feedback from stakeholders on
issues related to sustainability.
Other sources include the Company’s Compliance Line, available 24/7, where stakeholders can report any
alleged breach of the Company's Code of Conduct or its principles, such as acts of corruption, fraud, theft,
and abuse or discrimination in the workplace. See “Sustainability Statement – Governance - Business
Conduct” for more information on the Company’s Compliance Line.
Stakeholder group
Engagement mechanisms
Employees
• Frequent dialogue and exchange between managers and their
teams
• Quarterly feedback check-ins
• Periodic Town Halls
• Employee Opinion and Pulse Surveys
• Performance Reviews
• Double Materiality Interviews
Suppliers
• Frequent dialogue
• Training and assistance programs
• Use of Open-es digital platform for sustainable supply chain
information exchange
• Double Materiality Interviews
Customers
• Frequent dialogue with our customers
• Satisfaction surveys
• Customer sustainability surveys of their supply chain
• Double Materiality Interviews
Investors
• Quarterly conference calls
• In-person meetings
• Quarterly anonymous feedback
• Road shows and conferences
• Sustainability questionnaires
• Investor Day
• Double Materiality Interviews
Communities
• Dialogue with the communities surrounding our major plants
• Social media
• Support for education in our communities
• Volunteering activities
• Community support
• Double Materiality Interviews
Government
• Policy compliance
• Articulation of Public-Private sector actions
Industry Associations
• Conferences
• Joint research
• Benchmarking
• Double Materiality Interviews
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Material topics
The following table summarizes our material topics and sub-topics identified as a result of our DMA:
Environment
Social
Governance
Climate change:
• Climate change adaptation
• Climate change mitigation
• Energy
Our workforce:
• Equal treatment and
opportunities for all
• Working conditions
• Other work-related rights
Business conduct:
• Corporate culture
• Corruption and bribery
• Management of relationships
with suppliers including
payment practices
• Protection of whistleblowers
Pollution:
• Pollution of air
Workers in the value chain:
• Working conditions
• Other work-related rights
Water:
• Water and marine resources
Affected communities:
• Communities' economic,
social and cultural rights
Circular Economy:
• Resource inflows
• Waste
Consumers and end users:
• Information-related
impacts for consumer
and/or end-users
• Personal safety of
consumers and/or end-
users
• Social inclusion of
consumers and/or end-
users
Innovation and technologies
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Material Impacts, Risks and Opportunities (“IROs”)
The impacts, risks and opportunities resulting from the DMA are used to inform our decisions and help us to
adapt our strategy and business model in relation to our key stakeholder groups.
The table below shows our main IROs identified for each material topic. Additionally, in each chapter of this
sustainability statement, we will elaborate on the key actions taken to address them, and the main indicators
used to track their performance.
Topic
Impacts, Risks and Opportunities
Value chain stage
Environment
Climate change
Impact of CO
2
emissions from Tenaris operations and its
value chain (Scope 1, 2 & 3)
Own operations /
Upstream
Tenaris has an energy-intensive manufacturing process
Own operations
As the shift to a low-emission economy progresses,
decreasing demand for fossil fuels could reduce the need for
pipes used in the oil and gas sector
Own operations /
Downstream
The physical risks resulting from climate change could impact
our operations
Own operations
Tenaris is developing products for low carbon applications
such as CCUS, H2 and geothermal, among others
Own operations /
Downstream
Air pollution
Through its steel manufacturing processes, Tenaris produces
emissions from particulate matters and other pollutants
Own operations
Water management
Water plays a major role in steel manufacturing process
Own operations
Circularity
Tenaris EAF steelmaking process enhances recycling of scrap
Own operations
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125
Topic
Impacts, Risks and Opportunities
Value chain stage
Social
Health and safety
Workers at Tenaris production sites face hazards, including
machinery risks, that could lead to injuries or fatalities
Own operations
Tenaris implements preventive actions to minimize health
and safety risks
Own operations
Talent attraction and
professional development
Ongoing professional development could have beneficial
impact on our employees
Own operations
Gender equality and
diversity
Impact from diversity and inclusion
Own operations
Working conditions and
work-related rights
Impact from working environment and compliance with
freedom of association regulations
Own operations
Supplier management
Impact of supply chain integration
Upstream
Communities
Drive inclusive growth and development in the communities
where we work and live
Own operations
Our customers
Through innovation and continuous improvement, Tenaris
delivers high-quality products and services that enhance
safety and efficiency
Downstream
Governance
Business conduct
Impacts from corruption and bribery in own operations and
in the value chain
Whole Value chain
Foster a corporate culture of transparency and integrity,
based on ethical behavior and compliance with the law
Own operations
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126
Environment
Commitment
To reduce our environmental footprint and contribute to global and regional goals for addressing climate
change risks along our value chain.
Objectives
• Achieve 30% reduction in the CO
2
-eq intensity of our operations by 2030 from 2018 levels and
become carbon neutral as soon as technology and market conditions allow.
• Implement CO
2
reduction opportunities along our value chain.
• Minimize particulate and other emissions at our sites.
• Strengthen the circular economy by maximizing scrap recycling and minimizing waste to landfill.
• Ensure effective water management.
• Evaluate biodiversity risks and contribute to initiatives to improve biodiversity.
Key actions
• Investments and actions for reducing environmental and carbon footprint.
• Improve material efficiency and water management.
• Engage with suppliers and customers to identify CO
2
eq reduction opportunities along our value
chain.
Steel is an essential material for our daily lives, used everywhere and for a variety of products, yet steelmaking
is a highly energy-intensive process and produces significant quantities of different emissions, including
carbon dioxide. The steel industry faces many environmental challenges and climate change is one of the
most critical.
The physical, social and financial risks of climate change, and the global challenge of lowering greenhouse
gas emissions, are pushing the steel industry to find new solutions for reducing its carbon footprint and
transitioning to a low carbon economy.
New technologies and practices bring both economic and environmental benefits, from recycling materials as
part of the circular economy, to harnessing cleaner energy.
Greater energy and material efficiency, as well as increased waste recycling and the use of renewables in
addition to innovative technologies like hydrogen, are best achieved through continued industry
collaboration. These alternatives, however, are not equally successful or feasible in all facilities due to
significant regional and site differences.
As an industry leader, Tenaris believes that its responsibility to reduce the environmental impact of its activity
is also an opportunity to embrace innovation and technological development and engage its partners in the
value chain to contribute to a cleaner future.
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127
Environmental Management System
We have implemented an Environmental Management System (“EMS”) according to ISO 14001, integrated
with the Health and Safety Management System to ensure a holistic approach to the management of all our
material impacts, risks, and opportunities related to climate change mitigation and adaptation, air pollution,
water management, chemicals, circularity and biodiversity management.
The EMS is based upon our QHSE Policy through which Tenaris aims to achieve the highest standards of
QHSE, incorporating the principles of sustainable development throughout its worldwide business. It is
certified with a multisite certification, meaning that the system designed and implemented is the same for the
whole company and, as such, has an audit system implemented that verifies not only local implementation
and performance, but also corporate oversight to the system accuracy and performance. Tenaris
communicates its policy throughout its organization, trains its employees in the appropriate use of its Quality,
Health, Safety and Environmental management systems and engages them in the regular setting, measuring
and revision of objectives.
The EMS addresses all environmental aspects from the reduction of greenhouse gas emissions, energy
efficiency, and the transition to renewable energy, pollution prevention and circularity. Tenaris has defined
and implemented global procedures to ensure that suitable communication processes are established with
contractors, visitors, local communities, and other interested parties including HSE event reporting. Our
management system establishes the requirements to report and investigate environmental incidents and is
fully integrated with our Health and Safety Management System, allowing us to identify and share lessons
learned to minimize impacts and repetitive events. The most senior level accountable for implementing our
EMS is the CEO.
We continuously analyze the environmental impact of our operations and define and implement mitigating
actions. The management system covers all our operations, including production processes, capital
expenditures, and operating practices. It involves both upstream and downstream activities, with particular
focus on our main suppliers and our oil and gas customers, as required by the ISO 14001 standard. It is
applicable globally, then specific actions are tailored to local conditions, as actions cannot be implemented in
the same manner at all sites. They depend on local conditions, infrastructure, policy considerations, processes,
among others. The policy considers the interests of employees, contractors, suppliers, and local
communities. 83% of our production sites now operate with a certified EMS according to ISO 14001. We are
working to integrate the remaining sites, including our recently acquired sites.
We cooperate with local governments on rational policies to help achieve the UN Sustainable Development
Goals. We also participate in global steel industry actions particularly through our activity within
worldsteel. We have been committed to the UN Global Compact since 2016 and disclose our progress report
on an annual basis.
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128
Climate Change
Commitment
To reduce the intensity of our CO
2
-eq emissions and reach carbon neutrality as soon as technology and
market conditions allow.
Objectives
• Achieve 30% reduction in the CO
2
-eq intensity of our operations by 2030 from 2018 levels, as a
mid-term target towards becoming carbon neutral as soon as technology and market conditions
allow.
• Identify and implement actions to reduce the intensity of CO
2
-eq emissions: e.g., increase scrap and
low-carbon electricity usage, increase energy and materials use efficiency in operations, explore
hydrogen and carbon capture techniques to progressively replace and/or abate fossil fuel use in
operations.
• Engage with suppliers to encourage production and use of more sustainable products, services and
operations.
• Offer customers products and services that help to minimize their footprint and support their own
strategies.
Tenaris recognizes the profound challenges posed by climate change, both to society at large and to our
business specifically, considering the markets in which we engage, how government regulations may
influence our operations and those of our customers, and the geographical location of our physical assets.
At the same time, climate change presents strategic opportunities not only to strengthen our market
leadership but also to explore new sales avenues.
Tenaris is committed to reducing its carbon footprint and supporting the Paris Agreement goals, having set a
mid-term intensity target that covers all our tubular operations – Scope 1, 2 and 3 for raw materials,
including purchased steel, and intermill transportation of unfinished products.
Given the relevance of climate change for the company’s overall business and strategy, our Board of Directors
approves our decarbonization and climate change strategy and reviews its progress quarterly, and a Vice
Chairman of the Board has been appointed to oversee climate-related issues. Major investments aligned with
the decarbonization strategy are presented to the Board for approval, and the Board reviews and guides the
strategy, annual budgets, and major capital expenditures related to climate change.
We regularly assess and track global progress towards the energy transition, keeping an eye on policies,
regulations, technologies and other global and national developments that could speed up or hinder the
progress of this transition in the years to come, as well as other factors that could affect or pose particular
risks to our sales and operations.
We recently conducted a climate risk assessment to better understand the long-term vulnerability of our most
relevant industrial facilities to climate effects and physical climate risk, using the Intergovernmental Panel on
Climate Change (“IPCC”) high-emissions Representative Concentration Pathway (“RCP”) 8.5 global warming
scenario, which showed no apparent undue exposure to risks for which Tenaris is unprepared.
We work closely with our customers to support their efforts to establish sustainable sourcing policies across
their supply chain, thus requiring a more detailed disclosure of climate change-related impacts.
As we pursue our strategy of decarbonizing our operations, we are exploring various options with different
partners around the world. We know that there is no single solution, as certain alternatives are better suited
to specific sites or regions based on local infrastructure and resources.
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129
EAF producer
All our steel is produced in EAF using recycled steel scrap as the primary source of metallic feedstock. We
supplement the use of steel scrap with metallics such as pig iron, direct reduced iron (“DRI”) and ferroalloys,
to meet quality, productivity and materials specifications. In Argentina, where steel scrap availability is limited,
we operate a facility to produce DRI using natural gas.
Steel produced in EAF using a high proportion of scrap in the metallic charge has a lower carbon intensity
than steel made using iron ore and metallurgical coal as primary feedstock. The average CO
2
emissions
intensity for our steel making sites is 0.9 ton CO
2
/ ton crude steel, which is less than 50% of the 1.9 ton CO
2
/
ton steel for the average global steel industry, according to worldsteel.
We also purchase steel from third-party suppliers, primarily to manufacture welded pipe products. As many
of these suppliers make steel products using iron ore and coal, the carbon emissions intensity of the pipes
made with this steel is often greater than that of those manufactured with our own steel.
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Our Decarbonization Levers and Actions
Scope
Decarbonization Levers
Description
Reducing the carbon intensity of our operations
Increased Use of Recycled
Steel Scrap
We are increasing the use of recycled steel scrap in our raw material
mix, reducing the use of pig iron without compromising product
quality.
Energy and Material
Efficiency and Process
Yield
Energy and material efficiency is a cornerstone of our industrial
culture, in which we continuously invest to improve operating
practices and efficiency in the use of resources.
Renewable Energy
Deployment
Transitioning to zero-carbon emission electricity by implementing
renewable energy projects and/ or acquiring zero-emission electricity.
Carbon Pricing and
Regulatory Compliance
We have used an internal carbon price since 2021 to evaluate
investments in projects that could contribute to decarbonize our
operations and monitor carbon pricing frameworks and trends globally
and locally to identify regulatory mechanisms and assess transition
risks and opportunities.
Adoption of New
Technologies and
Innovative Projects
We invest in best available technologies (“BAT”), seeking to
continuously modernize our facilities to improve efficiency, reduce
emissions and environmental impact, enhance safety in our
operations, and to prepare our facilities for the use of new
technologies such as hydrogen when they become commercially
available.
Training and raising
awareness
We train leaders and employees on key environmental aspects to raise
awareness and commitment towards sustainability.
Supporting the decarbonization of
our value chain
Supply Chain Optimization
Through our Rig Direct
®
service, we synchronize production schedules
and logistics to customer drilling operations, reducing inventories and
redundant operations and shortening the supply chain, thus reducing
emissions.
Supply Chain
Transparency
We engage with our suppliers to gather climate change and carbon
information about our main raw materials. This helps us include
product-specific upstream emission factors in our inventory, improve
the accuracy of our Scope 3 emissions reporting and identify
opportunities for collaboration to reduce emissions.
Alternative Steelmaking
Materials
We explore the use of alternative materials such as biomass or residues
to replace coal and biogas thus replacing fossil fuels.
Products for the Low
Carbon Energy
We invest in R&D to develop products and services that will support
the energy transition.
Reducing the carbon intensity of our operations
In February 2021, we set a medium-term target to reduce the carbon emissions intensity of our operations by
30% by the year 2030, compared to a 2018 baseline, considering Scopes 1, 2 and 3 emissions for purchased
raw materials. Within Scope 3 emissions, the target considers emissions related to raw materials and steel
purchased from third parties, by far the most relevant source of our Scope 3 emissions. The GHGs included
are CO
2
, CH
4
and N
2
O.
In February 2025, we restated the baseline for our medium-term emissions intensity reduction target, to
include (i) the expanded perimeter of our operations from the acquisitions we have made since 2018, and (ii)
intermill transportation of unfinished products, and to adopt more realistic emission factors for certain raw
materials and include previously excluded raw materials, in line with discussions held at worldsteel. In
particular, we are now including our recently acquired welded pipe operations in Saudi Arabia and pipe
coating operations. We have made these adjustments to increase reporting transparency and clarity. The net
effect of these multiple adjustments has been to increase the overall level of intensity we are reporting under
our target and for our operations, with the 2018 baseline intensity increasing to 1.54 from 1.43 tons CO
2
-eq
per ton of steel processed. Up to 2024, a 15% reduction in CO
2
-eq intensity from the revised 2018 baseline
has been achieved. For more information on the restatement of the emissions baseline please see
“Sustainability Statement - Annexes - Annex I: Sustainability Statement Accounting Policies”.
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131
Our target aligns directly with our EMS objectives of mitigating climate change impacts and promoting
sustainable practices within our operations. The target encompasses all our operational activities related to
tubular activities.
The target was set analyzing our main sources of emissions and evaluating the technologies and
modifications we could implement to define an achievable target. We evaluated our intensity and how it
compared to other competitors and steel producers. We considered also the IEA iron & steel technology
roadmap issued in 2020 in relation to the Paris agreement. Definition of the target took into consideration a
medium-term timeframe compatible with our intensity, global agreements to reduce GHG emissions,
technologies that can be implemented today at reasonable cost according to the processes we perform and
worldsteel’s sectoral approach and decarbonization pathways.
Performance against disclosed targets is monitored, reviewed and disclosed annually. Metrics used include
CO
2
emissions intensity, energy intensity, and the percentage of renewable energy use. Progress is evaluated
against initial plans, and trends or significant changes are analyzed to ensure continuous improvement.
Any changes in targets, metrics, or underlying methodologies are documented and communicated
transparently. This includes updates to significant assumptions, limitations, and data collection
processes. Please see “Sustainability Statement - Annexes - Annex I: Sustainability Statement Accounting
Policies”.
This medium-term target is a first step towards the broader objective of decarbonizing our operations and
reaching net zero carbon emissions. How long it will take to achieve this final goal depends on the
development of emerging technologies as well as market and regulatory conditions, including carbon pricing
and customer support. We are allocating substantial resources to our decarbonization strategy and will
continue to do so to strengthen our competitive position.
Million tons CO2-eq emissions: Tubular production and processing sites
2018
2019
2020
2021
2022
2023
2024
Scope 1
2.1
1.8
1.2
1.9
2.1
2.1
2.0
Scope 2
1.1
1.0
0.6
0.9
1.1
1.0
0.9
Scope 3
4.4
3.3
1.9
2.6
3.3
3.7
3.4
Scope 1 tons CO
2
-eq: direct emissions.
Scope 2 tons CO
2
-eq: market-based approach electricity emissions.
Scope 3 tons CO
2
-eq: upstream category 1 emissions and category 9 intermill transportation.
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132
The following graph shows the different decarbonization levers with which we plan to achieve our medium-
term target.
Over the past three years, we have increased capital investment in projects which contribute to our
decarbonization strategy and environmental goals. These investments accounted for 29%, 31% and 30% of
our total capital investments in 2022, 2023 and 2024, respectively, while a similar percentage is forecast for
2025. In total, our expenditure on such projects is expected to exceed $700 million over the 2022-25 period.
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133
Use of steel scrap and alternative materials
In 2024, the proportion of recycled scrap used as raw material in our steelmaking operations reached 82%,
up from 68% in 2018. The proportion of recycled scrap we can use at each facility depends on local
availability, scrap quality and the steel quality requirements of our products.
We have increased our steel’s recycling content by reducing the amount of pig iron in the metallic mix. In
2024, we substantially reached our objective of reducing the use of pig iron in our metallic charge to
minimum levels with the use of data science models to design the optimum charge to maximize scrap use
while complying with steel quality standards and meeting other performance criteria.
To secure access to scrap of the requisite quality for use in our operations at these high levels, we are
investing in various projects to improve our scrap market sourcing ability, as well as scrap-handling and
storage capabilities.
In addition to using more scrap, we are also looking at increasing the recycling mix in, and reducing carbon
emissions from, our steel furnace charge by using alternative materials where feasible. For example, our steel
shop in Romania is currently replacing part of the coal used in the steel process with recycled waste plastics,
today replacing around 30% of the coal used.
Renewable energy deployment
Following an investment of $200 million, in October 2023 we began operating a wind farm in Argentina with
an installed capacity of 103.2 MW. The power generated is delivered through the interconnected grid to our
industrial facilities in Campana, where it provides around 50% of total electric power consumption. We are
currently constructing a second wind farm in Argentina, with a $214 million investment, after winning
additional priority connection rights to the interconnected grid. This investment is expected to be operative by
the end of 2025 and its output would meet a further 30% of current energy needs at our Campana facilities
and reduce our CO
2
emissions by a further 102,500 tons per year.
Other investments in renewable energy include solar projects in Romania and Italy accounting for 30 MW
installed capacity, while in Colombia, Mexico and Romania, we are buying power from certified renewable
sources either through particular contracts or certificates. We also signed a PPA in Italy to cover a small part
of the electricity we buy. In 2024, our consumption of renewable electricity accounted for 20% of our total
electric power consumption including our own generation and purchases, up from 12% in 2023. We
continue to explore other options for renewables in the different regions where we operate.
Under a collaboration agreement between Tenaris, Snam S.p.A. –one of Europe's main energy infrastructure
operators-, and Tenova -a related company that is a leading developer and supplier of sustainable solutions
for the transition of the metallurgical industry-, our Dalmine mill has been carrying out a test of hydrogen
generation and use, with the aim of evaluating the performance and reliability of generating and using
hydrogen in the steel industry and, more generally, in hard-to-abate sectors. The goal has been to use the
hydrogen produced on site to fuel a burner recently developed by Tenova (100% H
2
ready) and installed in a
reheating furnace for seamless pipes. The trial that lasted for 6 months has helped to define safety guidelines
and plant management procedures, thus initiating the development of integrated solutions for the
implementation of this type of technology.
Energy efficiency measures
As a company dedicated to industrial excellence, prioritizing energy efficiency has long been central to our
continuous improvement efforts and our investments. Our aim is to modernize production lines and
equipment, while working continuously to improve operating practices and reduce energy and material
consumption.
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In 2024, we replaced one of our two steel furnaces at our Siderca mill in Argentina with a modern furnace
incorporating energy-efficient Consteel
®
technology. This new furnace enables the continuous charging of
scrap which is preheated with fumes produced during the melting process, thus reducing electricity, natural
gas and electrodes consumption compared to traditional batch-charging technologies. The new furnace
started to operate in September 2024 after an investment of $80 million.
We also revamped furnaces at our Italian sites and have a furnace revamping project ongoing in Sault Ste
Marie, Canada, while many other minor improvements have been implemented to reduce electricity and
natural gas consumption.
Internal carbon price and financial considerations
To facilitate the achievement of our decarbonization targets and prepare for the potential adoption of
additional carbon pricing mechanisms around the world, in 2021, we introduced an internal carbon price of a
minimum of $80/ton. This internal carbon price is primarily used to evaluate investments in projects that
could help to decarbonize our operations. The internal carbon price level was decided according to existing
local and regional carbon prices and bibliography recommending levels of carbon price to foster the adoption
of new technologies.
We also assess the future market outlook for our products, taking into account different oil and gas demand
scenarios as published by our customers, international agencies like the International Energy Agency (“IEA”),
and energy market consultancies, such as Rystad Energy (“Rystad”).
We pay particular attention to the historical record and the potential pace of change in the adoption of new
technologies, regulations and behaviors which could affect future oil and gas demand. We use these
scenarios and assessments as essential input to shape and assess our business strategy, and how we address
the risks and opportunities arising from climate change.
The transition from the current reliance on fossil fuels, including oil and gas, to cleaner alternatives is
uncertain, with a wide range of potential outcomes. This transition is further complicated by the ongoing
increase in demand for energy particularly in less developed countries.
Tenaris takes these risks into consideration when evaluating its investments in major projects and the
acquisition of equipment to produce steel pipes, factoring them into the accounting estimates and
assumptions used to assess the carrying value of its assets.
Training and raising awareness
We place significant emphasis on training and communication to foster a culture of environmental
responsibility. We train leaders and employees on key environmental aspects to raise awareness and
commitment towards sustainability. We communicate our policies throughout the organization, train
employees in the use of our EMS and engage them in setting, measuring, and revising objectives.
Supporting the decarbonization of our value chain
We work closely with our value chain to identify opportunities for reducing carbon emissions. For instance,
supply chain integration is a specific feature of our Rig Direct
®
service which aims to synchronize production
schedules and logistics with customer drilling operations, thus reducing inventories and excess materials. We
are also studying alternative steelmaking materials, such as biomass or residues to replace coal, or biogas to
replace fossil fuels.
Through our R&D and innovation efforts, we introduced Dopeless
®
threads years ago as a solution to reduce
pollution at drilling sites that is used primarily in offshore operations. Combined with our Rig Direct
®
service,
pipes arrive at the rig or port ready for immediate use, without the need for thread cleaning, inspection, and
running dopes. This technology not only streamlines operations but also enhances environmental
performance, helping our customers minimize their impact.
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Our Sustainability Sourcing Policy will help us to have a better understanding of our suppliers’ real emissions
levels in order to identify further opportunities for improvement.
During 2024, we started to use the Open-es platform, inviting a first round of suppliers to join the platform
to disclose their ESG practices. This initiative is framed within our Sustainable Sourcing Policy. We plan to
continue asking more of our suppliers to join this platform to find options to collaborate and continue
improving the sustainability performance of our value chain.
Products for the energy transition
As suppliers of tubular products and services to the energy industry, the energy transition provides us with an
opportunity to develop new products and services for potentially fast-growing segments such as hydrogen
transportation and storage, carbon capture use and storage projects, and geothermal installations. Over the
past three years, we have increased our investments in R&D in this area, as they are expected to contribute a
relevant revenue stream to the company in the future. We monitor global trends to estimate future energy
needs within the context of the energy transition, where gas transmission networks will play an important
role.
We have developed a range of materials technologies and products that have been tested for use in
hydrogen storage and transportation, CCS injection wells, and geothermal applications. Regarding hydrogen
storage and transportation, we have seen growth in demand for large, high-pressure vessels used in the build
out of hydrogen refueling stations for heavy-duty vehicles and buses. We have also seen increasing interest in
developing geothermal, waste-to-energy and CCS projects. In particular, we recently received an order from
Saudi Aramco for a CCS pipeline which will transport nine million tons of CO
2
from refinery and
petrochemical operations for storage in depleted oil fields.
Resilience and adaptation
We regularly assess the resilience of our strategy and business model in relation to climate change, covering
our own operations and including upstream and downstream value chain considerations. In addition to the
elements mentioned above, this analysis includes:
• Board Oversight and Strategic Opportunities: Our board of directors reviews the progress of our climate
change strategy quarterly. We recognize that climate change presents both challenges and strategic
opportunities, enabling us to strengthen our market leadership and explore new sales avenues.
• Global Energy Transition Monitoring: We regularly assess global progress towards the energy transition,
considering policies, regulations, technologies, and other developments that could impact our
operations. This ongoing assessment helps us stay ahead of potential risks and opportunities.
• Climate Risk & Vulnerability Assessment: We have conducted a climate risk & vulnerability assessment
using the IPCC high-emissions RCP 8.5 global warming scenario. This assessment has provided a risk map
for our main facilities, allowing us to prioritize and implement measures to increase resilience to physical
climate risks.
• Customer Collaboration: We work closely with our suppliers and customers to support their sustainable
sourcing policies, requiring detailed disclosure of climate change-related impacts. This collaboration
ensures that our supply chain aligns with broader sustainability goals.
Cumulative Locked-in GHG Emissions from Key Assets and Sold Products
We have evaluated the cumulative locked-in GHG emissions associated with our key assets from the
reporting year until 2030 and 2050. This assessment includes the sum of estimated Scopes 1 and 2 GHG
emissions over the operating lifetime of our active and planned key assets. These key assets include our
industrial facilities, and equipment that are significant sources of direct or energy-indirect GHG emissions.
Although our steel-making process is energy-intensive, we anticipate a reduction in indirect emissions as we
transition to low- or zero-emission electricity sources.
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This trend is already underway based on our projects and will be further supported by improvements in the
electricity grids across the countries where we operate. In terms of Scope 1 emissions, the most significant
contributors are those associated with natural gas use in our DRI plant, as well as the energy required to heat
and process steel for pipe production. The availability and affordability of low emission energy resources,
including CCS infrastructure and hydrogen, in quantities necessary for assuring production and at a
competitive price would be needed to unlock Scope 1 emissions.
The use of steel pipe products does not generate CO2 emissions directly, as they are a stable product. Fuel
emissions occur during the combustion of fuel, after pipes have been used for the extraction of those fuels.
Oilfield services
We recently started a relatively small business unit that is unrelated to our main businesses of manufacturing
steel pipes and other steel products, which is reported under our “Others” segment. This business unit sells
fracking and coiled tubes services to oil and gas companies operating in Argentina and involves the
generation of CO
2
-eq emissions mainly related to the use of energy to power the fracking equipment. These
operations are usually performed in remote areas without access to a grid connection with diesel used to
power equipment.
Emissions are majority of Scope 1 with a marginal participation of Scope 2 related to the power needed for
offices. These emissions are not included in our target or calculation for steel and tubular intensity.
In 2024, CO
2
-eq emissions for this business are estimated in:
Scope 1: 64,262 tons.
Scope 2: 49 tons.
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Air Quality
Commitment
To minimize emissions of fumes and particulates, contributing to good air quality in our operations and the
communities where we operate.
Objectives
• Comply with local and internal emissions requirements.
• Minimize emissions from steelmaking processes.
• Reduce volatile organic compounds (“VOC”) emissions related to our coating activities.
Apart from CO
2
-eq emissions, the steelmaking process produces emissions from particulate matter and other
pollutants that require control measures. Accordingly, we have defined corporate procedures that set strict
limits on stack emissions and define monitoring requirements. Internal procedures have been drawn up
according to the best technologies available to improve processes beyond legal compliance levels, as not all
countries where we produce have the same requirements.
In our corporate procedure on air pollution management, we set internal limits for stack emissions, especially
on particulate emissions, that are according to BATs levels and monitored with continuous monitoring
equipment that allows to track performance and identify opportunities to take preventive actions. This
pollutant is one of the most relevant in an EAF operation. Other pollutants are evaluated through spot
monitoring, also considered in our procedures and improvements are implemented when necessary.
Abnormal events are managed as incidents according to our definition, investigated and improvement actions
are defined. Please see “Sustainability Statement - Sustainability in Tenaris - Policies and Procedures”.
Preventing, remediating and addressing impacts
Our policies and procedures as well as our corporate internal targets regarding air quality align with best
available control techniques, this way ensuring that we are able to define, evaluate and implement
improvements on those criticalities going beyond legal compliance. This is applicable for air emissions
particularly concerning dust, nitrogen oxide (“NOx”) and VOCs. Our procedures consider point source
emissions, diffuse and fugitives within the scope.
We have defined corporate key performance indicators that are monitored routinely to define improvement
plans when necessary. There are global indicators, according to the criticalities internally defined and
performance is reported routinely to top management. Sites establish also their own indicators for proper
follow up of local situations.
We use BATs to reduce impact and prevent pollution. Investment projects include BAT evaluation to improve
performance beyond local compliance criteria. Changes are defined according to performance and evolution
of BATs as well as results of improvements implemented.
Our corporate and local targets plans are related to our commitment set in our QHSE policy of minimizing the
environmental footprint of our activities, products and services. Targets are followed up and monitored on
internal databases and reported to top management.
By integrating these elements into our operations, we strive to prevent incidents and emergencies and
mitigate their impact on people and the environment when they occur.
Our Actions
In the past years, we have made significant investments in controlling particulate emissions, including
upgrading systems and technology at our sites in Tamsa in Mexico, while, this year, this was reinforced in
Siderca in Argentina with the implementation of Consteel
®
technology when replacing one of our EAFs, and
the modernization of our Koppel US steel shop. Consteel
®
technology ensures better emission management,
as scrap is charged continuously without opening the top of the furnace.
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138
We are reinforcing preventive maintenance, controls and operating conditions to sustain the operation as
required.
We continuously monitor particulate material in our steel shop stacks as this is the most relevant pollutant
from the steel process in terms of air quality. Monitoring provides our maintenance areas with feedback so
they can keep bag houses operating correctly. We have set internal particulate emissions standards for these
processes.
All revamped furnaces include low NOx emission burners and new varnishing lines for pipes are using water-
based products to minimize VOC emissions. We just started to operate a new water-based varnishing line in
our SPIJ facility in Indonesia.
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Water Management
Commitment
To ensure effective management of water resources.
Objectives
• Minimize water intake, especially in water-scarce areas where we have water-intensive operations.
• Meet water discharge quality targets.
• Implement the best water-management technologies for new lines.
Water plays a major role in steel manufacturing processes, although little of it is consumed as most is reused
or returned to source. Tenaris is aware of its responsibility for managing water resources efficiently and is
constantly evaluating how best to conserve and reuse water.
Our QHSE Policy includes a commitment to reduce our environmental footprint, including the use of water,
and we have implemented procedures to ensure effective management. Our corporate strategy includes
evaluating the use of water at each place, the applicable requirements, potential sources of water, trends and
future risks for each location. Based on evaluating the situation at each location we can define improvement
opportunities for reducing the environmental pressure on water resources whether this is on the use or
quality. Our procedures cover all industrial sites and activities, products and services. Please see “Sustainability
Statement - Sustainability in Tenaris - Policies and Procedures”.
Preventing, remediating and addressing impacts
In our corporate procedure on water management, we have established comprehensive measures to ensure
the sustainable use and protection of water resources. These measures include:
• Mapping Potential Pollution Sources: We identify and map out potential sources of pollution to
proactively manage and mitigate any risks to water quality.
• Maintenance Programs for Water Treatment Systems: Regular maintenance programs are in place to
ensure that our water treatment systems are functioning effectively and efficiently.
• Monitoring Programs: Monitoring programs are implemented to track water usage and quality both
of water getting into the system and discharge, allowing us to identify any issues promptly. Our
procedure establishes pollutants of interest according to the process used at the location.
• Improvement Actions: Based on the criticalities identified through our monitoring programs, we
define and implement actions to improve water management practices.
• Water Stress Risk Evaluation: We evaluate water stress risk for each of our locations. This evaluation
helps us prioritize criticalities and establish actions to improve water management at sites facing
higher risks.
We are advancing at some sites in the metering of water use, by main processes so to be able to identify
improvement opportunities for the use of water.
Our procedure establishes a hierarchy level on the type of water to use at each location with a general
approach, that is then validated locally according to water availability and competing uses on the area which
may trigger different objectives in terms of water use.
To ensure the quality of water discharged, we regularly monitor effluent discharge to comply with local and
internal standards. The type of treatment for effluent discharge is determined by the effluent type and
destination, with most undergoing secondary physical-chemical treatments, especially in locations lacking
adequate infrastructure. Our procedure establishes recommended methods for monitoring that are then
validated according to local applicable requirements that often vary from country to country.
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We have defined metrics measuring the amount of water used per source and per ton of product. With this
metric we are able to track the use of water at every location. Locally, each site measures quality of
discharges to track compliance, based on these two main metrics we are able to set improvement actions
when problems are detected. Water stress areas and future water risk evaluations are inputs to define the
required improvement actions.
The process that is most intensive in water use is the rolling process, as water is used to cool down the pipe
during its production. In most of our sites, water is used in closed water systems, so water is recycled
internally. Discharges are monitored according to applicable legal requirements and internal procedures
which also establish limits.
We are subject to a wide range of local, state, provincial and national, laws and permit requirements
concerning water management. These are relevant inputs considered when evaluating performance and
potential improvements on water management.
When new processes are added, water used is evaluated and BATs are applied to ensure proper
management, together with consideration on the future water risks for the area.
Water-stress areas
We evaluate water stress levels at our facilities, especially those with high water-use rates for seamless pipe
making, rolling and heat treatment, as processes for welded pipe and finishing plants use less water, in
accordance with the World Resources Institute’s Aqueduct global water risk mapping tool. Only 0.6% of our
total water withdrawal is located in high to extremely-high water stress areas; 0.3% is located in medium to
high stress areas, and around 99% is located in low / low-to-medium areas. Most of our more intensive
water-use facilities lie in areas of low or medium water stress risk, according to the Aqueduct Water Risk
Atlas, and these sites currently display high recycling rates. Our water management procedures cover all
areas, including those dealing with high-water stress.
We have also incorporated tools to map and evaluate climate related risks affecting the areas where we
operate, including water related risks such as flooding or droughts, to evaluate adaptation measures that may
be required at our locations.
Oceans and seas
We have not adopted any policies specific to oceans and seas, as we do not have operations directly
impacting oceans or marine resources. However, we do acknowledge that some discharges in rivers or lakes
could eventually end up in the ocean. Our water procedures mentioned above aim at managing these risks.
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Our Actions
During the year, we modified our internal procedures to better acknowledge the potential impact of heavy
rains in different locations and we included considerations for the analysis of modified and new buildings, as
there are changes happening, we need to be prepared to collect more water in short periods of time and
manage it on our installations.
We are implementing an investment project in Sault Ste Marie to improve water treatment before discharge,
and we have another project ongoing in Bay City for doing the same. In Zalau, Romania, we implemented
improvements on water treatment, as well as in Tamsa. We have approved a project in Siderca, Argentina to
allow for a better water collection and management to reduce risk of flooding in an area of the site and also
improve treatment of particular streams.
Our products can also help our customers in their water management and use. For example, our Dopeless
®
connections require no water for cleaning threads when in the field, while a standard dope thread needs
between 10-20 liters of water per connection.
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Circularity
Commitment
To implement circular economy concepts throughout our industrial system.
Objectives
• Maximize recycling rates at our facilities.
• Maximize scrap availability and use.
• Reduce the amount of materials sent to landfill by reducing generation, reusing and recycling,
including revalorization.
• Minimize pollution.
Our QHSE Policy provides a framework for improvements in resource management, circular economy and
material efficiency. According to our management system structure and objectives, we have established
internal procedures to regulate the material, waste and chemicals management. Please see “Sustainability
Statement - Sustainability in Tenaris - Policies and Procedures”.
As a process of continuous improvement, we look for opportunities to reduce consumption, select better
materials, reuse and recycle internally or externally and finally decrease the amount of wastes generated and
sent to landfill.
Our waste management procedure sets guidelines to ensure that we minimize environmental impact and
promote sustainability. Here’s how our procedure addresses each stage:
• Prevention: we prioritize the minimization of waste generation by implementing BATs in our CAPEX
projects. This includes new manufacturing lines, processes, and revamping existing ones. We aim to
reduce waste at source in the projects we implement. We evaluate wastes generated at our normal
activities to identify waste streams looking to minimize generation.
• Preparing for Re-use: we evaluate our processes to find opportunities to re-use materials and waste,
both internally or externally in other industrial processes. Our procedure includes stringent rules for
the storage of products and wastes, which help in maintaining their quality for potential re-use.
• Recycling: we have set internal indicators, and we follow up generation of waste looking to reduce
generation, reuse them whenever possible and recycle, making disposal a last resort.
• Other Recovery: we use other recovery options, such as energy recovery, to make use of waste that
cannot be prevented, re-used, or recycled. This is part of our broader commitment to use natural
resources and energy efficiently and contribute to the circular economy.
• Disposal: we ensure that waste disposal is conducted in a manner that minimizes environmental
impact. Disposal activities are performed with authorized companies according to applicable local
requirements.
Significant resources and efforts are dedicated to identify recovery, reuse and recycling opportunities and
finally decrease the amount of waste sent to landfills.
We are committed to working with our suppliers to improve sustainable business practices, assisting them to
identify risks and opportunities, providing training, sharing knowledge and raising awareness, and, in general,
working together to improve the sustainability of our supply chain and our business.
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Our Actions
Recycling scrap
As we produce steel using EAFs, the use of recycled scrap is a key aspect of our operations. We have
implemented practices to increase the use of recycled scrap. The use of recycled scrap reduces the use of
virgin materials (like iron or coal), reduces CO
2
emissions related to the steel process and enhances circularity.
As a permanent resource, steel is fundamental to achieving a circular economy: it can be recycled infinitely
without losing any of its properties. This is a way of saving energy, in addition to iron, coal and other
materials, as well as producing less CO
2
emissions, and preventing useful material from ending up in landfill
as waste. We focus on several key areas to ensure efficient resource inflows, outflows, and circular product
design.
We rely heavily on scrap recycling which is also shown on the recycling rate for our steel which reached 82%
in 2024.
We are investing significant amounts in scrap management, particularly in Mexico, but also in Romania and
Argentina. In order to increase steel production based on scrap, internal models have been developed to
support higher use of scrap and less pig iron, while maintaining product quality. Scrap often contains
impurities, particularly copper, that pose a risk for cleaner steel production. We carefully evaluate our sources
of scrap to minimize this risk of impurities and to reduce the need for purer iron sources such as pig iron.
In Argentina, the quantity of scrap that can be sourced locally is limited. Thus, to complement locally-sourced
scrap in the steel charge, we process iron ore pellets into DRI on site using natural gas to complete the metal
charge necessary for operations.
Material management
Production phase
We are also exploring the use of alternative materials in our steel furnaces. In Romania, we are participating
in the Retrofeed program to test alternative materials for steelmaking and are now using plastic wastes to
partially replace coal. As another example, in our facility in Argentina, where we produce our own plastic
thread protectors, we have moved from 30% content of recycled plastic to 60% in average.
We reuse and recycle residue and co-products to cut waste: in 2024, our disposal amounted to 9.7%.
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We have maintained reuse and recycling rates for our co-products, with higher volumes for slag, followed by
scale and iron fines. Slag, the major waste co-product, is reused and recycled in areas such as building
materials, fillers, road surfacing, and concrete, while scale, the second co-product, is used in cement
processing or by other steel companies.
Our industrial operations in Brazil, Italy, Mexico, Romania and the UK have achieved waste recycling rates of
over 90% (excluding scrap), the result of continuous efforts to minimize waste generation and landfill as a
treatment method.
We also continue with our thread protector recycling program in many regions where we operate, reusing or
recycling plastic protectors to make new ones or other plastic products.
Use phase
During the use phase, our experts work closely with customers to maximize operational safety and minimize
environmental impact. By optimizing the use and service life of materials, we ensure that less material is
needed, transported, and handled, resulting in a lower overall impact. We have implemented recycling
services focused on plastic protectors to minimize the loss of packaging material. Recovered thread protectors
can be used to produce new protectors at our facilities, or they are cleaned, shredded and used to produce
new plastic products.
End of functional life
At the end of a product's functional life, our focus on recycling and reusing materials ensures that they are
not wasted. This approach aligns with our goal of achieving a circular economy by promoting reuse, repair,
refurbishing, remanufacture, repurposing, and recycling.
We have achieved a high level of material efficiency (a worldsteel indicator), reaching 98.8% in 2024 for our
steel sites, which is above the industry average, according to worldsteel. This efficiency is a result of our
efforts to reuse and recycle residues and co-products, thereby cutting waste.
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Biodiversity
Biodiversity has not been identified as a material topic for our company, but we acknowledge that its
connection to climate change and pollution is gaining global significance as awareness grows about the
impact of business activities and climate change on plant and animal diversity.
We are improving our management and governance approach to acknowledge and address the impacts on
biodiversity and climate change and conduct targeted activities in specific regions to engage with and
contribute to local ecosystems.
We conducted an assessment to identify if our sites are located within or close to key biodiversity areas. The
assessment was conducted for all of our steel production sites around the world as well as our downstream
processing sites on biodiversity, applying online platform on Biodiversity Risk Filter from World Wildlife Fund
(“WWF”) and Key and Protected biodiversity data.
We identified two industrial operations less than 10 km away from key biodiversity areas: Qingdao and
Calarasi. One of them is a steel shop located in Calarasi Romania that is under the European program Nature
2000. The other is located in China, where Tenaris has a finishing facility with low impact on these topics as it
is a line with low environmental risks. In Romania, the site acts as required by local authorities if endangered
species are identified within the facility on one side, and on the other the site has an implemented
environmental management system, externally certified, to ensure environmental footprint is evaluated and
key aspects are identified to be improved along the years. Affected species were identified also for other
sites, that may be close to critical areas for being known internally and to develop awareness among our
employees.
Our Actions
In Argentina, Tenaris signed an agreement with the Rewilding Argentina foundation in 2021 to work
together in partnership to conserve and restore local fauna in different projects throughout Argentina. These
include the Esteros del Ibera reserve in Northeast Argentina, El Impenetrable in the North, and two areas in
Patagonia.
Rewilding Argentina is part of the Tompkins Conservation organization, whose work in Esteros del Ibera to
create a successful conservation model was ranked by the National Geographic Society as one the top seven
best projects of its kind in 2020.
Tenaris contributes by supplying pipes to build corrals, bridges or cages to support efforts to reintroduce local
fauna such as ocelots, jaguar, giant otter and several local bird species.
In the “Ciervo de los Pantanos” National Park neighboring Siderca, Tenaris has provided support for local
technical school students to build sustainable domes aimed at encouraging schoolchildren to participate in
the educational activities organized by the National Park. At Siderca we are undertaking an evaluation of flora
in order recreate a corridor for native flora.
Other sites have implemented biodiversity initiatives, in general together with local NGOs or authorities to
better define potential contributions. For example, in the United States, our Bay City mill is developing a plan
to manage wild deer in the area while developing volunteer programs.
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EU Taxonomy (Article 8 of Regulation (EU) 2020/852)
The following information is provided in accordance with Article 8 of Regulation (EU) 2020/852 of the
European Parliament and of the Council, as supplemented by Commission Delegated Regulation (EU)
2021/2139 of 4 June 2021, Commission Delegated Regulation (EU) 2021/2178 of 6 July 2021, Commission
Delegated Regulation (EU) 2022/1214 of 9 March 2022, Commission Delegated Regulation (EU) 2023/2485
of 27 June 2023 and Commission Delegated Regulation (EU) 2023/2485 of 27 June 2023 (collectively, the
“Taxonomy Regulation”).
Tenaris’s Tubes segment includes the production and sale of both seamless and welded steel tubular products
and related services mainly for the energy industry, particularly casing and tubing, or OCTG used in oil and
gas drilling operations, and line pipe used in the transportation and processing of oil and gas as well as for
other industrial applications. Our processes include steel manufacturing and its transformation into tubular
products.
Business activities included in this segment are largely dependent on the oil and gas industry worldwide, as
this industry is a major consumer of steel pipe products.
Major oil and gas companies are adapting their strategies and increasing their investments in renewable
energies to address the energy transition while maintaining their capability to meet market demand and
reduce the emissions from their operations.
As the energy transition advances, demand for our products and services for low-carbon energy applications,
such as geothermal, hydrogen and CCS, is expected to increase, while demand for oil and gas applications
may decrease.
Additionally, as part of our efforts to address climate change, we are investing in adapting our operations in
line with our target to reduce their carbon emissions intensity rate by 30% by the year 2030, compared to a
2018 baseline.
The steel we manufacture to produce seamless pipe products is produced in EAFs using recycled steel scrap
as the primary source of metallic feedstock. Steel produced in EAFs using a high proportion of scrap in the
metallic charge has a substantially lower carbon intensity than steel produced using iron ore and metallurgical
coal as the primary feedstock.
On the other hand, to produce welded steel pipe products, we purchase steel coils and steel plates from third
parties, much of which is produced in blast furnaces.
Identification and assessment of economic activities
Taxonomy eligibility
We have examined all the economic activities carried out by Tenaris and have identified the following two
activities as taxonomy-eligible economic activities, in accordance with the Taxonomy Regulation:
1) 3.9 Manufacture of iron and steel, Nace Code C24.20 Manufacture of tubes, pipes, hollow profiles and
related fittings, of steel (“steel tubes manufacturing”);
and
2) 4.3 Electricity generation from wind power, Nace Code D35.11 Production of electricity (“wind power
electricity generation”).
Taxonomy alignment
Substantial contribution
An economic activity is taxonomy-aligned if it complies with technical screening criteria of
substantial
contribution
to one of the six environmental objectives and Do No Significant Harm (“DNSH”) of any of the
other five. Additionally, the company shall prove its alignment with the minimum safeguards.
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147
For fiscal year 2024, we have concluded that both taxonomy-eligible activities performed by Tenaris— steel
tubes manufacturing and wind power electricity generation—substantially contribute to climate change
mitigation (“CCM”) based on the technical screening criteria for substantial contributions to CCM, set forth
in the Taxonomy Regulation as described below:
Steel tubes manufacturing: According to the technical screening criteria set out in Annex I of the Commission
Delegated Regulation (EU) 2021/2139, the activity “3.9. Manufacture of iron and steel” contributes to CCM
if the activity complies with one of the following technical screening criteria:
• GHG emissions applied to electric arc furnace (EAF) high alloy steel do not exceed = 0.266116 t CO
2
-
eq product (Scopes 1 + 2),
and/or;
• Steel scrap input relative to product output is no lower than 70% for the production of high alloy
steel.
Tenaris can demonstrate compliance with the second criterion of steel scrap input relative to product output,
as it manufactures steel in EAF producing high alloy steel, and the steel scrap proportion at the consolidated
level is higher than 70%.
As explained above, we only produce steel required to manufacture our seamless steel pipe products,
whereas in order to make our welded steel pipe products, we purchase steel coils and steel plates from third
parties. Therefore, for the alignment analysis, we have excluded welded tubular products because we lack
information regarding the steel purchased from third parties, for the purposes of ensuring taxonomy
alignment.
Wind power electricity generation: this activity generates electricity from wind power and contributes to
reducing Scope 2 emissions.
Do No Significant Harm (“DNSH”)
We have analyzed the DNSH criteria for both taxonomy-eligible activities that contribute substantially to CCM
by assessing those sites where we perform those economic activities.
We have conducted an assessment of all the DNSH criteria. The rationale for our compliance with the DNSH
regarding our tubes manufacturing activities is given below.
Climate change adaptation
Regarding the DNSH for Climate Change Adaptation, a physical climate risk assessment was performed in
2023 in accordance with the Taxonomy Regulation.
The DNSH for Climate Change Adaptation requires the company to perform a Climate Risk and Vulnerability
Assessment to establish the adaptation capacity of its economic activity according to the climate scenarios
defined by the IPCC up to 2050. This assessment varies in line with the lifespan of the activity according to
the best available methodology for Climate Risk and Vulnerability Assessment.
Risk assessment is conducted by taking into consideration exposure, climate hazards, and the vulnerability of
the economic activity.
Firstly, we identified the climate risks for a selection of Tenaris’s main assets in different scenarios, and for
different time horizons. This part of the assessment also provided us with ratings for the different climate
hazards at each location.
Secondly, we selected the assets with a high level of climate hazard gravity and likelihood in accordance with
climate projections and regional scenarios. For these seamless pipe manufacturing plants, which are eligible
for EU Taxonomy, we performed a full Vulnerability Assessment.
Thirdly, we assessed the vulnerability of these assets with regard to the climate risks identified. This resulted
in a list of potential consequences arising from the climate events, and severity scores qualifying these
consequences.
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The last step consisted of building a Risk & Vulnerability Matrix to serve as a basis to determine the need for
an adaptation solution plan. Overall physical risk scores were obtained by multiplying likelihood scores
(ratings) and severity scores.
The Climate Risk & Vulnerability Assessment concludes that none of the sites requires an adaptation plan for
any of the climate risk categories under the RCP 8.5 scenario in 2050. Indeed, the highest overall physical
score is 12 (medium) for the wind risk at Tamsa.
Sustainable use and protection of water and marine resources
Tenaris has procedures in place covering water use and protection. These include mapping potential pollution
sources, implementing maintenance programs for water treatment systems, monitoring programs and
defining improvement actions depending on the criticalities identified. Water stress risk is evaluated for each
location, allowing Tenaris to prioritize criticalities for different sites and establish the definition and
implementation of actions to improve water management. Furthermore, 83% of our production sites are
working under management systems certified according to ISO standards.
Pollution prevention and control
Tenaris possesses all the requisite EU and national legal authorizations indicated for the use of chemical
substances, including some carcinogenic, mutagenic or reprotoxic (“CMR”), applicable to its manufacturing
process for seamless steel pipes according to local applicable requirements. In its current formulation,
Appendix C does not provide any concentration limits, except for point (a) and (b).
The criterion in point (g) aims to broaden the list of substances to which Appendix C potentially applies. It
seeks to identify substances—whether on their own, in mixtures or making up an article—that meet the
criteria outlined in Article 57 of Registration, Evaluation, Authorisation and Restriction of Chemicals
(“REACH”) but are not yet included in the Candidate list, which makes it challenging for Tenaris to map
unauthorized substances.
Moreover, the requisites deemed “essential for society” or of “essential use” have no legal definition. In an
official note published in December 2022, the EC claimed that it was drawing up a document to clarify the
application of the requisite in question. However, as of the date of this report, no official document has been
issued on the matter.
The compliance rationale adopted by Tenaris is aligned with one of the “essential for society” criteria
enshrined in the Montreal Protocol.
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This is the same as the one cited by the EC as reference, whereby all economically feasible steps have been
taken to minimize the essential use and any associated emission of the controlled substance.
Protection and restoration of biodiversity and ecosystems
As previously explained, 83% of our production sites, including our major sites, are working under
management systems certified according to ISO standards. Main sites were evaluated to determine if they are
located within key biodiversity areas. Our analysis showed that none of our major sites, including steel
processing and/or rolling mills lie inside these areas. The sites located near Key Biodiversity Areas have
implemented controls on environmental aspects that may impact on these aspects.
Similarly, the wind farm meets the different DNSH criteria. As it is located onshore, Tenaris is not required to
perform any assessment with regard to water protection. In terms of the circular economy objective, the wind
turbines components are durable and resistant, and their output has a material efficiency of 90%. The
components of the wind turbines are also highly recyclable. Finally, the wind farm is not located in or near
any key biodiversity area, and therefore does not require any specific assessment. However, this aspect is
included in the local environmental permits for the wind farm and a particular evaluation for potential
impacts was performed for obtaining the license for the site.
Minimum Safeguards (“MS”)
The final step for determining taxonomy alignment is compliance with minimum safeguards to ensure that
the company has adopted procedures implemented to ensure the alignment with the OECD Guidelines for
Multinational Enterprises and the UN Guiding Principles on Business and Human Rights, including the
principles and rights set out in the eight fundamental conventions identified in the Declaration of the
International Labour Organisation on Fundamental Principles and Rights at Work and the International Bill of
Human Rights.
Tenaris has adopted adequate policies and procedures to ensure that both taxonomy-eligible activities comply
with the MS.
We understand that conduct of business by our employees, officers and directors, as well as by other
participants along our value chain, plays a central role in complying with MS. Our Code of Conduct includes
provisions covering, among other topics, human rights, corruption and bribery, taxation and fair competition.
Throughout this report (in particular in our “Governance” chapter), we describe in detail our commitment,
objectives and actions to ensure a corporate culture of transparency and integrity, based on ethical behavior
and compliance with the law.
Key performance indicators (“KPIs”)
Definition and calculation of KPIs
KPIs required to be disclosed in connection with taxonomy-eligible and taxonomy-aligned activities have been
calculated based on the accounting policies applied in the consolidated financial statements, prepared in
accordance with IFRS.
Total turnover
Turnover KPIs represent the proportion of net turnover derived from products or services that are taxonomy-
eligible, and the proportion of net turnover derived from products or services that are taxonomy-aligned.
Taxonomy eligibility: all sales derived from our Tubes segment have been considered as taxonomy-eligible:
• numerator: sales derived from the Tubes segment.
• denominator: total sales as disclosed in the consolidated income statement.
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Taxonomy alignment: revenues derived from the sale of seamless tubular products have been considered
taxonomy-aligned (based on the applicable technical screening criteria). We have excluded revenues derived
from sales of welded tubular products because we lack information with respect to the steel purchased from
third parties for the production of welded pipes, for the purposes of ensuring taxonomy alignment.
• numerator: sales of seamless tubular products.
• denominator: total sales as disclosed in the consolidated income statement.
For further information on our turnover calculations, please refer to note II. S “Accounting policy – Revenue
Recognition” in our consolidated financial statements for the year ended December 31, 2024.
Capital expenditures
CapEx KPIs represent the proportion of capital expenditures in taxonomy-eligible activities and the proportion
of capital expenditures in taxonomy-aligned activities. CapEx includes taxonomy-eligible investment which is
part of a plan to upgrade a taxonomy-eligible activity into a taxonomy-aligned activity; for example, the
construction of our wind farms in Argentina.
Taxonomy eligibility:
• numerator: capital expenditures for the Tubes segment.
• denominator: aggregate capital expenditures disclosed in the consolidated statement of cash flow.
Taxonomy alignment:
• numerator: capital expenditures in our seamless tubular products production facilities plus capital
expenditures for the construction of our wind farms in Argentina, plus other investments in
environmental and energy saving projects.
• denominator: aggregate capital expenditures disclosed in the consolidated statement of cash flow.
For further information about capital expenditures calculations, please refer to “Information on the Company
– Business Overview - Capital Expenditure Program” in this annual report.
Operating expenditures
OpEx KPIs represent the proportion of operating expenditures in taxonomy-eligible activities and the
proportion of operating expenditures in taxonomy-aligned activities.
OpEx KPIs are calculated as follows:
Taxonomy eligibility:
• numerator: maintenance expenses plus research and development expenditures corresponding to the
Tubes segment cost of sales.
• denominator: maintenance expenses plus research and development expenditures on a consolidated
basis.
Taxonomy alignment:
• numerator: maintenance expenses plus research and development expenditures made at our
seamless tubular products production facilities, and at our wind farm in Argentina.
• denominator: maintenance expenses plus research and development expenditures on a consolidated
basis.
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For further information about our OpEx calculations, please refer to note II. T “Accounting policy – Cost of
sales and other selling expenses” in our consolidated financial statements for the year ended December 31,
2024.
EU Taxonomy KPIs: sales (turnover), investment expenses (CapEx) and operating expenses (OpEx).
EU Taxonomy KPIs
2024
2024
Millions of U.S. dollars
Share %
Total sales (turnover)
12,524
100%
of which taxonomy-eligible
11,907
95%
of which taxonomy-aligned
9,832
79%
Total investment expenses (CapEx)
694
100%
of which taxonomy-eligible
690
99%
of which taxonomy-aligned
553
80%
Total operating expenses (OpEx)
518
100%
of which taxonomy-eligible
498
96%
of which taxonomy-aligned
415
80%
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Substantial Contribution Criteria
DNSH criteria ('Does Not Significantly
Harm')
Economic Activities
Code
2024 Turnover
Proportion of Turnover
Climate Change Mitigation
Climate Change Adaptation
Water
Pollution
Circular Economy
Biodiversity and ecosystems
Climate Change Mitigation
Climate Change Adaptation
Water
Pollution
Circular
Economy
Biodiversity
Minimum Safeguards
Taxonomy aligned
proportion
of total Turnover,
year 2023
Category
(enabling
activity)
Category
(transitional
activity)
Turnover
Millions,
U.S.
Dollars
%
%
%
%
%
%
%
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
%
E
T
A. TAXONOMY-ELIGIBLE ACTIVITIES
95%
A.1. Environmentally sustainable activities (Taxonomy-aligned)
Manufacture of iron and steel
CCM
3.9
9,832
79%
100%
0%
0%
0%
0%
0%
Y
Y
Y
Y
Y
Y
79%
T
Turnover of environmentally sustainable
activities (Taxonomy-aligned) (A.1)
9,832
79%
79%
0%
0%
0%
0%
0%
Y
Y
Y
Y
Y
Y
Y
79%
0%
79%
A.2 Taxonomy-Eligible but not environmentally sustainable activities (not Taxonomy-aligned activities)
Manufacture of iron and steel
CCM
3.9
2,076
17%
100%
16%
Turnover of Taxonomy-eligible but not
environmentally sustainable activities (not
Taxonomy-aligned activities) (A.2)
2,076
17%
17%
16%
Total (A.1+A.2)
11,907
95%
95%
95%
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
Turnover of Taxonomy-non-eligible activities
616
5%
Total (A+B)
12,524
100%
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153
Substantial Contribution Criteria
DNSH criteria ('Does Not Significantly Harm')
Economic Activities
Code
2024 CapEx
Proportion of CapEx
Climate Change Mitigation
Climate Change Adaptation
Water
Pollution
Circular
Economy
Biodiversity and ecosystems
Climate Change Mitigation
Climate Change Adaptation
Water
Pollution
Circular Economy
Biodiversity
Minimum Safeguards
Taxonomy aligned
proportion
of total CapEx,
year 2023
Category
(enabling
activity)
Category
(transitional
activity)
CapEx
Millions,
U.S.
Dollars
%
%
%
%
%
%
%
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
%
E
T
A. TAXONOMY-ELIGIBLE ACTIVITIES
99%
A.1. CapEx of environmentally sustainable activities (Taxonomy-aligned)
Electricity generation from wind power
CCM
4.3
43
6%
100%
0%
0%
0%
0%
0%
Y
Y
Y
Y
Y
Y
16%
Manufacture of iron and steel
CCM
3.9
510
74%
100%
0%
0%
0%
0%
0%
Y
Y
Y
Y
Y
Y
61%
T
CapEx of environmentally sustainable activities
(Taxonomy-aligned) (A.1)
553
80%
80%
0%
0%
0%
0%
0%
Y
Y
Y
Y
Y
Y
Y
77%
0%
61%
A.2 Taxonomy-Eligible but not environmentally sustainable activities (not Taxonomy-aligned)
Manufacture of iron and steel
CCM
3.9
137
19%
100%
22%
CapEx of Taxonomy-eligible but not
environmentally sustainable activities (not
Taxonomy-aligned activities) (A.2)
137
19%
19%
22%
Total (A.1+A.2)
690
99%
99%
99%
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
Capex of Taxonomy-non-eligible activities
4
1%
Total (A+B)
694
100%
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154
Substantial Contribution Criteria
DNSH criteria ('Does Not Significantly
Harm')
Economic Activities
Code
2024 OpEx
Proportion of OpEx
Climate Change Mitigation
Climate Change Adaptation
Water
Pollution
Circular Economy
Biodiversity and ecosystems
Climate Change Mitigation
Climate Change Adaptation
Water
Pollution
Circular Economy
Biodiversity
Minimum Safeguards
Taxonomy aligned
proportion
of total OpEx,
year 2023
Category
(enabling
activity)
Category
(transitional
activity)
Category
(transitional
activity)
OpEx
Millions,
U.S.
Dollars
%
%
%
%
%
%
%
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
Y/N
%
%
E
T
A. TAXONOMY-ELIGIBLE ACTIVITIES
96%
A.1. Environmentally sustainable activities (Taxonomy-aligned)
Electricity generation from wind
power
CCM
4.3
22
4%
100%
0%
0%
0%
0%
0%
Y
Y
Y
Y
Y
Y
0%
-
Manufacture of iron and steel
CCM
3.9
394
76%
100%
0%
0%
0%
0%
0%
Y
Y
Y
Y
Y
Y
81%
-
T
OpEx of environmentally sustainable activities
(Taxonomy-aligned) (A.1)
415
80%
80%
0%
0%
0%
0%
0%
Y
Y
Y
Y
Y
Y
Y
81%
-
0%
81%
A.2 Taxonomy-Eligible but not environmentally sustainable activities (not Taxonomy-aligned activities)
Manufacture of iron and steel
CCM
3.9
83
16%
100%
14%
OpEx of Taxonomy-eligible but not
environmentally sustainable activities (not
Taxonomy-aligned activities) (A.2)
83
16%
16%
14%
Total (A.1+A.2)
498
96%
96%
95%
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
OpEx of Taxonomy-non-eligible activities
19
4%
Total (A+B)
518
100%
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155
Social
Human Capital
Commitment
To lead with care, providing a safe working environment built upon company core values to enable employees to
develop their skills and careers while contributing to the company’s goals.
Objectives
• Foster trust and empower employees to manage and promote change and innovation.
• Embed sustainability values through transparent and effective processes.
• Encourage continuous learning and feedback.
• Respect and promote merit, diversity and inclusion in all its forms.
Industrial excellence
At our company, industrial excellence is a core part of our identity, and this sets us apart from our competitors
and shapes every aspect of our business from a rational, value-driven perspective. We are dedicated to fostering a
community of industrial talent that shares our values and goals.
Our offer includes exposure to challenging projects, a multicultural environment, and a wealth of opportunities
for learning and professional growth.
We aim to attract individuals who possess not only excellent skills but also a profound commitment to leading
sustainable industrial projects that contribute to the well-being of society.
Policies and procedures
We have implemented policies and procedures to manage and address impacts, risks, and opportunities on our
employees, related to ethics and compliance, health and safety, working conditions, and human rights. For a
summary of our main policies and procedures, please see “Sustainability Statement - Sustainability in Tenaris -
Policies and Procedures”.
Tenaris is committed to fostering a transparent, ethical, and law-abiding corporate culture that upholds human
rights and labor rights for all workers, including employees, contractors, and agency-provided personnel.
Our Code of Conduct and Human Rights Policy outline the following key principles we uphold:
• Fostering an environment that respects the rights and dignity of all individuals.
• Prohibition of child, forced or compulsory labor, slavery, or servitude in any form.
• Prohibition of discrimination of any kind.
• Recognition of the rights to freedom of association and collective bargaining of our employees.
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156
Our Code of Conduct and Human Resources Policy prohibit any form of discrimination in employment
relationships.
At Tenaris, managing business with integrity and in compliance with the law is non-negotiable. We have a zero-
tolerance policy towards corruption and are committed to ethical business practices in all areas of operation. Our
policies, program and commitment to transparency, integrity, and ethical behavior are further detailed in our
Governance - Business conduct chapter of this sustainability statement.
Through our QHSE Policy, we are dedicated to maintaining safe and healthy workplaces and to promote wellbeing
at work. For more information on employees’ health and safety, please refer to “Sustainability Statement - Social -
Health and Safety”.
These policies and commitments are integral to our strategy and management decisions related to sustainability
and inclusion, ensuring that we create a supportive and equitable environment for all members of our workforce.
Headcount evolution
From December 2023 to December 2024, our workforce decreased by 3,260 people. Approximately half of this
reduction was due to employees who joined the company following the acquisition of Mattr’s pipe coating
business, with temporary project-based contracts that, in many cases, ended during that year. Additionally, once
functions and tasks were restructured, many of these employees left the company. This reduction in personnel
was primarily observed in Indonesia and Mexico. The other half of the reduction was a consequence of a decrease
in plant workload, resulting in a lower requirement for personnel. These changes have been necessary to maintain
operational efficiency and to adapt to changing market conditions.
During 2024, the resignation rate for professional employees went down from 4.2% to 3.8% reaching the lowest
value of the last 10 years. Overall (professional and shop floor employees), the resignation rate also decreased,
from 5.0% to 4.4%.
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157
Our Actions
Our people, their ideas, efficiency, and skills, are our most valued asset, driving innovation and business growth.
As a global industry leader, we face a world dynamic with economic and political uncertainties, technological
disruption, and trade conflict. Nurturing the competencies and determination of our teams is crucial to unlocking
a sustainable future.
Engaging with our employees
Our engagement with employees includes an effective Employee Value Proposition that embraces a safe work
environment, open dialogue throughout the organization, challenging goals and projects, competitive annual
total rewards, and career opportunities.
Frequent dialogue and exchange between managers and their teams take place through different channels,
quarterly feedback check-ins, town halls, employee opinion and pulse surveys, and performance reviews. These
methods ensure continuous and open communication with our workforce, allowing us to assess, validate, and
manage impacts, risks, and opportunities effectively.
Our CEO hosts quarterly town hall meetings open to all professional employees worldwide, where he comments
on business progress and answer questions on any topic raised by the audience. Other town halls are held
regularly by regional presidents and functional directors.
The Employee Opinion Survey (“EOS”) is carried out every two to three years, applicable to both professional and
shop floor employees. Pulse Surveys are conducted between the EOS, mainly for professional employees. These
surveys provide direct feedback from our workforce, allowing us to understand their concerns regularly.
Mechanisms for identifying and addressing concerns are accessible to the entire population without
discrimination. These include one-on-one discussions with a Human Resources Business Partner (“HRBP”), or
Employee Relations Manager, and opportunities to provide upward feedback on supervisors as part of the annual
Performance Management Process (“PMP”), where comments are reviewed by the supervisor’s manager. Internal
client-supplier feedback is also allowed. For those seeking greater confidentiality, options like the EOS are
available, along with anonymous and confidential channels, such as the Compliance Line.
Attracting talent
As a global company, we can offer career development and rotation prospects that are an attractive differential
for industrial and administrative profiles.
Our Global Trainee Program (“GTP”) is a strategic initiative that aims to cultivate the next generation of leaders by
providing training in technical and soft skills. It includes structured rotation across various roles, exposure to
industrial scenarios, and mentorship. This program emphasizes the importance of sharing company values and
learning about our culture at an early stage, ensuring that global trainees are well-integrated and aligned with our
organizational goals from the beginning.
We established a corporate university, TenarisUniversity (“TU”), in 2005, which is responsible for providing
training and development opportunities to all our employees at every stage of their career with Tenaris. Training
and professional development programs, some of which are developed in partnership with external universities,
such as Rice University in Houston, are organized with a view to promoting a corporate culture of excellence in
everything that we do and the alignment and cross-fertilization of knowledge across Tenaris. Currently, we are
focused on expanding the digital mindset and embracing new technologies to improve processes, achieve greater
efficiency, and reduce transactional tasks.
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158
Training
TU is responsible for the continuous training of all employees, including both operational and professional staff.
TU conducts various global programs for targeted audiences to develop fundamental skills for their roles, ensuring
our workforce is prepared for the evolving demands of a sustainable economy. Our programs have been
revamped to incorporate advancements in learning and technology, offering participants effective networking
opportunities and integrating peer learning communities to enhance both technical and soft skills.
As part of our structured development initiatives, we offer a series of global programs designed to strengthen
leadership and professional capabilities. The TenarisUniversity Induction Camp (“TUIC”) is the first global in-
person program, bringing together young professionals from around the world to immerse themselves in Tenaris’s
core values and processes while fostering networking and diversity. The Management Essentials program (“ME”),
delivered in a virtual format, equips new supervisors with the necessary skills and tools to navigate their first
leadership roles, emphasizing adaptive leadership and behavioral focus over purely technical knowledge. The
Management Development Program (“MDP”), conducted in person, focuses on leadership concepts and key
elements for middle management. The Advanced Management Program (“AMP”), also in person and delivered in
partnership with Rice University in Houston, US, builds on previous leadership programs and introduces strategic
concepts.
Beyond leadership programs, we offer job-specific training that is learner-centric, allowing employees to train at
their own pace and from anywhere. Our partnership with the Degreed learning platform enables users to learn,
develop, and measure their skills in line with the latest trends. In addition to mandatory and formal training,
employees have flexibility and autonomy in self-selected learning through this platform, which serves as a unified
access point for all educational content in the organization, including internal systems, external providers, and an
open ecosystem of online resources.
TU continuously reviews the content, structure, and dynamics of its programs to ensure they remain aligned with
business needs and leadership development objectives.
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159
Number of participants per training program:
Year
TUIC
ME
MDP
AMP
LP
BA
2020
-
85
49
-
-
30
2021
86
83
-
-
-
36
2022
162
77
96
-
42
33
2023
209
110
109
54
-
32
2024
221
118
115
53
-
-
TUIC: TenarisUniversity Induction Camp
ME: Management Essentials
MDP: Management Development Program
AMP: Advanced Management Program
LP: Leadership Program
BA: Business Acumen
Diversity
For Tenaris, workplace diversity is seen as a pillar for creating and maintaining a positive company culture,
contributing to productivity, employee retention, and job satisfaction. A diverse mix of ages, abilities, and
nationalities, as well as efforts to enhance gender equality, are seen as necessary to establish inclusion at all levels.
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As a company that prioritizes internal growth, we have implemented programs to foster the development of our
female talent, including long-term career planning and support. These efforts are part of our broader objectives to
foster trust, empower employees, and embed sustainability values through transparent and effective processes.
We continuously look to promote diversity and inclusion initiatives with the aim of fostering equal opportunities
for all employees. For example, there are regional programs focused on integrating individuals with disabilities
into the company. In many regions, diversity committees have been established, composed of employees from
various levels of the organization, with the goal of achieving best practices related to diversity and inclusion.
All new hired employees are trained in our Code of Conduct, which expressly forbids harassment of any kind in
the workplace. There is a protocol available in the regulatory system which promotes a work environment free of
harassment. Also, all shop floor employees and technical leaders have a mandatory training on this topic, “Positive
Workplace: How to create workplaces free of harassment”.
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Health and Safety
Commitment
To take care of our employees and contractors, looking after their safety, health and well-being, with safe and
healthy workplaces throughout our industrial and office facilities.
Objectives
• Consolidate a strong health and safety-oriented culture within the company and our value chain.
• Intensify preventive activities, particularly regarding high-risk activities.
• Promote awareness and behaviors that enhance physical and mental well-being among all employees.
• Establish a workplace free from fatalities and severe injuries.
We have implemented policies and procedures to identify and manage impacts, risks and opportunities related to
our employees and contractors, focusing on health, safety and well-being.
The health and safety (“H&S”) Management System is based upon our Quality, Health, Safety and Environment
(“QHSE”) Policy through which management and risk assessment fundamentals are integrated in all business
processes. Tenaris communicates this policy throughout its organization, trains its employees in the appropriate
use of its QHSE management system and engages them in the regular setting, measuring and revision of
objectives.
As described in the QSHE Policy, all injuries and work-related illnesses can and must be prevented. We are
committed to maintaining safe and healthy workplaces and to promote wellbeing at work and a healthy lifestyle.
We ensure that everyone is accountable to act proactively to eliminate hazards, reduce risks and identify
opportunities for improvement, and encourage an open communication with all our people and interested
parties.
Following relevant events, we develop cross-site action plans and a comprehensive preventive program to leverage
the hierarchy of risk controls.
We include all contractors working at our sites in the Tenaris Safety Management System to ensure our
prevention programs are effective. Following three fatal accidents involving contractor employees in 2023, we
revamped our Contractor HSE Management Process to ensure the integrity of all contractor personnel, defining
more stringent requirements and onsite prevention activities.
Tenaris applies its QHSE Policy across its supply chain to support sustainable development, requiring suppliers to
adhere to core safety principles, among other principles established in the Policy. Tenaris also expects these
standards to be upheld within suppliers' own supply chains.
During late 2023 Tenaris incorporated Mattr’s pipe coating facilities into its operations and is undergoing an
integration process to extend the H&S Management System to those locations.
Engaging with our employees and contractors
Tenaris is committed to training all its employees in the appropriate use of its QHSE management system,
strengthening its management through updating of professional and managerial skills, fostering diversity,
encouraging the consultation and participation of workers in issues related to health and safety and taking care of
the environment, emphasizing employee evaluation and motivation, and complying with the ethical principles
established in its Code of Conduct.
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Our Actions
Foundational priorities
Our employees’ safety and well-being are a priority, essential to our success and long-term sustainability as an
organization, and intrinsic to the relationships we build with our local communities, suppliers, customers, and
investors. As stated in our QHSE Policy, Tenaris prioritizes employee well-being by creating and maintaining a
safety culture that seeks to deliver a workplace with no fatalities or serious injuries. We are continuously
implementing initiatives to reduce the risks of complex activities by moving towards “error proof” solutions and
“fail to safe” processes.
Our QHSE Policy is available on Tenaris’s website at: www.tenaris.com/en/products-and-services/qhse-
certifications. Information contained in or otherwise accessible through our Internet website is not a part of this
annual report.
Our industrial system, operating at a high standard throughout the year, has performed well in terms of
supporting our positioning worldwide. However, a fatal event occurred at the end of 2024 involving two of our
employees. We deeply regret this loss of life and will continue reinforcing our preventive activity on high-risk
activities.
Leading a positive safety culture
Tenaris’s commitment to safety is deeply rooted in our culture, a mission to ensure an environment where every
employee feels safe, valued, and empowered to contribute. Safety practices depend on gaining insights from
everyday work, standardizing the lessons learned to prevent future incidents, and constantly enhancing control
measures to make them more effective.
We believe that quality leadership is essential to strengthening our health and safety performance and to creating
the right mindset to achieve better results. We are continually training our leaders to create “psychologically safe”
environments, where people can discuss safety issues freely and openly. Shop-floor employees are encouraged to
participate actively by pointing out unsafe conditions, sharing their views, and reporting any opportunities for
improvement identified in their area in the system.
Our leaders are tasked with promoting participation and communication, especially during instances like our Safe
Hour, where they hold conversations with shop-floor employees to better understand how tasks are carried out,
building better connections with operators on the frontline.
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The Safe Hour program is continuously being refined to encourage dialogue and comments about “work as
done” versus “work as imagined”. Operators are also invited to contribute ideas to improve working conditions.
The focus is on ensuring actions and tasks are correctly executed, publicly recognizing people for their positive
contributions to foster an environment of greater trust and collaboration.
In 2024, we continued improving how to respond to human error by changing attitudes, shifting the focus from
blaming to learning, emphasizing processes rather than people. A specific training campaign on Human and
Organizational Performance (“HOP”) was launched in the U.S., Mexico and Italy and specific local actions defined
through internal workshops.
We are currently exploring artificial intelligence solutions for video analysis using our video cameras (in compliance
with legal requirements), to help in the detection of potential high-risk situations, analyze them and define actions
to mitigate risks.
Every employee at all levels is expected to actively contribute to prevention efforts. Specific personal objectives are
defined on preventive activities to be performed in the field and we use online tools for ongoing monitoring to
support and motivate individuals to continually improve in this area. But most important we are focusing on the
quality of the preventive activity, promoting a coaching in the field done by HSE people.
Leveraging training and communications
Putting safety at the heart of industrial growth and transformation involves substantial investment in training and
communications. We believe everyone can help to prevent accidents and incidents and contribute to a culture of
excellence and responsibility.
Recognizing the crucial role played by supervisors and managers in growing a safety culture, we are now training
leaders in HOP to improve risk mitigation strategies and strengthen fail-safe capabilities. Through webinars held
initially for leaders in the U.S., Mexico and Italy, the idea is to integrate HOP principles into preventive activities.
The HOP approach centers on people and their roles, working with shop-floor employees who are closest to the
potential risks to design and test risk controls. This line of action enhances our understanding of how individuals
perform their jobs. The endgame is to build systems that are more robust and error-proof, taking into account
human error.
A specific training on ‘Root Cause Analysis’ methodology has also been launched globally with the aim to improve
the quality of our investigations and focus the discussion on “what failed” instead of “who failed”, identifying
solutions that are addressing system improvements.
We are also targeting shift leaders whose role in setting an example and transmitting knowledge is crucial to our
safety strategy. In 2024, we launched a specific plan to ensure they attend training courses of high-risk activities
(i.e. work at height) in the case one or more of their people has a certification in that subject. The objective is to
increase their knowledge so that they can perform a better preventive activity when they are in the field
supervising those activities.
As part of our drive to empower shift leaders, we are also continuing the delivery of a “Positive Approach”
training course to give them the tools they need to act as safety coaches for their teams.
We are continually refining our training courses about high-risk activities (e.g., work at height, in confined spaces,
crane and vehicle operation) for greater effectiveness, incorporating the lessons learned and examples coming
from the events that occur worldwide.
Additionally, we regularly enhance the quality and effectiveness of our communication routines with face-to-face
meetings between shift leaders and shop-floor employees. These are opportunities to exchange clear, consistent,
and relevant information on safety, quality, production, and other topics, as well receive feedback and
suggestions for improvement.
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Annual communication campaigns target best practices and highlight potential risks and hazards in the
workplace. In 2024 we focused on a specific campaign to reinforce the importance of performing a preventive
activity with quality, focusing on high risks and ensuring that the time we spend in the mill is effective in
improving the level of safety.
Effectiveness in risk reduction
We are committed to reducing the occurrence of high severity incidents, which involves developing cross-site
action plans following relevant events, and a comprehensive preventive program to leverage the hierarchy of risk
controls.
We consistently review our risk analyses at all sites, increasing operator involvement and the number of initiatives
targeting high impact areas. Our safety objectives are supported by detailed plans implemented at each site and
training and communication initiatives. The focus in on implementing robust solutions to reduce risks.
We are also continuously reviewing the risks that could lead to catastrophic consequences, performing worldwide
mapping and benchmarking in our sites and defining targeted investments to improve design and engineering at
facilities, equipment maintenance, ensuring effective alarms and control points, and reinforcing procedures and
training.
Special task forces on critical risks such as cranes and vehicles are also continuing with the aim of sharing best
practices and activities on these hazards.
We are also employing a cross-site approach to share lessons learned from critical events to prevent them
happening again. Actions include improving workplace conditions, documenting procedures, and training.
Although progress is being made, we recognize the need to be more agile in implementing similar measures on a
global scale.
Contractor safety
We include all contractors working at our sites in the Tenaris Safety Management System to ensure our
prevention programs are truly effective.
In 2024 we continued working on a specific project to improve HSE Contractors management, together with
Exiros, our procurement company. The project focuses on making our selection process more robust, ensure
adequate competence of the people performing the job, reinforce supervision during the execution phase and
review our evaluation process ensuring the safety component is adequately considered.
We are also strengthening our access control system to ensure contractors meet all the requirements before
entering our site as well as better identifying the areas where high risk activities have been performed to intensify
supervision and verification that all proper safety measures are in place.
Whitin contractors, our main focus is on Tier 1 Service Sourcing Groups for which we also conduct a formal HSE
audit to check the existence of a HSE system, and the level of development of such system.
The Health Care Project - Supporting better health
Tenaris’s comprehensive occupational health program enshrines the company’s commitment to providing a
healthy workplace, whether in the office, mill or at home when remote working.
The Health Care Project was launched as a preventive strategy to help our employees and their families to be in as
good health as possible. In the last years, medical check-ups and follow-up have been held company wide as part
of our drive to get employees to take responsibility for their own physical and mental well-being.
The check-ups also yield data enabling Tenaris to identify and improve problems statistically common to certain
groups and detect patterns for specific pathologies at regional level.
This enables medical services to identify the most relevant physical examinations for each person and develop a
personalized health management program.
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While the check-up continues on a yearly base, we started to focus attention also on defining and consolidating a
common set of company-supported health benefits aimed at encouraging physical activity, Nutrition, Anti-
Smoking programs and Mental Health, as part of a corporate well-being campaign have been rolled out at all
locations. We are also defining ways to monitor adoption to adjust further according to the needs and
preferences.
Global recognition
In 2023, we launched the “Tenaris Health and Safety Award” initiative to encourage local teams to contribute
tried-and-tested schemes to improve health and safety aspects of specific processes. The Awards are organized as
a contest, with the added incentive of presenting solutions at a global level, where the persons behind the
solutions are appropriately recognized.
The scheme is based on the ‘H&S Excellence Recognition’ done by worldsteel and the initiatives that are the
winners of the ‘Tenaris Award’ are submitted to participate to that “contest”.
We are proud that in 2024 we have been recognized for the second year in a row by worldsteel in the category of
“Occupational safety” for an initiative developed in our mill in Dalmine, Italy.
Worldsteel
We actively participate in the Safety & Health Committee (“SHCO”) of worldsteel, with the aim of sharing best
practices with other companies and define common standards for health and safety practices. In November 2024
our Health and Safety Senior Director, Riccardo Dovera, took over the position of chairman of the committee,
reinforcing even more our collaboration.
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Community Relations
Commitment
To drive inclusive growth and development in the communities where we work and live, promoting a culture that
rewards merit and encourages enterprise.
Objectives
• Contribute to improving all levels of education in our immediate and broader communities, with a focus
on technical education.
• Help preserve the identity and heritage of our communities.
• Encourage creativity and innovation through culture.
• Support our communities during crisis (health, education, humanitarian).
Tenaris emphasizes inclusive growth in its communities, focusing on education and social mobility, as highlighted
in its Code of Conduct. Through our Human Rights Policy, we foster and promote respect for the fundamental
rights and dignity of communities where we operate. For more information on our policies, please refer to
“Sustainability Statement - Sustainability in Tenaris - Policies and Procedures”.
We build long-lasting relationships with communities where we operate through proactive and open
communication. This engagement helps us understand the needs of communities where we operate and make
appropriate long-term actions.
Engaging with our communities
Throughout our history, one of the core values intrinsic to Tenaris’s heritage has been the strong relationships it
has forged with the communities where it operates. We are convinced that the sustainable growth of our
industrial project can only be achieved in tandem with progress in the communities where we live and work. Our
vision of community relations reflects the industrial values that have underpinned our activities for over 70 years.
At Tenaris, our commitment to sustainable development is reflected in our ongoing engagement with local
communities and their representatives and members. Our approach is embedded in our core values and daily
activities, ensuring that sustainability is not a separate program but an intrinsic part of our operations.
Moreover, the Compliance Line is one of our primary mechanisms for stakeholders to raise their concerns,
including communities, and it is an internally established channel designed to ensure that all reports are handled
appropriately. Our general approach to remediating our negative impacts when such cases are identified through
the Compliance Line is described in “Sustainability Statement – Governance - Business Conduct – Compliance
Line”.
Our Actions
Our community program reflects over seven decades of industrial tradition worldwide, with a special focus on
Latin America. The principle guiding our work is that an industrial project like ours can only be sustainable if
community and industry grow together. We believe that education is the key driver for individual and social
progress, and that we can and must contribute to improving the quality and inclusiveness of education in our
communities.
We have seven strategic programs that are implemented locally to fit with the needs of each community where
we operate, which are focused on education and culture. Our global education programs are named after
Roberto Rocca, one of our founders, who believed that education plays a vital role in people’s development and
that there must be synergy between industrial culture and technical education.
In 2024, Tenaris invested $17.9 million in its community relations program, complemented by a $3 million
donation made directly by a Techint Group foundation; 82 % of such amount was invested in our education
programs, benefiting more than 12,500 students.
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Educational Programs
For all levels
Our educational programs span the entire schooling cycle, from elementary to higher level, helping children to
fulfill their potential and become active contributors to society. We are convinced that access to quality education
leads to individual and collective well-being. Our programs are about developing 21
st
century skills, enabling those
taking part to transform their own reality, always imbued with a strong sense of community.
The Roberto Rocca Technical Schools Network, Roberto Rocca Technical Gene, the Roberto Rocca After School
program and Roberto Rocca Scholarships are the four global initiatives supporting education in our communities.
Roberto Rocca Technical Schools - Developing high standards of technical education
The Roberto Rocca Technical Schools network aims to level the playing field and create equal opportunities for
children to access technical education, offering scholarships to all students depending on their needs. The Roberto
Rocca Schools also offer technical courses to other schools and people in the community. In 2023, the
international organization T4 Education ranked the Argentine Roberto Rocca School among the ten most
innovative schools in the world, singling out its educational environment and active learning model.
Expanding the network
The first Roberto Rocca Technical School opened in Campana, Argentina, in 2013 and today has 452 students.
Originally built for 420 students, it was expanded in order to be able to receive 520 students. New intake rates
rose from an initial ceiling of 60 to 72 in 2024. Another focus is on encouraging women to study STEM (science,
technology, engineering, math) subjects: the percentage of female students at the Roberto Rocca Technical
School has risen from 11% in the first admissions process in 2013 to nearly 42% in 2024. Roberto Rocca Schools
network has spread to Mexico and is now expanding in Brazil through our sister company Ternium.
Students achieve high math and technical levels and over 90% continue studying at university, in many cases
being the first in their families to do so. The approach taken by the school is to offer quality education and equal
opportunities reducing the initial gap between low and high-income entry-level students over the seven years of
their schooling.
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With the aim of promoting employability, the Roberto Rocca Technical School opened as Technical Training
Center. During 2024, the proposal included technical courses such as Computer aided design and Cisco computer
network analyst and Electrical assembler. The Roberto Rocca Technical School also partners with industrial
automation companies FESTO and Siemens to certify students from other schools in Industry 4.0 knowledge and
offers Math and Language courses for all elementary school-students about to begin high school. In 2024, the
Roberto Rocca School trained over 1000 people from the local community.
We believe that gifted and committed teachers are crucial to achieving academic excellence. The continuous
training and performance evaluation of the educators of the Roberto Rocca Technical Schools allows us to ensure
quality in the implementation of the educational model. In 2024, over 2,500 hours of training were provided for
teachers and staff. We also evaluate our teachers using student feedback surveys, use of active teaching methods,
quality of their classes and assessment by the schools’ authorities.
Evaluations as a pillar of improvement
The Roberto Rocca Technical Schools network plans its actions as part of a strategy of continuous improvement to
enhance the quality of its education. It holds regular evaluations to benchmark the knowledge levels of its
students.
Regarding Mathematics and Spanish, the students take standardized tests to determine their level at the time of
entry (Starting point) and at the end (End point) of their schooling. These tests not only demonstrate the level of
academic excellence, but also that the school is effective in leveling up its students, neutralizing the effect of
socioeconomic context.
Roberto Rocca Technical School students also participate in the Math and Spanish tests held by the Austral
University to evaluate standards at private schools of a medium-high socioeconomic context. In 2024, the results
of the Roberto Rocca School students were above the average results, even considering the other schools
assessed have students from better socioeconomic backgrounds.
Every year, students, families, teachers and staff answer satisfaction surveys about school environment as a whole.
In 2024, a total of 639 people answered to the survey. The favorable rating was about 81%.
Roberto Rocca Technical Gene -
Strengthening technical education
Roberto Rocca Technical Gene contributes to bridge the gap between the knowledge and skills that students
graduating from technical schools have compared with the industry needs. The program mainly offers technical
trainings, industrial internships in our industry and modernization of school labs. Roberto Rocca Technical Gene is
present in 24 schools in 8 countries, reaching over 6,400 students and teachers.
In 2024, in Bergamo, Italy, the new headquarter of Fondazione Dalmine was inaugurated with 5 laboratories with
cutting-edge equipment in robotics and automation, to offer a series of courses that strengthen the educational
offer to technical schools. Through technical courses in collaboration with ABB, FESTO and Siemens, young
people were able to acquire the skills necessary to face the challenges of industry 4.0.
In 2024, also, over 200 students from technical schools in Bergamo, Campana, Pindamonhangaba, Veracruz and
Zárate completed their training in pneumatics, electro pneumatics, hydraulics and automation, which we
developed in partnership with FESTO and ABB; which enriches the technical qualifications of the participants and
enhances their employability in the industry.
In 2024, we opened our plants to 329 students from Campana, Pindamonhangaba, Bergamo, Veracruz and Zalău
to perform their industrial internships.
Trying to improve mathematics levels in Latin America, we designed 35 courses for teachers in the region, which
we have made available through a digital platform. During 2024, over 2,300 students and teachers from three
countries received these trainings. In Veracruz, Mexico, in the technical school ¨Conalep II¨, we have seen a
sustained improvement in the math performance of its students: their results have increased by 8% over the last
three years. During this period, teachers and students participated in the training provided by the Roberto Rocca
Technical Gene program.
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Roberto Rocca After School program - Starting at a young age
The Roberto Rocca After School program for children aged 6-15 is implemented in public primary schools
operating in a vulnerable context. The program focuses on integral development, in particular basic literacy, Math,
Science and social-emotional skills by offering extra-curricular education four days a week. The program is
underway in 11 schools in 7 countries, reaching over 1,800 students. Throughout 2024, in response to the
academic lag observed after the pandemic, the program's educational model was updated, with the aim of
reinforcing academic skills in mathematics, reading, writing, and integrate a robotics curriculum to incentive
technical education. With these changes, the Roberto Rocca After School program reaffirms its commitment to
providing students with greater opportunities to successfully transition to higher educational levels.
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Roberto Rocca Scholarships
-
Encouraging educational excellence
Launched in 1976 in Argentina, the Roberto Rocca Scholarships program encourages academic performance and
commitment among high-school and undergraduate students living in Tenaris communities. In addition to
academic excellence, the selection criteria include a socioeconomic evaluation in order to promote equal
opportunities and social mobility. In 2024, 1,941 scholarships were awarded to high performing high school
students and 494 to undergraduates studying engineering careers.
Culture and tradition
Sharing horizons and celebrating diversity
For Tenaris and its sister companies in the Techint Group, art and culture are a source of innovation as well as a
means of celebrating diversity. The contemporary art center, Fundación PROA in Argentina holds contemporary
art exhibitions and leads global film festivals in four countries. During 2024, PROA received over 95,000 in-person
visitors in Buenos Aires and together with Tenaris held Film Festivals in Campana, Houston, Blytheville, Bay City,
Zalau and Montevideo, where 5,313 spectators assisted.
In addition, Tenaris supports Galleria d’Arte Moderna e Contemporanea (“GAMEC”) in Bergamo.
The value of cultural and industrial heritage
In Italy, the Fondazione Dalmine in Bergamo has been always committed to the dissemination of industrial history
and culture for over twenty years. In addition to organizing exhibitions and activities, the Foundation's archive
houses thousands of documents that recount the history of the last century in the region.
In 2024, to honor our industrial heritage, we converted the historic Dalmine building from the mid-1920s into a
cutting-edge educational and cultural center, which was accompanied by an expansion of the educational
proposal for children and young people in the region. Almost 5,000 people visited the Fondazione since the
opening of the new headquarters. Additionally, during 2024 18,000 students attended Industrial culture
workshops on history, sustainability and media literacy, and 4,000 students attended robotics workshops and
activities.
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Our Value Chain
Commitment
To develop integrated product and service solutions to meet customer requirements for quality and performance
while enhancing safety, efficiency and reliability, and minimizing our environmental impact through the supply
chain.
Objectives
• Ensure the highest standards of quality, performance and reliability for our products and services.
• Develop and improve our product and service portfolio to match evolving customer needs and enter new
markets.
• Promote supply chain efficiency through more efficient, cleaner and simplified processes, digital
integration and the minimization of waste.
• Develop reliable and competitive value chains in the countries where we operate.
Customers
We have implemented several policies and management processes to tackle impacts, risks, and opportunities
related to our customers. These policies are designed to ensure the quality and performance of our products
and prevent, minimize and mitigate any negative effects on the health, safety, and well-being of our customers
and the environmental impact of our products on their operations, as well as to address potential concerns about
human rights.
The main policies related to end-users are:
• Quality, Health, Safety, and Environment Policy.
• Quality Management System.
• Code of Conduct and Compliance Line.
• Policy on Business Conduct.
• Human Rights Policy.
Preventing and remediating impacts
Quality, Health, Safety, and Environment standards
Our commitment to quality, health, safety, and care for the environment is an absolute one that is embedded in
our management systems. This means that our products and services are developed with a focus on reducing
safety and environmental risks. Our QHSE Management Systems cover the entire value chain, from suppliers to
customers, ensuring the proper and efficient use of our products and services in accordance with their agreed
specifications.
Our steel products (tubular products, accessories, coiled tubing, sucker rods and coating) are manufactured in
accordance with the applicable specifications of the American Petroleum Institute (“API”), the American Society
for Testing and Materials (“ASTM”), the International Standardization Organization (“ISO”), Det Norske Veritas
(“DNV”) and European Standards (“EN”), among other standards. The products must also satisfy our proprietary
standards as well as our customers’ requirements. We maintain an extensive quality control and assurance
program to guarantee that our products and services consistently meet proprietary and industry standards
bringing a high level of competitiveness.
We currently maintain, for all our manufacturing facilities and service centers, a Quality Management System
(“QMS”) certified to ISO 9001 by Lloyd’s Register Quality Assurance and API product licenses granted by API,
which are requirements for selling to the major oil and gas companies and have rigorous quality standards.
Additionally, we have certified the QMS according to API Q2 at certain locations, a certification specifically
developed for companies that offer services in the oil and gas industry.
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All of our mills involved in the manufacturing of material for the automotive market are certified according to the
standard IATF 16949 by Lloyd’s Register Quality Assurance.
In addition, the majority of our testing laboratories are certified to ISO 17025. Our QMS, based on ISO 9001, API
Q1 and API Q2 specifications, as well as IATF 16049 when applicable, guarantees that products and services
comply with customer requirements from the acquisition of raw materials to the delivery of the final product and
services. The QMS is designed to ensure the reliability and improvement of the product and the manufacturing
operations processes as well as the associated services.
In late 2023, Tenaris acquired Mattr’s pipe coating business including nine plants and world-class R&D facilities in
Canada and Norway and a wide IP/product portfolio. Its ISO 9001 certified quality management system will be
integrated to our Quality Management System by 2026.
Similarly, our operations are certified under the highest international standards for health, safety and environment
- ISO 14001 (Environment) and ISO 45001 (Health and Safety) management systems, with the majority of our sites
included.
Technical assistance and training for our end-users
To ensure optimal use and performance of our products, we provide technical assistance through dedicated on-
site support from certified field service personnel. We also provide comprehensive training programs tailored
specifically for end-users. These training sessions equip customers with essential knowledge and skills, enabling
them to operate our products effectively while adhering to safety and quality standards.
Transparency in product specifications
As an industry leader, we are committed to providing our customers transparent access to the technical
specifications of our products and to avoid misleading performance claims. We are committed to transparency in
our product specifications and performance claims, ensuring that all information provided to our clients is
accurate, clear, and readily accessible. This dedication to openness allows customers to make informed decisions
based on reliable data regarding product performance, safety, and compliance with industry standards.
Code of conduct
Our Code of Conduct establishes integrity and transparency standards for all directors, officers, and employees,
extending these principles to customer relations and business communications. A compliance line is in place
where customers can voice their concerns, with all complaints assessed by an internal audit team that reports
directly to the CEO and the audit committee of the board of directors. The Policy on Business Conduct governs
interactions with clients, aiming to minimize corruption risks and foster ethical conduct through regular risk
evaluations and compliance measures.
Human rights and privacy
Moreover, we adhere to human rights principles, including non-discrimination, through our policies and
procedures that are designed to protect such rights. We also protect the data privacy of our customers by
complying with the General Data Protection Regulation (“GDPR”) of the EU, and similar local regulations in other
countries.
Engaging with our end-users
A salient feature of our business model is to engage with, and supply our products, directly to end-users so that
we can understand more precisely their requirements and develop products and services to meet those
requirements. Communication with end-users, who comprise the vast majority of our customers, is constant and
reflected in the comprehensive services we provide with our products as well as our product development
activities. The perspectives of our end-users are thus taken into account in our decision-making processes,
including our DMA and stakeholder engagement process. This approach allows us to identify, track and manage
impacts, risks, and opportunities rapidly and effectively.
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Our business model allows us to engage constantly with our customers, maintaining a continuous and open line
of communication. All dissatisfactions relating to our products and services are recorded and addressed in
accordance with our procedure for the management of these events. In the case of concerns about ethical
behavior and human rights abuses, customers have access to our Compliance Line, which is overseen by our audit
committee comprised of independent board members. More details on this channel are available in the
Governance chapter of this sustainability statement.
Our engagement with end-users extends to our presence at the sites where they use our products - in the case of
our oil and gas customers at their drilling rigs - to which we deliver our products under our Rig Direct
®
service
model. With our Rig Direct
®
service, we deliver pipes ready to be run downhole by the drilling rig, along with
services designed to enhance safety, reduce environmental impact, and increase operational efficiency by
minimizing pipe handling and on-site personnel requirements. Additionally, Rig Direct
®
integrates supply chain
and administrative tasks while offering digital services that ensure full traceability of each pipe’s technical
properties and characteristics.
Additionally, every two years we perform an extensive customer satisfaction survey, of customers representing a
large majority of our sales, with over 1,000 responses from persons responsible for (a) purchasing our products
and services and (b) for selecting and using them. The response rate in the last such survey was 74%, and the
responses included a prolific quantity of comments about specific aspects of our service, both of which serve as
indicators of the high level of engagement of our customers with the survey. The survey includes specific
questions related to how they view our adherence to high ESG standards and the relevance of our efforts to
address climate change.
These engagements with our customers are critical in shaping our strategies and operations. By actively listening
to them, we can make informed decisions that align with their expectations and enhance their overall experience
with our service. This ongoing feedback loop ensures that we remain responsive and adaptive to the evolving
needs of our customers.
Innovation
Commitment to excellence through innovation and continuous improvement is at the core of Tenaris's values,
driving the development of new technologies and services that enhance safety and increase efficiency in the
energy industry, while reducing the environmental impact.
In 2024, 2023 and 2022, we devoted $74 million, $60 million and $51 million to R&D initiatives, raising our total
investment over the past five years to $272 million, while the capitalized costs for the past five years were not
material. Our research and development activities are carried out across four centers in Argentina, Canada,
Mexico, and Norway, coordinated through our technology headquarters in Amsterdam.
A dedicated team of 258 researchers, product experts and process engineers focus on advanced materials science,
mechanical design, and applied physics. Their mission is to drive innovation and develop new technological
solutions designed for extreme applications, enhanced efficiency, and safer operations.
We also invest in optimizing processes across our industrial network through digital integration, automation, and
AI initiatives as part of our sustainability strategy.
Driving innovation in the energy industry
Our R&D work focuses on two main aspects: serving the energy industry, especially the oil and gas market, and
supporting our industry and customers in the transition to cleaner energy.
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We are contributing to the development of the next generation of high pressure deepwater operations, so-called
20K projects, through ultra-high strength steel grades and premium connections with optimized sealability,
designed to handle wellhead pressures of up to 20,000 psi and temperatures of 350°F (176°C), as well as our 3D
Mapping process to deliver more precise collapse and burst estimations. Fully integrated into our manufacturing
processes, a proprietary numerical model leverages precise dimensional data to deliver specific performance
predictions for each pipe. These estimated ratings allow pipes to be grouped by performance and dimensional
categories, identifying, for example, those with ultra-high collapse resistance. With this high-quality data, our
customers can make more informed decisions during critical stages of operations, such as well design and
cementing.
Our renowned Dopeless
®
technology, the most widely adopted dope-free solution for drilling projects worldwide,
is now also available for large diameter connectors, completing the dope-free offering for the full well. This
innovation enhances operational efficiency and promotes a safer red zone on the offshore drill floor, one of the
industry's highest-risk areas.
In the unconventional drilling segment, our TenarisHydril Wedge™ Series 400 connections address the challenges
of increasingly longer laterals in unconventional and thermal applications across North America by delivering
exceptional torque, faster installation speeds, and enhanced robustness.
Going beyond customer integration
With the Rig Direct
®
mill-to-well model, Tenaris established a partnership with oil and gas operators across their
entire drilling projects. By the end of 2024, 531 rigs were served under our Rig Direct
®
service program, reducing
total cost of ownership, improving efficiency, and enhancing reliability through an integrated service framework
that fosters collaboration.
Since the launch of the Rig Direct
®
service program in 2015, we have continually enhanced its value through
further solutions to simplify every aspect of our customers' drilling operations. The journey began with supply
chain integration through DemandSync™, programming pipe production and accessory management around the
operator's actual drilling needs, optimizing timing and delivery.
With our RunReady™ service, Tenaris has elevated operational efficiency by preparing pipes at the mills and
delivering them ready-to-run at the rig site. This approach reduces the need for pipe handling, minimizes
personnel requirements on-site, and streamlines operational processes, also enhancing safety and lowering
environmental impact.
To improve productivity, eliminate redundant tasks, accelerate data availability, and enhance the overall customer
experience during purchasing, dispatch, and invoicing, Tenaris invests in different levels of digital systems
integration with its customers, boosting efficiency across the supply chain.
Our WISer™, or well integrity, service, brings together a series of technical and digital solutions to support well
integrity: string design and optimization, field and technical assistance, torque turn monitoring and real time
monitoring of casing installation with our iRun Casing
®
technology. By combining our tubular expertise, on-site
presence, and digital integration, our WISer™ suite aims to maximize the lifecycle of pipe strings while improving
safety, efficiency, and reliability in well construction operations.
These services are supported by a Remote Monitoring Center recently installed in Houston, Texas, for 24/7
assistance and enabled by our PipeTracer
®
identification system, that ensures end-to-end traceability of each pipe.
The benefits of this focus on supply chain integration and well integrity is increasingly appreciated by customers
and earned particular recognition from ExxonMobil with its 2024 Supplier of the Year award.
Streamlining pipeline projects
Tenaris has strengthened its value proposition for the pipeline market through the One Line
®
service model and
the consolidation of the TenarisShawcor portfolio of coating solutions. These include flow assurance, concrete
weight coating, anti-corrosion protection, and flow efficiency for both offshore and onshore pipelines. Following
the integration of Shawcor in December 2023, our global network—now with nine additional coating facilities—
has expanded to better support the most demanding pipeline projects worldwide.
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Building on experience from more than 350 onshore and offshore projects, One Line
®
integrates processes from
the design phase to execution, optimizing efficiency throughout the supply chain. This approach reduces delivery
times, ensures high-quality standards, and lowers logistical costs, all while minimizing the environmental footprint.
Tenaris's technical expertise and proven track record have been instrumental in securing our participation in some
of today’s most significant offshore energy developments, including Irpa in the Norwegian North Sea and Raia in
the Brazilian Pre-Salt.
Supporting the energy transition
We are dedicated to developing a low-carbon product portfolio tailored to the evolving energy landscape,
including geothermal applications, CCS, and hydrogen storage and transportation.
In Europe, we have been contributing to major geothermal initiatives across Germany, France, Austria, and Italy.
Our offering for the geothermal market includes proprietary steel grades designed to resist corrosion, premium
connections capable of withstanding extreme temperatures and thermal cycles, and a full range of services
including material selection, well design, continuous technical support, and field services for running assistance.
The CCS market is expected to grow significantly in the coming years. Leveraging decades of testing and
successful deployment in oil and gas wells, TenarisHydril premium connections provide an optimal solution for
CO
2
injection wells. Our expertise in corrosive environments also ensures the reliability of line pipe products for
both offshore and onshore CO
2
transportation. Additionally, we collaborate with leading public and private
entities, gathering valuable insights to advance testing of materials.
As the relevance of hydrogen transportation grows, Tenaris is actively participating in Joint Industry Projects,
research task forces, and normative bodies to advance research on hydrogen materials in both Europe and the
Americas. Together with IGI Poseidon, Tenaris is conducting rigorous qualification testing for offshore high-
pressure pipelines, establishing the groundwork for next-generation hydrogen transportation networks.
In 2024, Tenaris expanded its THera™ technology portfolio with a linear storage solution and the introduction of
THera™ Seal. This innovative sealing solution for high-pressure gaseous hydrogen storage draws on our expertise
in metal-to-metal connections for extreme conditions, enabling seamless integration between the vessel and the
sealing system. We have also recently qualified materials and premium connections for hydrogen underground
storage, demonstrating their suitability for this emerging market.
Digital and AI solutions for the factory of the future
Tenaris continues to accelerate its digital transformation by leveraging advanced Cloud computing capabilities
through Microsoft's Azure platform. This shift has enhanced the scalability, accessibility, and reliability of critical
operational data, laying a solid foundation for continuous innovation.
Our Data Science initiatives are transforming industrial operations by interconnecting processes and optimizing
production workflows. By leveraging extensive data from our global manufacturing network, we generate
actionable insights that enhance operational efficiency, product quality, and resource utilization.
In 2024, we expanded the capabilities of our Unified Dimensional Analysis Suite, which analyzes product
dimensional tolerances to ensure consistent quality for our customers.
This year, we installed new integrations in our Silcotub facility in Romania to link data from the heat treatment
and laboratory testing systems, building on the implementation completed the previous year in Dalmine, our mill
in Italy. This advancement enhances compliance with mechanical property requirements while optimizing energy
consumption, supporting our broader sustainability goals.
Across our steel shops, machine learning models accurately monitor and predict temperature patterns, enhancing
operational reliability. Additionally, we have optimized scrap selection using advanced mathematical models. This
tool is now deployed at our Dalmine, Silcotub, Tamsa, and Koppel steel shops, reinforcing our decarbonization
strategy by maximizing the use of recycled materials while maintaining the high quality of our steel products.
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We conduct advanced multivariate analyses to identify key factors influencing production quality, using image
categorization techniques to establish a consistent defect classification framework. This approach improves
predictive capabilities, minimizes process variability, and supports proactive quality management, leading to more
sustainable and efficient manufacturing operations.
Additionally, we have introduced Generative AI solutions to extract insights and actionable recommendations
from our knowledge bases. This technology enhances decision-making by uncovering patterns and trends that
drive operational excellence and organizational growth.
Setting industry standards for excellence
Over the past years, Tenaris has consistently invested in developing new solutions for automatic controls,
inspections, and tests. These efforts have led to reduced operating costs and enhanced reliability, underscoring
our commitment to quality.
We have established Tenaris’s product quality control and process control as key competitive advantages in the
market. Our innovative technological solutions focus on minimizing risks associated with the human factor in
inspections while enhancing their thoroughness.
Among our many innovations, we highlight the ARGUS automatic visual inspection system, the VITRIS automatic
inspection concept for airbag vessels in the automotive industry, the PYXIS non-destructive testing (“NDT”)
hardware, and the Cerberus software for pipe inspection. By leveraging advanced digital signal processing and
cutting-edge technologies, we are not only improving operations and quality but also setting new industry
standards for excellence.
We have also enhanced the automation of key production processes through proprietary process control systems.
In 2024, five new proprietary technologies were integrated into the 26 already in operation across our global
manufacturing network.
These technologies, based on digital twins that combine advanced mathematical and machine learning models,
significantly reduce human intervention, ensuring greater consistency throughout the production process while
delivering measurable improvements in quality and efficiency.
Three of the new technologies were implemented in hot rolling in our mill at Sault Ste. Marie, Canada, and our
mills in Italy. The other two were applied to heat treatment at the Conroe and Bay City mills in the US.
Additionally, we enhanced process control through established technologies, adding five new systems at our mills
in Argentina, Mexico and Romania.
Suppliers
Tenaris has implemented a range of policies and procedures to ensure sustainable, ethical, and compliant
sourcing practices across its supply chain, while addressing impacts, risks and opportunities affecting suppliers.
The main policies, procedures and internal regulations related to suppliers are:
• Code of conduct.
• QHSE Policy.
• Human Rights Policy.
• Sustainable sourcing policy.
• Policy on business conduct.
• Code of conduct for suppliers.
• Suppliers Masterfile Procedure.
• Procedure for Compliance with Conflict Minerals Reporting Requirements.
• Procedure for Tier 1 Contractors HSE Management.
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The Company has in place a Code of Conduct for Suppliers, which has been translated into ten languages and is
made available to all personnel and suppliers. Furthermore, the Company adopted a Sustainable Sourcing Policy,
which is intended to foster closer dialogue with suppliers and improve their awareness of sustainability concepts
so that they can accompany Tenaris in meeting the standards required in its operations, providing support and
guidance as needed. All third parties are required to meet internal standards governing ethical behavior, legal
compliance, and health and safety responsibilities.
Diligent and consistent compliance with the provisions of the Code of Conduct for Suppliers will be considered
for selection, retention and evaluation of suppliers. Suppliers shall be responsible for applying the principles
contemplated in the Code of Conduct for Suppliers even in the relationships with the sub-suppliers they work
with to the extent they participate in any way in transactions or dealings with Tenaris.
Under our Sustainable Sourcing Policy, we carry out a selection process to ensure that our suppliers meet the
standards enshrined in our Code of Conduct and comply with applicable local laws and regulations. We expect all
our partners in business to observe the same high standards we follow internally governing ethical behavior, legal
compliance, and health, safety and environmental responsibilities.
This Sustainable Sourcing Policy is in line with the principles set forth in the UN Sustainable Development Goals
and the Worldsteel Sustainability Charter and complements our Code of Conduct, our Code of Conduct for
Suppliers, our QHSE Policy, our Human Rights Policy and other related internal policies and procedures.
All together, these policies create a robust framework for responsible supply chain management at Tenaris. We
track the effectiveness of our policies through our supplier management processes and related actions and
indicators, as described below.
For more detailed information on these policies, please refer to “Sustainability Statement - Sustainability in Tenaris
- Policies and procedures”.
Preventing and remediating impacts
Suppliers’ management processes are defined with a risk-based approach, in which different areas of the
company are involved depending on the aspects covered, either defining the requirements on suppliers, carrying
out the corresponding assessments or conducting the applicable controls.
Our engagement approach with suppliers is embedded within our broader commitment to QHSE management
systems. We recognize the importance of implementing our policies throughout our entire supply chain, from
suppliers to end-users.
The engagement with suppliers is done together with Exiros, our procurement company. Exiros is present in 19
countries, offers a vast range of services and integral solutions for industrial clients within the Techint Group and
in which Tenaris has shared ownership with its affiliate, Ternium.
Exiros’s activities extend across the entire supply chain, from sourcing, hiring and management of suppliers, to
inventory planning, logistics and import services. Leveraging on market knowledge and purchasing power, Exiros
also supplies materials for different customers around the world through its trading company.
Exiros quality management system is certified by ISO 9001 standard. In December 2024, Exiros had nearly 90,000
registered suppliers, of which over 16,000 were active during the year, with 9,700 supplying Tenaris.
Supplier registration
Every new supplier willing to engage in a commercial relationship with Tenaris must go through a registration
process, which guarantees that our suppliers commit to the standards outlined in our Code of Conduct for
Suppliers and comply with applicable laws and regulations. The requirements are defined by Tenaris’s Business
Conduct Compliance Officer (“BCCO”) and Compliance area, while the background check is carried out by Exiros.
Considering a risk-based approach, each supplier is categorized by the risk associated, under which a general set
of affidavits and controls regarding Human Rights and origin or relation with restricted persons or countries are
coupled with particular requirements according to the category of materials or services to provide. Also, during
the process, a background check is performed with a screening tool to detect non-disclosed red flags.
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Due diligence process for high-risk suppliers
The due diligence, part of Tenaris’ Business Conduct Compliance Program, consists of an integrity risk assessment
process over a third party, applicable to suppliers that will represent or act on behalf of Tenaris before any
governmental entity, including customs agents, permitting assistants, law firms, advisors, or commercial agents
being susceptible to corruption risks. The due diligence is regulated by specific internal procedures, which demand
additional assessment, controls, training and express commitments and it is performed with a determined
frequency based on the entailed risk.
BCCO continuous monitoring
Tenaris has strengthened its controls by expanding training programs, conducting more thorough screenings,
standardizing critical service contracts, and including ethics clauses in agreements with third parties. For more
information on our Business Conduct Compliance Program and how relationships with third parties are managed,
please refer to “Sustainability Statement - Governance-Business Conduct - Compliance Program”.
Conflict minerals campaign
Every year, Tenaris conducts a reasonable country of origin inquiry to determine whether its products contain
conflict minerals originated in the Democratic Republic of the Congo or the adjoining countries subject to modern
slavery risks. This process helps us make informed decisions regarding the purchase of products from our direct
suppliers containing conflict minerals. Only a negligible portion of Tenaris products may contain conflict minerals,
particularly from a specific ferroalloy or semi-finished products of certain steel grade. Every year, Tenaris files the
Conflict Minerals Form to the SEC of the United States of America.
The Compliance Line
The Compliance Line is managed by the Company’s Internal Audit Department under the supervision of the
Company’s audit committee. Complaints can lead to disciplinary actions, including dismissals and termination of
commercial relationships. For further information, please refer to “Sustainability Statement - Governance-Business
Conduct - Compliance Line”.
Our Actions
The risk of disruption in the supply chain, is a material topic given the conflicts and geopolitical unrest around the
world, impacting how companies run their businesses. The need to build resilience into the supply chain and to
have a diversified sourcing strategy is as strong as ever.
In this context, Tenaris is devoting considerable resources to strengthening its supplier relationships, with a view
to reducing transaction costs, as well as enhancing flexibility and fostering greater adaptability for more efficient
problem-solving.
We are committed to working with our suppliers to improve sustainable business practices, assisting them to
identify risks and opportunities, providing training, sharing knowledge and raising awareness, and, in general,
working together to improve the sustainability of our supply chain and our business.
By deepening our approach to value-chain management, we are also extending existing policies implemented by
our procurement company Exiros for a sharper focus on environmental performance.
GHG Emissions - Scope 3 campaign
In 2022 we started a CO
2
emissions campaign with our suppliers, with the objective of assessing suppliers’ real
emissions factors, which then are considered in Tenaris’s own emissions accountings. Following worldsteel
methodology and international standards, nearly 60 suppliers from relevant raw materials categories have been
assessed in 2024, including iron ore pellets, pig iron, ferroalloys and lime suppliers, among others.
Sustainability assessment - Open-es Platform onboarding
With the aim of having more knowledge on the value chain status regarding sustainability and to foster the
development of sustainable practices within suppliers, we have invited a first set of approximately 40 suppliers to
complete their assessment on the Open-es platform or to provide a similar sustainability assessment.
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Conflict minerals campaign
To manage our impacts, risks and opportunities related to workers in conflict minerals areas, we conduct an
annual Conflict Minerals control campaign led by our compliance department. This campaign targets suppliers
who provided raw materials or semi-finished steel products potentially containing conflict minerals, such as
ferrotungsten and steel bars. Suppliers are required to answer questions regarding the presence of conflict
minerals in the materials they supply to Tenaris and detail the origin of these raw materials.
In 2023 we’ve identified and surveyed 45 Potential Conflict Minerals Suppliers, from which 100% have confirmed
that none of the products supplied to Tenaris, including raw materials, contain conflict minerals originated from
any of the covered countries. The 2024 campaign is under process, with 42 suppliers contacted.
Quality management
We have an annual audit plan to assess suppliers’ quality management systems, focused on our critical suppliers,
regarding the quality of services and materials provided, as how such inputs impact the quality of Tenaris's final
products. During 2024 we have audited 218 suppliers.
Health, Safety and Environmental management
Suppliers performing HSE high-risk activities inside Tenaris´s mills are required to have implemented an HSE
management system based on international standards. As of the date of this report, we have audited and certified
97% of our high-HSE risk active service suppliers.
ProPymes Program
Launched in December 2002, the ProPymes Program supports Small and Medium-sized Enterprises (“SMEs”)
making up the value chain of Tenaris and its sister companies Ternium, Tecpetrol and Techint Engineering &
Construction. The Program aimed to build an integrated ecosystem with the companies in the value chain by helping
them grow, innovate and develop successful export strategies.
Today, the Program works with 1,147 firms which have received technical assistance to train around 58,000
employees, and over $94 million in credit support from the Techint Group. These firms have exported goods and
services worth $273 million to other Group companies. In 2024, the Program provided 95,000 training hours.
The 23
rd
ProPymes Seminar took place on December 12, 2024 at the Buenos Aires Convention Center, bringing
together over 950 attendees, both in-person and virtual. The event featured representatives from SMEs within the
Techint Group’s value chain in Argentina and included panels focused on competitiveness, innovation, technical
education, and industrial development.
ProPymes supports the Group’s community education program Technical Gene. In 2024, SMEs helped technical
schools train 458 young people in workplace skills through on-the-job training.
Payment practices
Tenaris´s business model involves relying on an extensive network of suppliers, in markets with significant regional
and country differences. We don´t categorize suppliers and therefore, don´t have different payment terms by
category. Payment terms vary depending mainly on countries as well as from supplier to supplier.
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In 2024, average invoice payment days across all accounts payable, was 39 days. The percentage of payments
aligned with its payment term was 87%. Tenaris has no ongoing legal proceedings for late payment.
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Governance - Business Conduct
Commitment
To build a corporate culture of transparency and integrity based on ethical behavior and compliance with the law.
Objectives
• Develop and oversee Tenaris’s strategy and risk management, taking into account financial, social,
environmental, compliance and ethical considerations to ensure our long-term sustainability.
Policies and Procedures
We have implemented policies and procedures to manage and address impacts, risks, and opportunities on our
employees related to ethics and compliance, health and safety, working conditions, and human rights. For a
summary of our main policies and procedures, please see “Sustainability Statement - Sustainability in Tenaris -
Policies and Procedures”.
Code of Conduct and the Policy on Business Conduct
Tenaris has significantly enhanced its policies and procedures to establish a comprehensive normative framework
to prevent, detect, and mitigate bribery, corruption, and related risks, by outlining anti-bribery and anti-corruption
controls and several risk mitigation measures. The foundation of this normative framework is the Code of
Conduct and the Policy on Business Conduct, which explicitly prohibit any actions that could contravene
applicable anti-corruption and anti-bribery laws.
The Code of Conduct was initially approved by the Company’s Board of Directors in 2003. It has been reviewed
regularly, with revisions approved by the Company’s board of directors. The most recent edition was released in
2024. The Code of Conduct is accessible to the public and on Tenaris’s intranet, and is available in the local
languages of many locations where Tenaris operates. The Code of Conduct is applicable to all Company
personnel and extends to any entities under the Company’s control and any third-party representatives.
The Policy on Business Conduct, initially approved in 2009, outlines the Company's anti-corruption and anti-
bribery rules to ensure ethical and compliant conduct in all business relationships and interactions with
government agencies, state-owned enterprises, private-sector entities, and their representatives. This Policy on
Business Conduct encompasses provisions regarding compliance training, due diligence in hiring third-party
representatives, prohibited payments, identifying red flags in business relationships, monitoring compliance,
internal investigation procedures, and disciplinary actions. The Policy on Business Conduct is dynamic and
undergoes regular reviews to ensure compliance with international standards and best practices, incorporating
lessons learned since its inception. Like the Code of Conduct, the Policy on Business Conduct has been translated
into the local languages of many regions where Tenaris operates. The most recent version of the Policy on
Business Conduct was released in March 2024.
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Code of Conduct for Suppliers
The company has adopted a Code of Conduct for Suppliers to ensure that Tenaris’s suppliers adhere to high
standards of integrity, transparency, and compliance with laws in all business dealings. For more information
about this Code of Conduct for Suppliers and how the Company manages its relationship with all its suppliers,
please refer to “Sustainability Statement - Social - Our Value Chain”.
Accounting Provisions
The Company adopted specific policies and procedures to ensure compliance with the accounting provisions of
relevant anti-corruption laws, and the accuracy of the books and records. For example, the Financial Controls and
Accounting Policy, most recently reviewed in 2024, aims to minimize the risk of inaccuracies in accounting entries,
due to error or fraud, bribery, or corruption. The Company’s Books and Records Assurance Policy outlines strict
rules and guidelines for the accurate and timely recording of all transactions. Additionally, the Document
Retention Policy adheres to best practices and international laws on the maintenance of records and historical
archives for legal, commercial and compliance purposes. Furthermore, the Code of Ethics for Senior Financial
Officers, which applies to the principal executive, financial, and accounting officers, as well as controllers and
similar roles, aims to prevent misconduct and ensure these officers uphold personal and professional integrity,
comply with the law, and follow the Company's Code of Conduct and other policies. The Company has also
adopted a Conflict of Interest and Non-Competition Policy to address risks associated with the Company’s
business interactions with others, which was last updated in 2022.
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Compliance Culture
Tenaris recognizes that extensive training and dissemination are essential for successfully fostering a compliance
culture. Consequently, Tenaris has developed a comprehensive training program for all employees. The training
comprises a blend of in-person and online sessions, including live webinars on business ethics, and business
conduct policies and procedures. To enhance the effectiveness and retention of information, the training has
transitioned from traditional classroom settings to workshops that integrate theory and practice. These workshops
include case studies, guest professors and speakers, quizzes, surveys, and interactive activities. Additionally, the
training incorporates videos with practical scenarios.
Training is based on employees' functional roles, position risk assessments, and their exposure to customers or
governmental entities. Additionally, the Company conducts onboarding meetings for newly promoted senior
employees, focused on those who will interact with customers or government entities in high-risk countries.
Regarding compliance divulgation, the Company has implemented a multidisciplinary approach to its compliance
communications strategy, fostering a comprehensive Company-wide culture of compliance. The compliance
function employs various communication channels to reinforce and complement training efforts, thereby ensuring
continuous employee engagement and awareness of best practices. For example, the Company uses newsletters,
brochures, fictional case studies, targeted emails, billboards in office locations and manufacturing sites, flyers,
reminders, and specific campaigns focused on policies and procedures, internal controls and red flags awareness.
These approaches communicated to both employees and management underscore the significance of compliance
and provide practical examples of potential compliance issues.
In 2024, the Tenaris Employees Survey received positive responses about how the Company communicates
expectations for ethical behavior and integrity compliance. From 23 main categories, the statement related to
Compliance was the most answered with a positive response from all the employees with 86% of very positive
answers (rank 4 & 5 on a scale from 1 to 5).
Compliance culture is consistently emphasized in leadership communications and interactions with the compliance
function, with senior management actively requesting for advice, participating in town halls, management
meetings, and training sessions.
Additionally, the Company regularly uses diverse communication channels to distribute policy updates, raise
awareness on controls, refresh business conduct compliance expectations, and communicate activities and lessons
learned during visits to Tenaris’s facilities or commercial offices.
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Business Conduct Compliance Program
Tenaris adhered to the United Nations Global Compact initiative, which promotes corporate sustainability by
formalizing its commitment to operate under the human rights, labor, environmental and anti-corruption
principles outlined by the Global Compact. Tenaris’s Business Conduct Compliance Program is aligned with anti-
bribery and anti-corruption laws and regulations, including the U.S. Foreign Corrupt Practices Act (“FCPA”), the
UK Bribery Act, and the OECD Convention for Combating Bribery of Foreign Public Officials in International
Business Transactions.
The Company has implemented a comprehensive set of activities and compliance measures designed to prevent,
detect, and address instances of corruption and bribery. These initiatives are integrated into its Business Conduct
Compliance Program, which encompasses the following elements:
• Policies and Procedures: The Company issues or updates its normative framework to define
comprehensive business conduct rules, processes, standards, and controls. These policies and procedures
are designed to prevent, detect, and mitigate bribery, corruption, and related risks. Additionally, these
documents specify the responsibilities of each employee in implementing them. During 2023 a new
edition of the Code and Policy on Business Conduct was approved by the Company’s board of directors.
• Communication and Training: The Company consistently communicates its policies and procedures to
personnel. It ensures they are kept up to date with compliance news, reminders and training sessions,
fostering a clear understanding of the Company's ethical standards and compliance culture, which
employees are required to adhere to. During 2024, the Company issued 66 communications pieces
relevant to business conduct. Regarding business conduct compliance training, during 2024 the Company
conducted 113 in person or live training sessions, and 3,934 employees of 28 countries, where Tenaris
operates. In addition, 8,962 employees completed customized e-learnings on the Policy on Business
Conduct. Additionally, third parties with higher exposure are mandated to complete specialized
compliance training. These training sessions emphasize business and ethics commitments, reinforced by
the Company's messaging on expected behavior, obligations, responsibilities, and consequences of non-
compliance. During 2024, the Company on-line trained 523 non-Tenaris employees of 144 third parties
and conducted in-person training to various employees of third-party companies, generally in high-risk
countries.
• Risk Assessment: The Risk Assessment on business conduct involves regularly evaluating geographical
locations, functions, business activities, and interactions or transactions with specific third parties that
may expose the Company to higher bribery and corruption risks.
• Third Parties Risk Management: The Company assesses third parties to identify potential integrity risks
they may pose on Tenaris. The Company has implemented a risk-based due diligence process, which
includes compliance commitments, including adherence to legal and regulatory standards, screenings,
and standard clauses. During 2024, the Company completed 146 enhanced due diligence on higher
exposed third parties.
• Guidance and Advice: The office of the Business Conduct Compliance Officer (“BCCO”) regularly
provides employees with guidance and advice on anti-corruption and anti-bribery compliance, supporting
them in their daily activities and decision-making processes. During 2024, the compliance function
responded to 732 requests for compliance advice.
• Compliance Monitoring: The Company regularly reviews key processes, including due diligence,
screenings, business justification, payment rationality, red flag resolution, completion of mitigation
measures, and supporting documentation provided by functions that sponsor a transaction or
engagement of a third party. The objective is to ensure high-quality integrity assessments, preventing
transactions or business relationships with third parties who may deviate from standards, have negative
historical records, or lack necessary credentials for their assigned tasks. During 2024, the Compliance
function conducted 618 monitoring activities, 435 concerning high-risk countries; none dealt with critical
or material concerns. The Compliance function communicated its observations and proposed remediation
measures for management to implement, and reported indicators, including red flags and mitigations, to
the audit committee of the board of directors.
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• Reporting: The BCCO reports regularly to the audit committee of the board of directors and the CEO on
risks, remediation efforts, program indicators, and regulatory trends. The BCCO can also escalate critical
issues requiring top-level action or investigation.
• Key Business Conduct Enhancements. During the years of the Business Conduct Compliance Program,
the Company has developed several responses and process improvements, including updates on the
Code of Conduct, the Policy of Business Conduct and the Policy of Conflict of Interests for Employees,
incorporating the Key Principles of the Policy on Business Conduct for Third Parties and the new
Compliance Line platform, coordinating compliance in-person and online re-training for employees and
intermediaries, regularizing compliance measures on suppliers with a risk-based approach, standardizing
background checks methodology, business ethics clauses and certain types of contracts, certifying
compliance and developing the “BCCO Office Responds Platform” for compliance guidance and advising
to employees, among others.
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Business Conduct Risk Management
Tenaris recognizes that maintaining appropriate internal controls requires the identification of structural and/or
incident-specific gaps through rigorous testing and analysis. The principal mechanism for evaluating bribery and
corruption risks is the Company’s Business Conduct Risk Assessment.
Certain functions may be more susceptible to risks than others. Those functions include, by way of example,
individuals who frequently interact with customers, government bodies or state-owned companies; those who
manage relationships with third parties; those working in countries or regions identified as high-risk in terms of
corruption; or those involved in business development, new projects, new markets, appointing representatives or
business associates in high-risk areas, and mergers and acquisitions.
The Risk Assessment identifies geographical locations, areas and activities that expose the Company to potential
bribery and corruption risks. It analyzes and assesses those risks, and it evaluates the suitability and effectiveness
of the Company’s current controls considering those risks. In addition, the Company’s compliance function
analyzes each specific job function’s exposure to risks by considering several factors, including the employee’s
level within the Company and scope of responsibilities. Based on the Risk Assessment, the Compliance function
designs, develops, and implements appropriate existing or additional risk-based controls and monitoring activities
to mitigate the identified risks, as well as tailors the priorities of the Company’s Compliance function. In particular,
the Risk Assessment defines and informs the Compliance Officer’s agenda for business conduct monitoring plans,
training plans, communications and certification campaigns, process improvements, as well as plans for future
reviews of and updates to the Company’s policies and procedures.
The Risk Assessments on bribery and corruption are performed regularly, but certain events may also trigger a
specific assessment that occurs sooner than the next Risk Assessment. For example, new projects, entries into new
markets, new representatives in high-risk markets, substantial reorganizations, changes of management and
staffing, and mergers and acquisitions can all give rise to an immediate review of the relevant Company
compliance policies and activities to addressing such events.
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Monitoring, Investigations, Audit Reviews and Compliance Assurance
The Business Conduct Compliance Office conducts various forms of business conduct compliance monitoring,
including third parties and transactions due diligence controls, enhanced background checks, and identifying and
assessing potential red flags, and addressing red flags that may require an investigation by the Internal Audit
Department, supported by the Legal Department or external advisors.
Whenever necessary, the BCCO, with assistance from the Internal Audit Department and Tenaris Legal Services,
promptly investigates all reports or complaints regarding violations of the Policy on Business Conduct and related
procedures. Both, the BCCO and the Internal Audit Department are provided with adequate resources and receive
reasonable cooperation from company personnel for such investigations.
The Internal Audit Department executed audits and follow-up reviews specifically related to compliance with the
Policy on Business Conduct and related procedures. These reviews were carried out in accordance with an annual
audit plan. The methodology applied to define the annual audit plan is aligned with the international standards of
the profession and best practices, which include periodic reviews to ensure an adequate focus on emerging risks,
changes in business strategies/processes, and/or acquisitions that may occur during the year. The audit committee
received quarterly updates on its execution.
The internal control compliance area coordinated and verified the Company’s activities within an adequate
internal control framework, ensuring compliance with internal and external audit requirements, implementing
improvements or remediating deviations. In addition, the internal control compliance area is responsible for
monitoring internal control risk situations, ensuring compliance with standards, and updating and disseminating
of applicable control framework. It ensures continuous monitoring of internal control risk situations through the
verification of compliance with internal and external audits. The area also conducts annual SOX tests on behalf of
management to support the required certifications.
Disciplinary Measures
The Company takes violations of its policies and procedures seriously. When an investigation concludes that the
applicable Company policy and/or applicable law have been violated, the BCCO is alerted. The Internal Audit
Department evaluates the scope and specifics of the violation and provides recommendations for corrective
measures. The BCCO shall determine the appropriate disciplinary measures to be taken, if any, considering the
nature and seriousness of the violation, in consultation with the human resources and legal departments, and the
supervisor(s) of any involved employee(s). Upon identifying a policy violation, disciplinary actions may range from
warnings, compensation reductions, or termination of employees or contractors engagement for serious
infractions of Company policies and procedures and/or law. After the BCCO determines and approves the
appropriate disciplinary measures, the regional manager for the affected region collaborates with the BCCO to
ensure that such disciplinary measures are implemented.
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Compliance Line
The Compliance Line is a multi-faceted reporting system that allows employees and third parties (including
customers, suppliers, community members and other interested parties) to make reports telephonically (through a
toll-free telephone line available in most countries where Tenaris operates), electronically (through a web page
(https://www.bkms-system.com/Tenaris), QR Code, mobile device, or email (auditoria_responde@tenaris.com or
audit_inquiries@tenaris.com)), or by direct communication with the Company’s audit function.
This confidential communication channel is available 24/7/365. Shareholders, investors and other interested
parties have an exclusive channel called the “Shareholder's Compliance Line” to communicate their concerns
related to financial statements or internal control over financial reporting. It is a web-based form
(https://ir.tenaris.com/corporate-governance/shareholder-compliance-line) that, once submitted, is sent directly to
the members of the Company’s audit committee and the Chief Audit Executive.
Reporting options are available in eleven different languages, ensuring accessibility for a diverse user base, and
the system is designed to be intuitive and user-friendly. This system integrates advanced technology to enable the
Company to receive and manage complaints in line with current best practices and regulatory requirements.
The Compliance Line is managed by the Internal Audit Department under direct supervision of the audit
committee. All reports received through the Compliance Line system are confidential and access to these reports
is heavily restricted to ensure that such information is appropriately protected and to reduce the risk of retaliation
against reporting individuals.
All reports received through the Compliance Line are processed, administered and investigated by the Internal
Audit Department, which may request assistance from other departments or areas as necessary. All reports shall
be handled to ensure objective, independent, unbiased, and fair treatment of individuals and of any information
received or collected and processed during investigations.
In particular, the Ethics and Fraud Audit Department within the Internal Audit Department is responsible for
reviewing and keeping record of all the complaints received through any of the access channels, immediately
notifying the Chief Audit Executive about high-impact complaints to determine the appropriate investigation
steps, defining and approving the investigation work program, conducting the investigation or ensuring
coordination with other departments concerned, assessing the reasonableness of any remedial or other action
plans proposed by the management, preparing quarterly summaries of closed and ongoing investigations to the
Chief Audit Executive and to the Company’s audit committee, among others.
Channel Availability
The Company has enhanced its comprehensive reporting system to facilitate confidential and anonymous
reporting by employees and third parties of any actual or suspected violations of the Code of Conduct, other
policies or applicable laws, as well as any other improper activities. The Company has established multiple
mechanisms for reporting and tracking potential violations through its Compliance Line, which was last upgraded
in February 2022.
The global communication campaign to promote the channel includes articles and digital banners in TenarisToday
(intranet), mill newspapers publications, communications via WhatsApp and the HR App, e-mails, social media
posts, screen savers, posters, roll-up banners, tent cards, signs and videos displayed on screens in offices and
facilities.
Additionally, both in-person and online trainings sessions on the Code of Conduct and business ethics are
provided to employees, which incorporate a module on the Compliance Line. The Internal Audit Department
delivers various learning activities focused on business ethics, designed to ensure employees understand and
adhere to the Company’s Code of Conduct. These courses cover key topics related to policies and procedures in
integrity and transparency, internal controls and fraud prevention. Employees also learn how to identify potential
violations to the Code of Conduct and the different channels available to report them through the Compliance
Line.
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The training catalogue includes mandatory e-learning on the Code of Conduct, participation in global programs
such as Tenaris University Induction Camp and Management Development Program, local sessions on business
ethics for white collars and courses on the Code of Conduct for shop floor employees.
For stakeholders, the Compliance Line is promoted on Tenaris web page, invoices and trainings sessions on the
Code of Conduct for certain vendors, such as scrap suppliers. Furthermore, Tenaris Standard Terms and
Conditions for Suppliers include a provision encouraging them to report any irregularity or violation of the Code
of Conduct through the designated reporting link. This clause serves as a reminder to all parties of the
Compliance Line’s availability for reporting any violations of Company policy or law, ensuring transparency and
accountability.
Cases Management
Upon completion of any investigation process, the management of the areas involved propose action plans, which
are evaluated for reasonableness by the Internal Audit Department. Upon coordination and agreement with the
Internal Audit Department, the area involved promptly implements remedial actions, which vary according to the
type of violation committed. These may include employees’ disciplinary actions (dismissal, suspension, written or
verbal warning, impact on performance evaluation, specific training assignment), process and control
improvement, termination of business relationship, exclusion from our facilities, or sanctions to contractor’s
personnel, non-conformity issued to supplier, financial claim to supplier, impact on supplier’s evaluation, legal
claim, among others.
In response to the growing number of workplace environment reports over the total received (58% in 2024), the
Human Resources Department has launched a workshop on work environment in various countries, which
includes a module on the Compliance Line to further support the promotion of a respectful and inclusive
workplace culture.
Protection of Whistleblowers
We protect whistleblowers through several measures designed to ensure confidentiality, prevent retaliation, and
promote a culture of compliance and ethical behavior. The Company has adopted robust policies and procedures
to protect whistleblowers and other reporting employees from any form of retaliation.
The Code of Conduct expressly prohibits retaliation against individuals who raise any issue, report any potential
violation, or participate in an investigation, and allows them to file anonymous reports. However, the Company
encourages whistleblowers to identify themselves or provide contact information considering that the ability to
interact with whistleblowers increases the effectiveness and efficiency of investigations.
Any measures adopted by the Company as a result of a complaint investigation ensure equitable and impartial
treatment of the personnel and third parties involved. The Company does not tolerate any harassment,
discrimination, punitive actions, or retaliation against individuals who seek advice, raise concerns, report a breach
or suspected breach, or potential violations in good faith. Any complaint regarding punitive or retaliatory actions
is promptly investigated by the Internal Audit Department and appropriate remedial and/or disciplinary measures
are taken if the investigation verifies any alleged retaliation or punitive action.
Definitions regarding whistleblower protection are included in Tenaris’s Anti-Fraud Policy.
Effectiveness of the Channel
The Internal Audit Department acknowledges receipt of all reports received through the Compliance Line and
provides feedback on each report to the relevant reporting person within a reasonable timeframe, in accordance
with the provisions contemplated in applicable laws and regulations in each jurisdiction.
Notwithstanding the above, Tenaris is not required to disclose details pertaining to specific individuals or any
information that may compromise an investigation. The scope and content of the feedback is defined on a case-
by-case basis by the Internal Audit Department. In all cases, feedback considers the nature of the facts under
investigation, the need to maintain confidentiality of relevant information, the requirement to ensure safe
deployment of prospective investigation measures and the protection of the rights of any individuals mentioned or
involved in the report and/or the investigation.
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The number of complaints reported during 2024 has significantly increased compared to complaints received in
2023, continuing the trend from 2022, which evidences the effectiveness of the Compliance Line and is mainly
attributable to the implementation of a new, enhanced compliance line system in 2022, which facilitates the
reporting of violations. Expanded training programs and communication campaigns to encourage the use of this
channel have also contributed to this increase, in addition to the headcount increase. Another evidence of the
effectiveness of the channel is the substantiation rate, which has remained stable in the last years (around 50 %).
Incidents of alleged bribery
In response to the undertakings adopted in connection with the settlement with the SEC relating to alleged
improper payments in Brazil prior to 2014, Tenaris: (i) conducted an initial review of its anti-corruption policies
and submitting an initial report; (ii) submitted periodic reports updating the SEC on the status of Tenaris’s FCPA
and anti-corruption related remediation and compliance measures; (iii) conducted a final review of anti-corruption
compliance programs and (iv) submitted a final certification of compliance with its undertakings in July 2024. For
further information see note 27 “Contingencies, commitments and restrictions to the distribution of profits-
Contingencies - Petrobras related proceedings and claims” to our consolidated financial statements included in
this annual report.
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Human Rights
Tenaris is committed to conducting all its operations in a manner consistent with human rights principles,
ensuring the respect for fundamental rights and dignity of every individual involved.
Tenaris’s Human Rights Policy was adopted in 2009; it was reviewed in 2018 and more recently updated in March
2022. This policy states that Tenaris will comply with the Universal Declaration of Human Rights, the principles
articulated in the International Labour Organization’s Declaration of Fundamental Principles and Rights at Work,
the United Nations Global Compact, and all applicable human rights laws and regulations in its operating
jurisdictions. Key contents of the policy include:
• Respect for human freedom and dignity: Tenaris prohibits child labor, forced or compulsory labor, slavery,
servitude, cruel, inhuman, or degrading treatment, and discrimination.
• Scope: The policy applies to Tenaris, its directors, officers, employees, joint ventures controlled by Tenaris,
and their directors, officers, or employees. It also applies to Tenaris’s providers, suppliers, and third-party
collaborators.
• General standards and principles: All Tenaris employees, providers, suppliers, and third-party collaborators
must be treated with dignity and equality. Tenaris promotes diversity and rejects any type of harassment
or discrimination based on gender, sexual orientation, ethnic origin, color, age, religion, or political
opinion.
• Commitment to a safe work environment: Tenaris opposes forced, child, or compulsory labor and will not
tolerate slavery and servitude in any form. The company is committed to a work environment free of
violence, harassment, abusive treatment, or exploitation.
The Company’s Code of Conduct contains a specific chapter, called "Workplace Environment," which describes
the obligations of employees and third parties and summarizes the principles of international instruments: "...
We
support the elimination of all forms of discrimination, illegal, forced or compulsory labor, slavery or servitude, in
particular child labor. Discrimination, illegal, forced or compulsory labor, slavery or servitude will not be tolerated
at Tenaris. All Tenaris's suppliers and contractors are expected to comply with these principles
."
Tenaris is also subject to the 2015 UK Modern Slavery Act and has implemented a modern slavery due diligence
review to assess commitment and compliance by its suppliers, as well as targeted training for employees
performing tasks related to human rights and modern slavery issues.
The application of the international standards is also reflected in Tenaris's Sustainable Sourcing Policy, which in
section III (3) states “
maintain a work environment that is respectful of the fundamental rights and dignity of
people, free of violence, harassment, abusive treatment or exploitation
”. The Sustainable Sourcing Policy applies
to third parties and sets main expectations towards Tenaris's supply chain. In addition, the Code of Conduct for
Suppliers, based on United Nations recommendations, has a specific chapter on “Labor and Human Rights”. The
Code of Conduct for Suppliers applies to all the Company’s suppliers and must be accepted as a condition for
entering into any agreement to provide goods or services to Tenaris.
As part of the risk assessment of suppliers, commercial intermediaries, representatives and other third-party
contractors, the Company has adopted a due diligence review to verify that third- party contractors comply with
essential human rights regulations and have not infringed any applicable laws regarding slavery, forced or child
labor. Tenaris (i) included in the general terms and conditions for the purchase of goods and services, a
commitment by third-party contractors to comply with applicable laws, rules and regulations on human rights,
including a prohibition of all forms of slavery, forced labor or child labor; and (ii) implemented a Code of Conduct
for Suppliers based on United Nations recommendations, which contemplates a specific section concerning
“Labor and Human Rights”.
Tenaris has developed a targeted training course to enhance understanding of key laws, regulations, and risks
affecting its operations and supply chain. The course focuses on raising awareness among procurement teams
about supplier due diligence, educating employees on applicable standards and regulations, highlighting risks of
non-compliance, and emphasizing the strategic role of Human Resources in enforcing policies and procedures.
The goal is to ensure a healthy, sustainable, and compliant supply chain.
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192
On April 25, 2024, the board of directors approved the Company’s annual Modern Slavery Statement, which
describes how the Company monitors itself and its suppliers. Tenaris’s Human Resources Department conducts an
internal survey process involving all regional Human Resources Senior Directors to assess specific human resources
practices. Each Human Resources Director assessed Tenaris’s compliance with key human rights and modern
slavery concerns, including, without limitation (i) minimum age required for employment; (ii) use of migrant
workers; (iii) payment of recruitment fees; and (iv) the right to leave the job. Through this assessment process, it
was concluded that no illegal or illegitimate practices were detected that would lead to a violation of human
rights, labour or modern slavery laws and regulations applicable to Tenaris.
To date, Tenaris has not experienced any cases of forced labour or child labour and thus has not had to take any
corrective actions in such sense.
Any infringement or violation of any applicable law or provision of the Code of Conduct (no matter if informed
through the Compliance Line or through any other means) shall be subject to investigation and remediation in
accordance with (i) applicable laws and (ii) the general principles contemplated in the Compliance Line Procedure
(including the need to involve concerned areas and departments in the Company, respect privacy, rights, intimacy
and identity of the victim, allow the accused or suspected employee to the rights of defense afforded by
applicable laws, respect rules concerning confidentiality and due process).
For reports not channeled through the Compliance Line (e.g., made directly to a Tenaris officer or received by any
person in Tenaris), the provisions of the Compliance Line Procedure and the general rules in Tenaris´s Code of
Conduct, will apply. Such reports will be directed to the Internal Audit Department, which shall request assistance
from relevant areas concerned to review the matter and implement investigation and disciplinary procedures, as
necessary.
In regards of any request or formal inquiry from public authorities, Tenaris is prepared to fully assist governmental
agencies through its experts and specialized departments, including the Communications Department and the
Investor Relations Team, among others. The Code of Conduct includes a dedicated section on Public
Communications, emphasizing cooperative, diligent, and appropriate interactions with agencies and authorities.
In addition, Tenaris has adopted a procedure to ensure appropriate identification, evaluation, disclosure and
recognition of contingent liabilities and provisions resulting from legal claims in accordance with IFRS
requirements, enabling compliance with the duties and obligations of all parties involved. The procedure describes
the responsibilities, criteria and steps to be carried out for purposes of appropriate disclosure and/or recognition
of contingent liabilities and provisions resulting from legal claims involving Tenaris or its subsidiaries in each
company’s individual financial statements and/or in Tenaris’s consolidated financial statements in accordance with
IFRS requirements.
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Annexes
Annex I: Sustainability Statement Accounting Policies
The principal accounting policies applied in the preparation of this sustainability statement are set out below.
These policies have been consistently applied to all the years presented, unless otherwise stated.
While the EU CSRD has not been transposed into national law by the Grand Duchy of Luxembourg and,
therefore, the Company is not subject to CSRD reporting requirements, this sustainability statement has been
prepared with reference to the ESRS as a framework, as issued by the EFRAG. This report also takes into account
the reporting standards established by GHG Protocol and worldsteel, and the goals of the UN Global Compact.
The information has been prepared on a consolidated basis, including data from the entire global operations. This
scope covers all subsidiaries and associated companies where Tenaris has operational control, unless stated
otherwise in this statement. It encompasses all operational regions, reflecting the company's global presence and
its varied impact across different geographical locations. It incorporates data from the consolidated financial
statements and operational metrics from all relevant business units. The scope of this sustainability statement is
the same as the one for our financial statements, except for those production sites that were not considered
material due to their low level of operation during the year, or any other case explicitly described in this
statement.
Tenaris covers its entire value chain, considering upstream and downstream activities as well as own operations.
The materiality assessment of impacts, risks and opportunities is mainly focused on the oil and gas industry for the
downstream value chain, due to its weight in total sales (89%). Tenaris is also providing products and services to
industrial, mechanical, automotive and low carbon energy industries. Our Policies and actions extend to the value
chain, especially in the upstream where Tenaris has more control over business activities.
Tenaris defines short term in the field of risk management to be one-year, medium term up to five years, and long
term over five years, hence consistent with the definition that the ESRS 1 section 6.4 Definition of short-, medium-
and long-term for reporting purposes is providing.
Our Health, Safety and Environment, and Quality Management systems are designed according to the latest
versions of the ISO 14001, ISO 45001 and ISO 9001 standards.
Rounding
Certain monetary amounts, percentages and other figures included in this sustainability statement have been
subject to rounding adjustments. Accordingly, figures shown as totals in certain tables may not be the arithmetic
aggregate of the figures preceding them, and figures expressed as percentages in the text may not total 100% or,
as applicable, when aggregated, may not be the arithmetic aggregate of the percentages preceding them.
Environment
GHG Emissions
To calculate or measure our GHG emissions, we employ the following methodologies, significant assumptions,
and emissions factors:
Methodologies:
• Methodology used: GHG Protocol is the preferred methodology for the calculation; also, Tenaris considers
World Steel Association CO
2
methodology for the steel sector.
• Presented figures and values for GHG Emissions in this sustainability statement do not include oilfield services
unless otherwise stated.
• Fuel-based Method: This method is used to calculate emissions based on the type and amount of fuel
consumed.
• Distance-based Method: This method calculates emissions based on the distance traveled by transportation
modes (truck, train, vessels, etc.).
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194
Major Sources of Emissions:
• Electricity consumption related to EAF for steel production and pipe rolling for seamless production (Scope 2).
• Natural gas use for power generation, direct reduction plant and furnaces for pipe rolling and heat treatment
(Scope 1).
• Raw materials for steel production and steel sourced externally (Scope 3).
• For oilfield services, major source of emissions is the fuel used to power equipment (Scope 1).
Emissions Factors:
• Emissions factors are selected following the GHG Protocol guidelines. They may come directly from suppliers
of energy and materials, or trusted databases or worldsteel methodology.
• Emission factors for transportation fuel consumption are from the Global Logistics Emissions Council
(“GLEC”) Framework.
Reasons for Choosing These Methods:
• GHG Protocol and worldsteel methodologies are well known and trusted sources for GHG emissions
calculations and also widely applied in the steel sector. Moreover, the methodology for worldsteel data
collection was used as the basis for the now published international standard ISO 14404:2013 - calculation
method of carbon dioxide emission intensity from iron and steel production.
• The fuel-based and distance-based methods provide a comprehensive and accurate representation of our
emissions by considering both the type of fuel used and the distances traveled.
• These methods align with industry standards and guidelines, ensuring consistency and comparability in our
reporting.
CO
2
emissions intensity
The intensity figure is expressed as tons of CO
2
-equivalent per ton of processed steel, which includes both
internally produced steel and acquired steel that is processed at our sites.
Additionally, we also disclose intensity per revenue.
The Scope 2 emissions are calculated using both, the market-based approach and the location-based approach.
Methodology use for CO
2
-eq calculation
We use the GHG protocol to report our emissions.
Our emissions reporting applies to all tubular production sites, including sites with integrated steelmaking
facilities, rolling mills and finishing facilities for both seamless and welded pipes.
The GHG protocol guides annual inventory-taking according to the “Operational control approach”. This means
that the scope of accounting includes all Tenaris steel and tube production sites where Tenaris has operational
control. A site’s emissions may be excluded if its production level is under 10,000 tons in the reporting year. A
site’s emissions will also be excluded if it is not operative for at least nine months of the reporting year.
The intensity value for Tenaris’s steel processes does not include emissions from Tenaris’s oilfield services
operations which are reported separately on a gross basis.
The base year taken is 2018. Scopes 1, 2 and 3 reporting follows the GHG protocol definitions. As Scope 3
reporting is voluntary, relevant categories will be added and may change over time, increasing the number of
categories included.
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195
Changes in outputs from different sites owned by Tenaris and included in its operational control boundary do not
entail a need to modify calculations over time and are not included in the base year.
Emission factors are selected in accordance with the GHG Protocol Standard, in order of priority: supplier-specific,
local emission factors, regional emission factors, and emission factors published by a recognized international
entity (for example, worldsteel, the IPCC or IEA).
The Scope 2 market-based approach takes into account the emissions factor of electricity with contracts, the
method selected by Tenaris to calculate its emissions and intensity. There are countries where residual mix
information is available and reliable for unclaimed electricity. In this case, the emissions factor will be applied to
purchased electricity.
Intensity is expressed as ton CO
2
-eq/ton processed steel, which includes steel cast and produced internally at
Tenaris sites and the acquisition of steel bars, coils and plates that are processed at any of our sites to produce
seamless and welded pipe. Intensity refers to Scope 1 emissions, Scope 2 using the market-based approach, and
Scope 3 for raw materials, taking into account the boundaries and exclusion criteria given above, and for intermill
transportation of intermediate products.
Sold electricity-related emissions from internal power plants are not included in intensity calculations, and are
reported separately.
Emissions from oilfield services are reported but not included on the Tenaris intensity calculation.
Scope 3 emissions
Most of our seamless steel pipe products are manufactured in integrated steelmaking operations using the electric
arc furnace route, where principal raw materials are steel scrap, DRI, HBI, pig iron, and ferroalloys. We
complement our steel needs by purchasing steel bars from third parties. Our welded steel pipe products are
processed from purchased steel coils.
We report Scope 3 emissions related to the purchase of steelmaking raw materials and steel bars and coils
purchased from external suppliers used at our tubular production and processing facilities. Based on the results of
our life cycle analysis and our certified Environmental Product Declaration, we conclude that raw materials and
steel bars and coils are the most relevant source of Scope 3 emissions. Our certified Environmental Product
Declaration is available at: www.tenaris.com/en/sustainability/environment. Information contained in or otherwise
accessible through our Internet website is not a part of this annual report.
We use supplier-specific emission factors whenever possible. Tenaris reviews information about its suppliers where
provided and applies internal criteria to define applicability. As confidence in data increases over time, when
emission factors are found to be more accurate, they are applied from that moment on but not always applied to
past years, as there is no certainty about their applicability with the same values. For those inputs where values are
not expected to change over time, these may be applied to previous years. If supplier-based data is unavailable
other sources are used e.g., worldsteel, IEA, etc.
Since 2022, we have been reporting other Scope 3 categories such as upstream emissions from fuels used and
emissions from the transport of intermediate and final products. In February 2025 among other changes
described above, we have restated our Scope 3 emissions intensity by adding intermill transportation of unfinished
products.
Emissions calculated for the transport of intermediate and final products exclude the following: maritime
movements, specifically spot exports in container/liner from the U.S. and Canada; inland transport within Brazil,
Indonesia, China, Saudi Arabia and the UAE; and Rig Direct
®
movements in Argentina, Mexico and Colombia.
These boundaries may differ from exclusions at the GHG sites included in the report as different criteria apply. The
real distances of transport routes have been calculated for routes bearing over 3,000 tons in the reporting year for
both inland and maritime transport; otherwise, a historic average is used. For air transportation, transport routes
have been calculated for those bearing over 8 tons in the reporting year; otherwise, a historic average is used.
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196
Emissions calculated for raw materials transport include the following considerations: included raw materials are
scrap, iron pellets, lime and pig iron, whereas excluded raw materials are ferroalloys and metals, carbon and
anthracite, which represent 4% of the total volume of raw materials used, excluding purchased steel. The
transport of acquired steel and steel products is excluded from the calculation. The countries covered are those
where Tenaris operates steel production sites. Scrap transport is based on mapping 90% of scrap purchases and
distances to our facilities, while the remaining 10% is an estimate. Internal in-plant movements and return
distances are excluded from the calculation. Emissions factors used for transportation emissions estimation are
based on the GLEC Framework.
Scope 3 emissions are subject to a high level of measurement uncertainty, due to data availability and quality, as
well as measurement methods used across entities in the value chain. To measure Scope 3 emissions, we have
taken into account the boundaries and exclusion criteria detailed above.
Restatement of the baseline on the CO
2
-eq intensity and absolute emissions reported
Acquisitions, mergers, and divestitures are tracked over time and will be included in the base year calculation if
their influence on total emissions exceeds 10%, considering the production level of the sites when
acquisition/merger or divestiture occurs.
In 2024 we completed the acquisition of Mattr’s pipe coating business and we included our GPC (welded pipe
mill in Saudi Arabia) and Isoplus (coating facility in Italy) operations on the inventory and intensity calculation.
Since the accumulated acquisitions are influencing more than the defined threshold we are restating the baseline
on 2024.
To restate the baseline for each of the sites and businesses acquired since 2018, we considered the emissions on
Scope 1, 2 and 3 accounted according to Tenaris methodology, from the first year they started to be accounted in
Tenaris and replicated those emissions up to 2018.
The following table shows the total emissions added per year, divided per scope and category, indicating if it is
included on the Tenaris intensity calculation.
Year
Tons CO
2
-eq.
Included on Tenaris intensity
Not included on intensity
Scope 1
Scope 2
Scope 3 - Category
1
Scope 3 - Intermill
transportation
Scope 3 - Category 3
2018
52,780
91,333
735,602
108,000
9,448
2019
52,780
91,333
735,602
77,000
9,448
2020
19,023
26,393
438,603
48,000
2,627
2021
19,023
26,393
438,603
119,000
2,627
2022
19,023
26,393
438,603
148,000
2,627
2023
19,023
26,393
438,603
143,000
2,627
2024
19,023
26,393
438,603
167,000
2,627
Sites included on the restatement process are: Saudi Steel Pipes (welded pipe mill in Saudi Arabia), Koppel (EAF
steel mill in the U.S.), Ambridge (seamless pipe rolling mill in the U.S.), Coating operations including sites from
Mattr’s pipe coating business (Indonesia, Norway, Mexico, Canada and the UAE) and Isoplus (Italy), and in GPC
(welded mill in Saudi Arabia).
Energy
Renewable electricity accounts for the self-generation of renewable electricity, electricity obtained through
renewable power purchase agreements (“PPA”) that may include renewable energy certificates (“RECs”) or
Guarantees of Origin (“GOs”), local supplier programs, or other green power products that include certified
renewable electricity. Energy consumption does not include oilfield services unless otherwise stated.
Emissions from self-power generation sold to the grid are accounted for in Scope 1.
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197
Air emissions
• Particular Matter (“PM”) emissions on steel shops are measured on continuous monitoring system as well
as flow on stacks and operating time. Equipment is calibrated routinely to ensure reliability
• PM emissions on other processes than steel shops are calculated based on continuous monitoring or spot
monitoring performed during the year, flow estimation and operating time.
• NOX is calculated based on spot monitoring campaigns and calculated considering stack flow estimation
and operating time for the process.
• VOC is calculated for varnishing processes, based on the consumption of varnish and solvent and content
of VOC according to the Safety Data Sheet (“SDS”) of the chemicals.
• Data is collected locally and reported routinely to the corporate area for KPI calculation.
Water
Water data is compiled through a combination of direct measurements, sampling, and extrapolation. We ensure
that the data is accurate and reflective of our actual water use. The share of the measure obtained from direct
measurement, sampling, and best estimates is carefully balanced to provide a comprehensive overview of our
water consumption.
Water used is measured and/ or estimated by our sites, at pertinent points. Discharge water is measured or
estimated and difference with water intake is used to calculate consumption.
Water recycled is measured or estimated based on internal water systems like pumps and operating time of the
system.
Water withdrawal intensity: Tubular production and processing sites (including steel shops).
Waste
Waste data is collected locally weighted at the different sites or third parties. Waste is categorized according to its
properties and characteristics. Destination depends on waste characteristics and local treatment or recycling
infrastructure available.
Recycling content in our steel: Proportion of recycled material in our steel calculated according to the ISO 14021
standard.
Material efficiency (sites with steel shops): The methodology is aligned with that of worldsteel. Sites covered are
Dalmine, Koppel, Siderca, Silcotub and Tamsa.
Residues and co-products reuse or recycling. All sites include waste, coproducts generated and reused or recycled.
Human capital
Gender pay gap
The gender pay gap is the difference of average pay levels between female and male employees, expressed as the
percentage of the average pay level of male employees. The gender pay gap in Tenaris is 95%. (Description:
Weighted average resulting from evaluating the proportion by cluster and country, of the average salaries of
women over men).
Employee headcount
Employee figures are based on the Tenaris Active Headcount Database, with no Full-Time Equivalent estimations.
The data reflects the running rate as of the end of December for each year.
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198
Health and Safety
• Opportunity Ratio refers to improvement opportunities, which include learning opportunities and
opportunities to improve working conditions, expressed per million hours worked.
• Total Injury Frequency Rate: (First Aid injuries + injuries with lost days + injuries without lost days +
fatalities) per million hours worked.
• Injury Frequency Rate: Number of accidents with and without lost days (not including First Aid) per million
hours worked.
• Lost Time Injury Frequency Rate: Number of accidents with lost days per million hours worked.
• Major Injury Frequency Rate (excluding fatalities): Number of major accidents (amputation, asphyxia, deep
laceration, fracture—excepting finger fractures—second and/or third degree extended burns and severe
contusion) per million hours worked.
• Near Miss Frequency Rate: Number of incidents per million hours worked.
• High Potential Events Frequency Rate (Severity 4): Number of events with potentially high
consequences per million hours worked.
• All indicators include own employees and contractors.
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199
Annex II: Sustainability performance indicators
KPI
Unit
2024
2023
2022
Production
Cast steel (100% electric arc furnace)
Million tons
3.7
3.9
3.9
Seamless pipes
Million tons
3.2
3.2
3.3
Welded pipes
Million tons
0.8
1.0
0.5
Safety
Investments in health and safety
USD million
35
24
20
Million hours worked
Employees and contractors
73
72
67
Employees
53
53
50
Contractors
20
19
17
Safe hours held
Hours
39,609
50,850
53,200
Opportunities ratio
Rate
1.5
2.6
2.5
Total Injury Frequency Rate
Employees and contractors
4.4
6.3
6.0
Employees
4.3
6.8
6.6
Contractors
4.6
5.0
4.2
Injury Frequency Rate
Employees and contractors
2.3
3.2
3.1
Employees
2.4
3.5
3.4
Contractors
1.9
2.3
2.2
Lost Time Injury Frequency Rate
Employees and contractors
0.8
1.2
0.9
Employees
0.9
1.2
1
Contractors
0.7
1.1
0.5
Major Injury Frequency Rate
Employees and contractors
0.19
0.52
0.33
Employees
0.15
0.51
0.36
Contractors
0.30
0.58
0.24
Fatalities as a result of work-related injury
Employees number
2
0
0
Employees rate
0.04
0.0
0
Contractors number
0
3
0
Contractors rate
0.0
0.2
0
Near Miss Frequency Rate
Employees and contractors
12
13
13
Employees
13
15
14
Contractors
9
7
9
High Potential Events Frequency Rate (Severity 4)
Employees and contractors
2.7
3.0
3.3
Employees
2.9
3.4
3.6
Contractors
1.9
2.0
2.4
Environment
Investments in environment and energy savings
USD million
207
191
110
Emissions
Greenhouse gas emissions
CO
2
Emissions from all sites
Scope 1
CO
2
-eq million tons
2.0
2.1
2.1
Scope 2 - Market based
CO
2
-eq million tons
0.9
1.0
1.1
Scope 2 - Location based
CO
2
-eq million tons
1.1
1.1
1.1
Scope 3 - Category 1 - Purchased goods and services
CO
2
-eq million tons
3.2
3.6
3.2
Scope 3 - Category 3 - Fuel and energy-related activities
CO
2
-eq million tons
0.4
0.4
0.4
Scope 3 - Category 4 - Upstream transportation and
distribution
CO
2
-eq million tons
0.1
0.1
0.1
Scope 3 - Category 9 - Intermill transport of steel bars
and green pipes
CO
2
-eq million tons
0.2
0.1
0.1
Scope 3 - Category 9 - Downstream transportation and
distribution (not including intermill)
CO
2
-eq million tons
0.6
0.6
0.6
Annual Report 2024
200
Total GHG emissions (Market based) (Scope 1, 2 & 3 all
categories reported on the inventory)
CO
2
-eq million tons
7.4
7.9
7.6
Total GHG emissions (Location based) (Scope 1, Scope 2
& Scope 3 all categories reported on the inventory)
CO
2
-eq million tons
7.6
8.0
7.6
Intensity
tons CO
2
-eq/ton steel
1.31
1.33
1.33
Intensity vs. 2018
%
-15
-14
-14
Scope 1 emissions from all sites covered under
regulated emissions trading schemes or carbon tax
regulations
%
87
87
88
Tubular operations GHG emissions (Market based) per
net revenue
tons CO
2
eq/USD million
590
545
646
Tubular operations GHG emissions (Location based) per
net revenue
tons CO
2
eq/USD million
605
551
646
Oilfield services Scope 1
CO
2
-eq ton
64,262
NA
NA
Oilfield services Scope 2 (Market based)
CO
2
-eq ton
49
NA
NA
Oilfield services Scope 2 (Location based)
CO
2
-eq ton
49
NA
NA
Recycling content in our steel
%
82
79
77
Air emissions
Particulate material emissions
g/ton steel cast
17
14
13
Nitrogen oxides emissions
Kg/ton product
0.8
0.7
0.8
Sulfur oxides emissions
Kg/ton product
0.15
NA
NA
Volatile organic compound emissions from pipe &
coupling varnishing
g/ton product
264
239
221
Energy management
Total energy consumed (excluding oilfield services)
Terajoules (TJ)
39,335
40,123
48,689
-of which natural gas
TJ
25,112
25,772
33,910
-of which coal
TJ
1,709
1,828
1,917
-of which non-renewable electricity
TJ
9,111
10,378
11,851
-of which renewable electricity purchased from the grid
TJ
1,063
1,280
615
-of which renewable electricity self-generated
TJ
1,757
411
0
-of which nuclear sources
TJ
0
0
0
-of which other (e.g., diesel and gasoline)
TJ
582
455
396
Total energy consumed from fossil fuels
%
93
96
99
Total energy consumed from renewable sources
%
7
4
1
Electricity consumption supplied from grid
%
71
80
86
Electricity generated and sold (non-renewable)
TJ
525
468
317
Electricity generated and sold (renewable)
TJ
0
0
0
Total electricity consumption
GWh
3,977
4,023
4,036
Consumption of renewable electricity (per TS market
decision)
GWh
784
470
171
Self-generation of non-renewable electricity
GWh
802
801
662
Self-generation of renewable electricity
GWh
488
114
0
Share of renewables in total electricity consumption
%
20
12
4
Energy intensity from all sites
GJ/ton processed steel
8
8
10
Tubular operations energy consumption per net revenue
TJ/USD million
3.1
2.7
4.1
Oilfield services energy consumption
TJ
865
NA
NA
Water management
Water withdrawal tubular operations and oilfield
services
Million m
3
65.4
64.5
53.0
-of which surface
%
74
78
74
-of which subsurface
%
22
20
23
-of which network
%
4
3
4
Intensity of water withdrawal tubular operations
m
3
water /ton pipe
15
16
16
Intensity of water withdrawal excluding Siderca
m
3
water /ton pipe
4
4
5
Estimated water consumed tubular operations
m
3
water /ton pipe
2
2
3
Annual Report 2024
201
Water withdrawal from high or extremely high baseline
water stress
%
0.6
0.3
1.2
Estimated water consumption tubular operations and
oilfield services
Million m
3
11.8
8.6
9.0
Estimated water consumption in areas with high or
extremely high-water stress tubular operations
Million m
3
0.3
0.2
0.4
Estimated water consumption per net revenue
m
3
per USD million
944
579
763
Oilfield services water intake
Million m
3
2.6
NA
NA
Oilfield services water discharge
Million m
3
0
NA
NA
Oilfield services water consumption
Million m
3
2.6
NA
NA
Waste management
Co-Products and waste tubular operations and oilfield
services
Material efficiency at sites w/steelshops
%
98.8
98.2
97.8
Residue & co-products reuse or recycle at all sites
ton
849,936
877,958
793,850
Residue & co-products reuse or recycle at all sites
(maximum recycling considered equal to generation)
%
85.6
87.7
82.1
Waste disposal at all sites
ton
73,339
84,618
102,799
Waste and co-products disposal at all sites
%
9.7
9.1
10.8
Total tons of wastes and co-products generated (scrap
not included)
ton
958,773
928,168
953,882
Total hazardous wastes generated
ton
134,100
122,437
117,926
Total non-hazardous wastes generated
ton
824,672
805,731
835,956
Total amount of radioactive waste generated
ton
0
0
NA
Total amount of waste sent to incineration
ton
813
2,458
NA
Human Capital
Employees at year end
Shop floor
People
19,663
22,712
19,765
-of which male
People
18,642
21,547
18,788
-of which female
People
1,021
1,165
977
-of which male
%
95
95
95
-of which female
%
5
5
5
Professional
People
6,211
6,422
5,527
-of which male
People
4,336
4,499
3,868
-of which female
People
1,875
1,923
1,659
-of which male
%
70
70
70
-of which female
%
30
30
30
Total employees (full-time)
People
25,874
29,134
25,292
-of which male
People
22,978
26,046
22,656
-of which female
People
2,896
3,088
2,636
-of which male
%
89
89
90
-of which female
%
11
11
10
Trainees (part-time)
People
590
754
590
-of which male
People
312
413
293
-of which female
People
278
341
297
-of which male
%
53
55
50
-of which female
%
47
45
50
Senior managers by gender
Total
People
1,140
1,098
1,016
Male
People
969
949
885
Female
People
171
149
131
Male
%
85
86
87
Female
%
15
14
13
Annual Report 2024
202
Age ranges
Employees up to 30
People
5,816
7,480
6,555
-of which male
People
4,776
6,318
5,566
-of which female
People
1,040
1,162
989
-of which male
%
82
84
85
-of which female
%
18
16
15
Employees between 31 and 50
People
15,317
16,788
14,623
-of which male
People
13,815
15,225
13,274
-of which female
People
1,502
1,563
1,349
-of which male
%
90
91
91
-of which female
%
10
9
9
Employees over 50
People
4,741
4,866
4,114
-of which male
People
4,387
4,503
3,816
-of which female
People
354
363
298
-of which male
%
93
93
93
-of which female
%
7
7
7
Average age of workforce
Years
40
39
39
Age ranges for professional employees
Professionals up to 30
People
1,434
1,481
1,247
-of which male
People
823
846
725
-of which female
People
611
635
522
-of which male
%
57
57
58
-of which female
%
43
43
42
Professionals between 31 and 50
People
3,644
3,814
3,386
-of which male
People
2,626
2,768
2,449
-of which female
People
1,018
1,046
937
-of which male
%
72
73
72
-of which female
%
28
27
28
Professionals over 50
People
1,133
1,127
894
-of which male
People
887
885
694
-of which female
People
246
242
200
-of which male
%
78
79
78
-of which female
%
22
21
22
Age ranges for shop-floor employees
Shop floor up to 30
People
4,382
5,999
5,308
-of which male
People
3,953
5,472
4,841
-of which female
People
429
527
467
-of which male
%
90
91
91
-of which female
%
10
9
9
Shop floor between 31 and 50
People
11,673
12,974
11,237
-of which male
People
11,189
12,457
10,825
-of which female
People
484
517
412
-of which male
%
96
96
96
-of which female
%
4
4
4
Shop floor over 50
People
3,608
3,739
3,220
-of which male
People
3,500
3,618
3,122
-of which female
People
108
121
98
-of which male
%
97
97
97
-of which female
%
3
3
3
Annual Report 2024
203
Age ranges for senior managers
Senior managers up to 30
People
8
4
1
Senior managers up to 30
%
1
0
0
-of which male
People
7
3
-of which female
People
1
1
1
-of which male
%
88
75
-
-of which female
%
12
25
100
Senior managers between 31 and 50
People
766
776
725
Senior managers between 31 and 50
%
67
71
71
-of which male
People
638
656
619
-of which female
People
128
120
106
-of which male
%
83
85
90
-of which female
%
17
15
10
Senior managers over 50
People
366
318
290
Senior managers over 50
%
32
29
29
-of which male
People
324
290
266
-of which female
People
42
28
24
-of which male
%
89
91
90
-of which female
%
11
9
10
Female to male actual total compensation per
professional employee category
Ratio
0.95
0.96
0.97
Training
Training hours per professional employee
Hours
37
37
34
Training hours per shop-floor employee
Hours, including on-the-
job training
85
105
144
Training hours per shop-floor employee
Hours, excluding on-the-
job training
32
39
46
Hours of training
Million hours
1.9
2.4
2.8
Employees by country
Mexico
People
6,042
7,500
5,919
Argentina
People
5,811
6,267
6,444
U.S.
People
3,583
3,882
3,509
Italy
People
2,140
2,187
2,136
Romania
People
1,885
1,884
1,847
Brazil
People
1,405
1,492
1,460
Canada
People
1,197
1,195
944
Indonesia
People
911
1,573
495
Colombia
People
893
1,112
1,183
Saudi Arabia
People
759
849
427
Other
People
1,248
1,193
928
Employees by nationality
Mexican
People
6,447
7,850
6,201
Argentine
People
6,006
6,462
6,617
U.S.
People
2,751
3,057
2,889
Italian
People
2,106
2,145
2,096
Romanian
People
1,915
1,911
1,873
Brazilian
People
1,428
1,509
1,473
Canadian
People
1,096
1,107
862
Colombian
People
935
1,156
1,201
Indonesian
People
913
1,557
491
Saudi Arabian
People
351
434
256
Annual Report 2024
204
Others
People
1,926
1,946
1,333
Mexican
%
25
27
25
Argentine
%
23
22
26
U.S.
%
11
10
11
Italian
%
8
7
8
Romanian
%
7
7
7
Brazilian
%
6
5
6
Canadian
%
4
4
3
Colombian
%
4
4
5
Indonesian
%
4
5
2
Saudi Arabian
%
1
1
1
Others
%
7
7
5
Senior managers by nationality
Argentine
People
407
408
395
Mexican
People
181
172
153
Italian
People
170
168
159
U.S.
People
73
70
51
Romanian
People
67
59
52
Brazilian
People
52
53
47
Colombian
People
29
28
24
Canadian
People
26
22
19
Uruguayan
People
22
20
18
Others
People
113
98
98
Argentine
%
36
37
39
Mexican
%
16
16
15
Italian
%
15
15
16
U.S.
%
6
6
5
Romanian
%
6
5
5
Brazilian
%
5
5
5
Colombian
%
3
3
2
Canadian
%
2
2
2
Uruguayan
%
2
2
2
Others
%
10
9
10
Other human capital indicators
Number of nationalities represented in the employee
population
Number
101
103
100
Employees covered by collective bargaining agreements
%
68
72
71
Resignation rate
% All employees
4.4
5.0
6.2
Resignation rate
% Professional employees
3.8
4.2
6.2
New hires
People
2,573
3,664
6,458
GTs new hires
People
162
251
316
GTs new hires – Male
People
98
148
196
GTs new hires – Female
People
64
103
120
GTs new hires – Male
%
60
59
62
GTs new hires – Female
%
40
41
38
Total number of employees who left during the
reporting period
People
5,677
3,019
3,920
Rate of employee turnover during the reporting period
%
21
12
16
Annual Report 2024
205
Community
2024
2023
2022
Education investment
USD millions
14.2
13.1
10.0
COVID-19 fund
USD millions
-
-
0.4
Other community investment
USD millions
3.7
2.4
3.0
Total community investment
USD millions
17.9
15.5
13.4
Roberto Rocca Technical School students
N° of students
452
444
436
Roberto Rocca Technical School students trained from
other schools
N° of students
1,390
830
526
Roberto Rocca Technical Gene
N° of students
6,230
5,196
3,216
Roberto Rocca Technical Gene
N° of teachers
206
148
328
Roberto Rocca After School Program
N° of students
1,846
2,026
1,482
Roberto Rocca Education Program University & PhD
N° of students
494
527
542
Roberto Rocca Scholarships Program - High school
N° of students
1,941
1,325
1,843
Annual Report 2024
206
Annex III: ESRS Content index
Topic
Description
Section/s
Report page
ESRS 2 – General disclosures
BP-1
General basis for preparation of the
sustainability statement
Basis for presentation
115, 193
Annex I: Sustainability Statement
Accounting Policies
BP-2
Disclosures in relation to specific circumstances
Annex I: Sustainability Statement
Accounting Policies,
193
GHG Emissions
GOV-1
The role of the administrative, management
and supervisory bodies
Directors, Senior Management and
Employees
95
GOV-2
Information provided to and sustainability
matters addressed by the undertaking’s
administrative, management and supervisory
bodies
Directors, Senior Management and
Employees
95
GOV-3
Integration of sustainability-related
performance in incentive schemes
Directors, Senior Management and
Employees
95
GOV-4
Statement on due diligence
Due Diligence
119
GOV-5
Risk management and internal controls over
sustainability reporting
Board Practices, Risk Management
106
SBM-1
Strategy, business model and value chain
Business Overview
35
SBM-2
Interests and views of stakeholders
Stakeholder Engagement
122
SBM-3
Material impacts, risks and opportunities and
their interaction with strategy and business
model
Material Impacts, Risks and
Opportunities
124
IRO-1
Description of the process to identify and
assess material impacts, risks and opportunities
Double Materiality Assessment
121
IRO-2
Disclosure requirements in ESRS covered by the
undertaking’s sustainability statement
Annex III: ESRS Content Index
206
E1 – Climate change
E1
GOV-3
Integration of sustainability-related
performance in incentive schemes
Directors, Senior Management and
Employees
95
E1-1
Transition plan for climate change mitigation
Climate Change
128
E1
SBM-3
Material impacts, risks and opportunities and
their interaction with strategy and business
model
Climate Change
128
E1 IRO-
1
Description of the processes to identify and
assess material climate-related impacts, risks
and opportunities
Climate Change
128
E1-2
Policies related to climate change mitigation
and adaptation
Environmental Management System
127
E1-3
Actions and resources in relation to climate
change policies
Climate Change
128
E1-4
Targets related to climate change mitigation
and adaptation
Climate Change
128
E1-5
Energy consumption and mix
Annex II: Sustainability performance
indicators
Energy Management
199
E1-6
Gross Scopes 1, 2, 3 and Total GHG emissions
GHG Emissions
Annex II: Sustainability performance
indicators
GHG Emissions
128, 199
E1-8
Internal carbon pricing
Climate Change
128
Annual Report 2024
207
E2 – Pollution
E2 IRO-
1
Description of the processes to identify and
assess material pollution-related impacts, risks
and opportunities
Air Quality
137
E2-1
Policies related to pollution
Air Quality
137
E2-2
Actions and resources related to pollution
Air Quality
137
E2-3
Targets related to pollution
Air Quality
137
E2-4
Pollution of air, water and soil
Annex II: Sustainability performance
indicators
Emissions to the Atmosphere
199
E3 – Water and marine resources
E3 IRO-
1
Description of the processes to identify and
assess material water and marine resources-
related impacts, risks and opportunities
Water Management
139
E3-1
Policies related to water and marine resources
Water Management
139
E3-2
Actions and resources related to water and
marine resources
Water Management
139
E3-3
Targets related to water and marine resources
Water Management
139
E3-4
Water consumption
Annex II: Sustainability performance
indicators
Water Consumption
199
E4 – Biodiversity and ecosystems
E4 IRO-
1
Description of processes to identify and assess
material biodiversity and ecosystem-related
impacts, risks and opportunities
Biodiversity
145
E5 – Resource use and circular economy
E5 IRO-
1
Description of the processes to identify and
assess material resource use and circular
economy-related impacts, risks and
opportunities
Circularity
142
E5-1
Policies related to resource use and circular
economy
Circularity
142
E5-2
Actions and resources related to resource use
and circular economy
Circularity
142
E5-3
Targets related to resource use and circular
economy
Circularity
142
E5-4
Resource inflows
Annex II: Sustainability performance
indicators
Circularity
199
E5-5
Resource outflows
Annex II: Sustainability performance
indicators
Circularity
199
S1 – Own workforce
S1
SBM-2
Interests and views of stakeholders
Stakeholder Engagement
122, 155
Human Capital
S1
SBM-3
Material impacts, risks and opportunities and
their interaction with strategy and business
model
Human Capital
155, 161
Health & Safety
S1-1
Policies related to own workforce
Human Capital
155, 161
Health & Safety
S1-2
Processes for engaging with own workforce
and workers’ representatives about impacts
Human Capital
155, 161
Health & Safety
Annual Report 2024
208
S1-3
Processes to remediate negative impacts and
channels for own workforce to raise concerns
Human Capital
155, 161, 188
Health & Safety
Compliance Line
S1-4
Taking action on material impacts on own
workforce, and approaches to managing
material risks and pursuing material
opportunities related to own workforce, and
effectiveness of those actions
Human Capital
155, 161
Health & Safety
S1-5
Targets related to managing material negative
impacts, advancing positive impacts, and
managing material risks and opportunities
Human Capital
155, 161
Health & Safety
S1-6
Characteristics of the undertaking’s employees
Annex II: Sustainability performance
indicators
Human Capital Indicators
199
S1-8
Collective bargaining coverage and social
dialogue
Annex II: Sustainability performance
indicators
Human Capital Indicators
199
S1-9
Diversity metrics
Annex II: Sustainability performance
indicators
Human Capital Indicators
199
S1-10
Adequate wages
Annex II: Sustainability performance
indicators
Human Capital Indicators
199
S1-14
Health and Safety metrics
Annex II: Sustainability performance
indicators
Health & Safety
199
S1-16
Remuneration metrics (pay gap and total
remuneration)
Annex II: Sustainability performance
indicators
Human Capital Indicators
199
S2 – Workers in the value chain
S2
SBM-2
Interests and views of stakeholders
Stakeholder Engagement
122, 176
Suppliers
S2
SBM-3
Material impacts, risks and opportunities and
their interaction with strategy and business
model
Suppliers
176
S2-1
Policies related to value chain workers
Suppliers
176
S2-2
Processes for engaging with value chain
workers about impacts
Suppliers
176
S2-3
Processes to remediate negative impacts and
channels for value chain workers to raise
concerns
Suppliers
176
S2-4
Taking action on material impacts on value
chain workers, and approaches to managing
material risks and pursuing material
Suppliers
176
S2-5
Targets related to managing material negative
impacts, advancing positive impacts, and
managing material risks and opportunities
Our Value Chain
171, 176
Suppliers
Annual Report 2024
209
S3 – Affected Communities
S3
SBM-2
Interests and views of stakeholders
Stakeholder Engagement
122, 166
Community Relations
S3
SBM-3
Material impacts, risks and opportunities and
their interaction with strategy and business
model
Community Relations
166
S3-1
Policies related to affected communities
Community Relations
166
S3-2
Processes for engaging with affected
communities about impacts
Community Relations
166
S3-3
Processes to remediate negative impacts and
channels for affected communities to raise
concerns
Community Relations
166
S3-4
Taking action on material impacts on affected
communities, and approaches to managing
material risks and pursuing material
opportunities related to affected communities,
and effectiveness of those actions
Community Relations
166
S3-5
Targets related to managing material negative
impacts, advancing positive impacts, and
managing material risks and opportunities
Community Relations
166
S4 – Consumers and End-users
S4
SBM-2
Interests and views of stakeholders
Stakeholder Engagement
122, 171
Customers
S4
SBM-3
Material impacts, risks and opportunities and
their interaction with strategy and business
model
Customers
171
S4-1
Policies related to consumers and end-users
Customers
171
S4-2
Processes for engaging with consumers and
end-users about impacts
Customers
171
S4-3
Processes to remediate negative impacts and
channels for consumers and end-users to raise
concerns
Customers
171
S4-4
Taking action on material impacts on
consumers and end-users, and approaches to
managing material risks and pursuing material
opportunities related to consumers and end-
users, and effectiveness of those actions
Customers
171
S4-5
Targets related to managing material negative
impacts, advancing positive impacts, and
managing material risks and opportunities
Our Value Chain
171
Customers
Annual Report 2024
210
G1 – Business conduct
G1
GOV-1
The role of the administrative, supervisory and
management bodies
Directors, Senior Management and
Employees
95
G1
IRO-1
Description of the processes to identify and
assess material impacts, risks and opportunities
Business conduct risk management
186
G1-1
Business conduct policies and corporate culture
Governance – Business Conduct
181
G1-2
Management of relationships with suppliers
Suppliers
176
G1-3
Prevention and detection of corruption and
bribery
Governance – Business Conduct
181
G1-4
Incidents of corruption or bribery
Governance – Business Conduct
181
G1-6
Payment practices
Suppliers
176
Annual Report 2024
211
Annex IV: SASB Iron & Steel Producers Content Index
Topic
Metric
Unit of
measure
Code
Page
Greenhouse
Gas Emissions
Gross global Scope 1 emissions, percentage
covered under emissions-limiting
regulations
Metric tons (t)
CO2 -eq,
Percentage (%)
EM-IS-110a.1
128
Discussion of long-term and short-term
strategy or plan to manage Scope 1
emissions, emissions reduction targets, and
an analysis of performance against those
targets
n/a
EM-IS-110a.2
128
Air Quality
Air emissions of the following pollutants:
(1) CO, (2) NOx (excluding N
2
O), (3) SOx, (4)
particulate matter (PM10), (5) manganese
(MnO), (6) lead (Pb), (7) volatile organic
compounds (VOCs), and (8) polycyclic
aromatic hydrocarbons (PAHs)
Metric tons (t)
EM-IS-120a.1
137
Energy
Management
(1) Total energy consumed, (2) percentage
grid electricity and (3) percentage
renewable
Gigajoules (GJ),
Percentage (%)
EM-IS-130a.1
200
(1) Total fuel consumed, (2) percentage
coal, (3) percentage natural gas and (4)
percentage renewable
Gigajoules (GJ),
Percentage (%)
EM-IS-130a.2
200
Water
Management
(1) Total water withdrawn, (2) total water
consumed; percentage of each in regions
with High or Extremely High Baseline Water
Stress
Thousand cubic
meters (m³),
Percentage (%)
EM-IS-140a.1
140, 201
Waste
Management
(1) Amount of waste generated, (2)
percentage hazardous, (3) percentage
recycled
Metric tons (t),
Percentage (%)
EM-IS-150a.1
142, 201
Workforce
Health and
Safety
(1) Total recordable incident rate (TRIR), (2)
fatality rate, and (3) near miss frequency
rate (NMFR) for (a) direct employees and (b)
contract employees
Rate
EM-IS-320a.1
161, 199
Supply Chain
Management
Discussion of the process for managing iron
ore or coking coal sourcing risks arising
from environmental and social issues
n/a
EM-IS-430a.1
60, 176
Activity metric
Unit of
measure
Code
Page
Raw steel production, percentage from: (1) basic oxygen
furnace processes, (2) electric arc furnace processes
Metric tons (t),
Percentage (%)
EM-IS-000.A
199
Total iron ore production (*)
Metric tons (t)
EM-IS-000.B
None
Total coking coal production (*)
Metric tons (t)
EM-IS-000.C
None
(*) We do not produce either iron ore or coking coal. In Argentina we consume iron ore to produce direct reduced iron using gas as a reductant.
Our annual consumption of iron ore during 2024 was approximately 958 thousand tons.
Annex V: Independent Limited Assurance Report
PwC limited review of certain selected information in this sustainability statement is included in the following
pages.
PricewaterhouseCoopers, Société coopérative, 2 rue Gerhard Mercator, B.P. 1443, L-1014 Luxembourg
T : +352 494848 1, F : +352 494848 2900, www.pwc.lu
Cabinet de révision agréé. Expert-comptable (autorisation gouvernementale n°10028256)
R.C.S. Luxembourg B 65 477 - TVA LU25482518
To the Management of Tenaris, S.A.
Independent Practitioner’s Limited Assurance Report on Tenaris S.A.’s Selected Information
Limited assurance conclusion
We have conducted a limited assurance engagement on certain information disclosed in the 2024
Sustainability Statement (the “Sustainability Report”) section of the Annual Report of Tenaris S.A. and
its subsidiaries (together the “Group”) included in the Annex II of the Sustainability Report as at
31 December 2024 and for the year then ended as set out in the table attached below in Exhibit 1
(the “Selected Information”).
Based on the procedures we have performed and the evidence we have obtained, nothing has come to
our attention that causes us to believe that the Selected Information is not prepared, in all material
respects, in accordance with the Assessment Criteria as set forth in the methodologies defined by the
Group and applied as explained in Exhibit 1 and in the Sustainability Report under the section
Sustainability Statement Accounting Policies (the “Assessment Criteria”).
Basis for conclusion
We conducted our limited assurance engagement in accordance with International Standard on
Assurance Engagements (ISAE 3000 (Revised)), Assurance Engagements Other Than Audits or
Reviews of Historical Financial Information (ISAE 3000 (Revised)), issued by the International Auditing
and Assurance Standards Board (IAASB), as adopted for Luxembourg by the Institut des Réviseurs
d’Entreprises (IRE).
We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our
conclusion. Our responsibilities under this standard are further described in the Responsibility of the
“Réviseur d’entreprises agréé” section of our report.
Our independence and quality management
We have complied with the independence and other ethical requirements of the International Code of
Ethics for Professional Accountants (including International Independence Standards) issued by the
International Ethics Standards Board for Accountants as adopted for Luxembourg by the “Commission
de Surveillance du Secteur Financier” (CSSF), which is founded on fundamental principles of integrity,
objectivity, professional competence and due care, confidentiality and professional behavior.
Our firm applies International Standard on Quality Management 1, as adopted for Luxembourg by the
CSSF, which requires the firm to design, implement and operate a system of quality management
including policies or procedures regarding compliance with ethical requirements, professional standards
and applicable legal and regulatory requirements.
Responsibilities of the Management
The Management of the Group is responsible for:
• developing appropriate Assessment Criteria against which to assess the Selected Information and
applying these consistently;
• ensuring that those Assessment Criteria are relevant and appropriate to the Group and the intended
users of the Selected Information;
• designing, implementing and maintaining internal control procedures that provide adequate control
over Selected Information and the preparation and presentation of Selected Information in the
Sustainability Report for the year ending 31 December 2024 that is free from material misstatement,
whether due to fraud or error;
• selecting and applying appropriate sustainability reporting methods, and making assumptions and
estimates that are reasonable in the circumstances;
• the preparation of the Selected Information in accordance with the Assessment Criteria; and
• retention of sufficient, appropriate records to support the reported data and assertions included in
the Selected Information.
Inherent limitations
Non-financial performance information is subject to more inherent limitations than financial information,
given the characteristics of the subject matter and the methods used for determining such information.
The absence of a significant body of established practice on which to draw allows for the selection of
different but acceptable measurement techniques which can result in materially different measurements
and can impact comparability. The precision of different measurement techniques may also vary.
Qualitative interpretations of relevance, materiality, the accuracy of data and estimates of margins of
uncertainty on data are subject to individual assumptions and judgements.
Responsibility of the “Réviseur d’entreprises agréé”
Our responsibility is to plan and perform the assurance engagement to obtain limited assurance about
whether the Selected Information is free from material misstatement, whether due to fraud or error, and
to issue a limited assurance report that includes our conclusion. Misstatements can arise from fraud or
error and are considered material if, individually or in aggregate, they could reasonably be expected to
influence decisions of users taken on the basis of the Selected Information.
As part of a limited assurance engagement in accordance with ISAE 3000 (Revised) we exercise
professional judgement and maintain professional scepticism throughout the engagement. We also:
determine the suitability in the circumstances of the Group’s use of Assessment Criteria as the basis for
the preparation of the Selected Information;
perform risk assessment procedures, including obtaining an understanding of internal control relevant
to the engagement, to identify where material misstatements are likely to arise, whether due to fraud or
error, but not for the purpose of providing a conclusion on the effectiveness of the Group’s internal
control;
design and perform procedures responsive to where material misstatements are likely to arise in the
Selected Information. The risk of not detecting a material misstatement resulting from fraud is higher
than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
Summary of the work performed
A limited assurance engagement involves performing procedures to obtain evidence about the Selected
Information. The procedures in a limited assurance engagement vary in nature and timing from, and are
less in extent than for, a reasonable assurance engagement. Consequently, the level of assurance
obtained in a limited assurance engagement is substantially lower than the assurance that would have
been obtained had a reasonable assurance engagement been performed.
The nature, timing and extent of procedures selected depend on professional judgement, including the
identification of where material misstatements are likely to arise in the Selected Information, whether
due to fraud or error.
In conducting our limited assurance engagement, we:
• obtained an understanding of the Selected Information and related disclosures, including Group’s
reporting processes relevant to the preparation of the Selected Information;
• obtained an understanding of the Assessment Criteria and their suitability for the evaluation and/or
measurements of the Selected Information;
• evaluated whether all information identified by the process to identify the information reported in the
Selected Information is included in the Selected Information;
• based on that understanding, assessed the risks that the Selected Information may be materially
misstated and determination of the nature, timing and extent of further procedures;
• performed inquiries of relevant Group personnel and third parties on Selected Information;
• performed analytical procedures related to the Selected Information;
• evaluated the methods, assumptions and data for developing the estimates made by management
in the preparation of the Selected Information;
• performed substantive assurance procedures on a selective basis of evidence supporting the
reported Selected Information and assessed the related disclosures; and
• reviewed the presentation of the selected information and related disclosures included in the
Sustainability Report.
Other Matter
The comparative sustainability information of the Group as at 31 December 2023 and for the year then
ended was not subject to an assurance engagement. Our conclusion is not modified in respect of this
matter.
Restriction on distribution and use
This report, including the opinion, has been prepared for and only for the Management of the Group in
accordance with the terms of our engagement letter and is not suitable for any other purpose. We do
not accept any responsibility to any other party to whom it may be distributed.
PricewaterhouseCoopers, Société coopérative Luxembourg, 1 April 2025
Represented by
Julien Melotte
Réviseur d’entreprises agréé
Appendix: Exhibit 1 - Table of the “Selected Information”.
Appendix
Exhibit 1 - Table of the “Selected Information”
Key Performance Indicators
Methodological Note
Units
Production - Cast steel
(100% electric arc furnace)
Production of cast steel
Million tons
Safety - Million hours worked -
Employees and contractors
Total number of hours worked of
Employees and contractors
Number
Safety - Million hours worked -
Employees
Total number of hours worked of
Employees
Number
Safety - Million hours worked -
Contractors
Total number of hours worked of
contractors
Number
Safety - Safe hours held
Total number of Safe hours Inspections
held
Number
Safety - Opportunities ratio
Severity 3 and 4 Opportunities
*1000/MHW
Ratio
Safety - Total Injury Frequency
Rate - Employees and contractors
(Total number of work-related injuries of
employees + Total number of recordable
work-related injuries of contractors)/Total
number of worked hours
Rate
Safety - Total Injury Frequency
Rate - Employees
Total number of work-related injuries of
employees/Total number of employees
worked hours
Rate
Safety - Total Injury Frequency
Rate - Contractors
Total number of work-related injuries of
contractors/Total number contractors of
worked hours
Rate
Safety - Injury Frequency Rate -
Employees and contractors
(Recordable work-related injuries of
employees + Recordable work-related
injuries of contractors)/Total number of
worked hours
Rate
Safety - Injury Frequency Rate -
Employees
Recordable work-related injuries of
employees/Total number of employees
worked hours
Rate
Safety - Injury Frequency Rate -
Contractors
Recordable work-related injuries of
contractors/Total number of contractors
worked hours
Rate
Safety - Lost Time Injury
Frequency Rate - Employees and
contractors
(Recordable lost time work-related injuries
of employees + Recordable lost time work-
related injuries of contractors)/Total
number of worked hours
Rate
Safety - Lost Time Injury
Frequency Rate - Employees
Recordable lost time work-related injuries
of employees/Total number of employees
worked hours
Rate
Safety - Lost Time Injury
Frequency Rate - Contractors
Recordable lost time work-related injuries
of contractors/Total number of contractors
worked hours
Rate
Safety - Major Injury Frequency
Rate - Employees and contractors
(Recordable major injuries of employees +
Recordable major injuries of contractors)
Total number of worked hours
Rate
Safety - Major Injury Frequency
Rate - Employees
Recordable major injuries of
employees/Total number of employees
worked hours
Rate
Safety - Major Injury Frequency
Rate - Contractors
major injuries of contractors/Total number
of contractors worked hours
Rate
Safety - Fatalities as a result of
work-related injury - Employees
Total number of employees Fatalities as a
result of work-related injury
Number
Safety - Fatalities as a result of
work-related injury - Employees
Total number of employees Fatalities as a
result of work-related injury/Total number
of employees worked hours
Rate
Appendix
Exhibit 1 - Table of the “Selected Information”
Key Performance Indicators
Methodological Note
Units
Safety – Fatalitie.s as a result of
work-related injury - Contractor
Total number of contractors Fatalities as a
result of work-related injury
Number
Safety - Fatalities as a result of
work-related injury - Contractor
Total number of contractor Fatalities as a
result of work-related injury/Total number
of contractors worked hours
Rate
Safety - Near Miss Frequency
Rate - Employees and contractors
Total number of Near miss of employees
and contractors/Total hours worked
Rate
Safety - Near Miss Frequency
Rate - Employees
Total number of Near miss of
employees/Total employees hours worked
Rate
Safety - Near Miss Frequency
Rate - Contractors
Total number of Near miss of
contractors/Total contractors hours worked
Rate
Safety - High Potential Events
Incidents Frequency Rate
(Severity 4) - Employees and
contractors
Total number of High Potential Incidents
and accidents for employees and
contractors/Total worked hours
Rate
Safety - High Potential Events
Incidents Frequency Rate
(Severity 4) - Employees
Total number of employees High Potential
Incidents and accidents/Total employees
worked hours
Rate
Safety - High Potential Events
Incidents Frequency Rate
(Severity 4) - Contractors
Total number of contractors High Potential
Incidents and accidents/Total contractors
worked hours
Rate
Environment - CO2 Emissions
from all sites - Scope 1
Total Scope 1 emissions from all sites.
(excluding oilfield services)
CO2-eq
million tons
Environment - CO2 Emissions
from all sites - Scope 2 - market
based
Total market based Scope 2 emissions
from all sites (excluding oilfield services)
CO2-eq
million tons
Environment - CO2 Emissions
from all sites - Scope 3 - Category
1 - Purchased goods and services
Total Scope 3 emissions Category 1
Purchased goods and services from all
sites (excluding oilfield services)
CO2-eq
million tons
Environment - CO2 Emissions
from all sites - Scope 3 emissions -
Category 9 - Intermill transport of
steel bars and green pipes
Total Location based Scope 2 emissions
from all sites
(excluding oilfield services)
CO2-eq
million tons
Environment - CO2 Emissions
from all sites - Scope 2 - Location
based
Total Category 3 Fuel and energy related
activities Scope 3 emissions from all sites
(excluding oilfield services)
CO2-eq
million tons
Environment - CO2 Emissions
from all sites - Scope 3 - Category
3 - Fuel -and energy- related
activities
Total Category 4 Upstream transportation
and distribution Scope 3 emissions from all
sites
(excluding oilfield services)
CO2-eq
million tons
Environment - CO2 Emissions
from all sites - Scope 3 - Category
4 - Upstream transportation and
distribution
Scope 1 emissions from all sites covered
under regulated emissions trading
schemes or carbon tax regulations/Total
Scope 1 emissions (excluding oilfield
services)
CO2-eq
million tons
Environment - CO2 Emissions
from all sites - Scope 3 emissions -
Category 9 - Downstream
transportation and distribution (not
including intermill)
Total GHG emissions: Scope 1 + Scope 2
(market-based) + Scope 3 emissions all
categories reported on the inventory
(excluding oilfield services)
CO2-eq
million tons
Environment - CO2 Emissions
from all sites - Scope 1 emissions
from all sites covered under
regulated emissions trading
schemes or carbon tax regulations
Total GHG emissions: Scope 1 + Scope 2
(location-based) + Scope 3 emissions all
categories reported on the inventory
(excluding oilfield services)
%
Appendix
Exhibit 1 - Table of the “Selected Information”
Key Performance Indicators
Methodological Note
Units
Environment - CO2 Emissions
from all sites - Total GHG
emissions (market-based) (Scope
1, 2 & 3 all categories reported on
the inventory)
Total GHG emissions: Scope 1 + Scope 2
(market-based) + Scope 3 emissions all
categories reported on the inventory/net
revenue from all sites
(excluding oilfield services)
CO2-eq
million tons
Environment - CO2 Emissions
from all sites - Total GHG
emissions (location-based) (Scope
1, Scope 2 & Scope 3 all
categories reported on the
inventory)
Total GHG emissions: Scope 1 + Scope 2
(location-based) + Scope 3 emissions all
categories reported on the inventory/net
revenue from all sites
(excluding oilfield services)
CO2-eq
million tons
Environment - CO2 Emissions
from all sites - Recycling content in
our steel
(Crude steel + Co-products Recovery +
Residues Recovery)/(Crude steel + Co-
products Recovery + Residues Recovery +
Coproducts Disposal + Residues Disposal)
*100
%
Environment - CO2 Emissions
from all sites - Tubular operations
GHG emissions (market-based)
per net revenue
Tubular operations GHG emissions: Scope
1 + Scope 2 (market-based) + Scope 3
emissions all categories reported on the
inventory (excluding oilfield services)/net
revenue from all sites
ton
CO2eq/USD
million
Environment - CO2 Emissions
from all sites - Tubular operations
GHG emissions (location-based)
per net revenue
Tubular operations GHG emissions: Scope
1 + Scope 2 (location-based) + Scope 3
emissions all categories reported on the
inventory (excluding oilfield services)/net
revenue from all sites
ton
CO2eq/USD
million
Environment - Air emissions -
Particulate material emissions
Steel shops particulate material
emissions/casted steel production
g/ton steel
cast
Environment - Energy
management - Total energy
consumed (excluding oilfield
services)
Total energy consumed (excluding oilfield
services)
Terajoules
(TJ)
-of which natural gas
Total natural gas energy consumed
Terajoules
(TJ)
-of which coal
Total coal energy consumed
Terajoules
(TJ)
-of which non-renewable
electricity
Total non-renewable electricity
Terajoules
(TJ)
-of which renewable electricity
purchased from the grid (per TS
market decision)
Total renewable electricity purchased from
the grid (per TS market decision)
Terajoules
(TJ)
-of which renewable electricity self-
generated
Total renewable electricity self-generated
Terajoules
(TJ)
-of which nuclear sources
Total nuclear sources energy consumed
Terajoules
(TJ)
-of which other (e.g., diesel and
gasoline)
Total other energy consumed
Terajoules
(TJ)
Environment - Energy
management - Total energy
consumed from fossil fuels
Total energy consumed from
Fossil Fuels/Total energy consumed
%
Environment - Energy
management - Total energy
consumed from renewable
sources
Total renewable energy consumed/Total
energy consumed
%
Appendix
Exhibit 1 - Table of the “Selected Information”
Key Performance Indicators
Methodological Note
Units
Environment - Energy
management - Electricity
consumption supplied from grid
Total electricity consumption supplied from
grid/total electricity consumed
%
Environment - Energy
management - Share of
renewables in total electricity
consumption
Total renewable electricity consumed/Total
electricity consumed
%
Environment - Energy
management - Electricity
generated and sold (non-
renewable)
Total Electricity generated and sold (non-
renewable)
Terajoules
(TJ)
Environment - Energy
management - Electricity
generated and sold (renewable)
Total Electricity generated and sold
(renewable)
Terajoules
(TJ)
Environment - Energy
management - Total electricity
consumption
Total electricity consumption
GWh
Environment - Energy
management - Consumption of
renewable electricity (per TS
market decision)
Total consumption of renewable electricity
(per TS market decision)
GWh
Environment - Energy
management - Self-generation of
non-renewable electricity
Total self-generation of non-renewable
electricity
GWh
Environment - Energy
management - Self generation of
renewable electricity
Total self-generation of renewable
electricity
GWh
Environment - Energy
management - Energy intensity
from all sites
Total energy consumption/total processed
steel
GJ/ton
processed
steel
Environment - Energy
management - Tubular operations
energy consumption per net
revenue
Tubular operations energy consumption
per net revenue
TJ/USD
million
Environment - Water management
- Water withdrawal tubular
operations and oilfield services
Water withdrawal tubular operations and
oilfield services
Million m3
-of which surface
Surface water withdrawal/Total water
withdrawal
%
-of which subsurface
Subsurface water withdrawal/Total water
withdrawal
%
-of which network
Network water withdrawal/Total water
withdrawal
%
Environment - Water management
- Intensity of water withdrawal
tubular operations
Water withdrawal tubular operations/Total
tons pipes production (FPR)
M3 water/ton
pipe
Environment - Water management
- Intensity of water withdrawal
excluding Siderca
Water withdrawal at all sites excluding
Siderca/Total tons pipes production (FPR)
M3 water/ton
pipe
Environment - Water management
- Estimated water consumed
tubular operations
(Water withdrawal - Estimated water
discharged)/Total tons pipes production
(FPR)
M3 water/ton
pipe
Environment - Water management
- Water withdrawal from high or
extremely high baseline water
stress
Water withdrawal from high or extremely
high baseline water stress/Total water
withdrawal (Estimated)
%
Appendix
Exhibit 1 - Table of the “Selected Information”
Key Performance Indicators
Methodological Note
Units
Environment - Water management
- Estimated water consumption
tubular operations and oilfield
services
Water withdrawal - Water discharged
(Estimated)
Million m3
Environment - Water management
- Estimated water consumption in
areas with high or extremely high-
water stress tubular operations
Estimated water consumption in areas with
high or extremely high-water stress
Million m3
Environment - Water management
- Estimated water consumption per
net revenue
Estimated water consumption in its own
operations/net revenue
m3 per USD
million
Environment - Waste management
- Material efficiency at sites w/steel
shops
(Crude steel + Co-products Recovery +
Residues Recovery) *100/(Crude steel
+Co-products Recovery + Residues
Recovery + Coproducts Disposal +
Residues Disposal)
%
Environment - Waste management
- Residue & co-products reuse or
recycle at all sites
Total residue & co-products reuse or
recycle at all sites
ton
Environment - Waste management
- Residue & co-products reuse or
recycle at all sites (maximum
recycling considered equal to
generation)
(Co-products sent to Recovery + Residues
sent to Recovery)/(Total Co-products
generated all sites + Total waste
generated at all sites)
%
Environment - Waste management
- Waste disposal at all sites
Total Waste disposal at all sites
ton
Environment - Waste management
- Waste and co-product disposal at
all sites
(Co-products sent to disposal + Residues
sent to disposal)/(Total Co-products
generated at all sites + Total waste
generated at all sites)
%
Environment - Waste management
- Total tons of wastes and co
products produced (scrap not
included)
Total tons of wastes and co products
produced (scrap not included)
ton
Human Capital - Employees at
year end - Shop floor
Total Number of Shop floor Employees at
year end
Number
-of which male
Total Number of male Shop floor
Employees at year end
Number
-of which female
Total Number of female Shop floor
Employees at year end
Number
-of which male
Total Number of male Shop floor
Employees at year end/Total Number of
Shop floor Employees at year end
%
-of which female
Total Number of female Shop floor
Employees at year end/Total Number of
Shop floor Employees at year end
%
Human Capital - Employees at
year end - Professional
Total Number of Professional Employees
at year end
Number
-of which male
Total Number of male Professional
Employees at year end
Number
-of which female
Total Number of female Professional
Employees at year end
Number
-of which male
Total Number of male Professional
Employees at year end/Total Number
Professional Employees at year end
%
Appendix
Exhibit 1 - Table of the “Selected Information”
Key Performance Indicators
Methodological Note
Units
-of which female
Total Number of female Professional
Employees at year end/Total Number
professional Employees at year end
%
Human Capital - Employees at
year end - Total employees (full-
time)
Total number of employees (full-time) at
year end
Number
-of which male
Total number of male employees
(full-time) at year end
Number
-of which female
Total number of female employees (full-
time) at year end
Number
-of which male
Total number of male employees
(full-time) at year end/Total number of
employees (full-time) at year end
%
-of which female
Total number of female employees
(full-time) at year end/Total number of
employees (full-time) at year end
%
Human Capital - Employees at
year end - Trainees (part-time)
Total number of trainees (part-time) at
year end
Number
-of which male
Total number of male trainees (part-time)
at year end
Number
-of which female
Total number of female trainees
(part-time) at year end
Number
-of which male
Total number of male trainees (part-time)
at year end/Total number of trainees (part-
time) at year end
%
-of which female
Total number of female trainees
(part-time) at year end/Total number of
trainees (part-time) at year end
%
Human Capital - Senior managers
by gender - Total
Total number of Senior managers
Number
Male
Total number of male Senior managers
Number
Female
Total number of female Senior managers
Number
Male
Total number of male Senior
managers/Total number of Senior
managers
%
Female
Total number of female Senior
managers/Total number of Senior
managers
%
Human Capital - Age ranges -
Employees up to 30
Total number of Employees up to 30
Number
-of which male
Total number of male Employees up to 30
Number
-of which female
Total number of female Employees up to
30
Number
-of which male
Total number of male Employees up to
30/Total number of Employees up to 30
%
-of which female
Total number of female Employees up to
30/Total number of Employees up to 30
%
Human Capital - Age ranges -
Employees between 31 and 50
Total number of Employees between 31
and 50
Number
-of which male
Total number of male Employees between
31 and 50
Number
-of which female
Total number of female Employees
between 31 and 50
Number
Appendix
Exhibit 1 - Table of the “Selected Information”
Key Performance Indicators
Methodological Note
Units
-of which male
Total number of male Employees between
31 and 50/Total number of Employees
between 31 and 50
%
-of which female
Total number of female Employees
between 31 and 50/Total number of
Employees between 31 and 50
%
Human Capital - Age ranges -
Employees over 50
Total number of Employees over 50
Number
-of which male
Total number of male Employees over 50
Number
-of which female
Total number of female Employees over
50
Number
-of which male
Total number of male Employees over
50/Total number of Employees over 50
%
-of which female
Total number of female Employees over
50/Total number of Employees over 50
%
Human Capital - Age ranges -
Average age of workforce
Sum of age of employees/total number of
employees
Number
Human Capital - Age ranges for
professional employees -
Professionals up to 30
Total number of Professionals up to 30
Number
-of which male
Total number of male Professionals up to
30
Number
-of which female
Total number of female Professionals up
to 30
Number
-of which male
Total number of male Professionals up to
30/Total number of Professionals up to 30
%
-of which female
Total number of female Professionals up
to 30/Total number of Professionals up to
30
%
Human Capital - Age ranges for
professional employees -
Professionals between 31 and 50
Total number of Professionals between 31
and 50
Number
-of which male
Total number of male Professionals
between 31 and 50
Number
-of which female
Total number of female Professionals
between 31 and 50
Number
-of which male
Total number of male Professionals
between 31 and 50/Total number of
Professionals between 31 and 50
%
-of which female
Total number of female Professionals
between 31 and 50/Total number of
Professionals between 31 and 50
%
Human Capital - Age ranges for
professional employees -
Professionals over 50
Total number of Professionals over 50
Number
-of which male
Total number of male Professionals over
50
Number
-of which female
Total number of female Professionals over
50
Number
-of which male
Total number of male Professionals over
50
%
-of which female
Total number of female Professionals over
50/Total number of Professionals over 50
%
Appendix
Exhibit 1 - Table of the “Selected Information”
Key Performance Indicators
Methodological Note
Units
Human Capital - Age ranges for
shop-floor employees - Shop floor
up to 30
Total number of shop-floor employees up
to 30
Number
-of which male
Total number of male shop-floor
employees up to 30
Number
-of which female
Total number of female shop-floor
employees up to 30
Number
-of which male
Total number of male shop-floor
employees up to 30/Total number of shop-
floor employees up to 30
%
-of which female
Total number of female shop-floor
employees under 30/Total number of
shop-floor employees up to 30
%
Human Capital - Age ranges for
shop-floor employees - Shop floor
between 31 and 50
Total number of shop-floor employees
between 31 and 50
Number
-of which male
Total number of male shop-floor
employees between 31 and 50
Number
-of which female
Total number of female shop-floor
employees between 31 and 50
Number
-of which male
Total number of male shop-floor
employees between 31 and 50/Total
number of shop-floor employees between
31 and 50
%
-of which female
Total number of female shop-floor
employees between 31 and 50/Total
number of shop-floor employees between
31 and 50
%
Human Capital - Age ranges for
shop-floor employees - Shop floor
over 50
Total number of shop-floor employees
over 50
Number
-of which male
Total number of male shop-floor
employees over 50
Number
-of which female
Total number of female shop-floor
employees over 50
Number
-of which male
Total number of male shop-floor
employees over 50/Total number of shop-
floor employees over 50
%
-of which female
Total number of female shop-floor
employees over 50/Total number of shop-
floor employees over 50
%
Human Capital - Age ranges for
senior managers - Senior
managers up to 30
Total number of Senior managers up to 30
Number
Human Capital - Age ranges for
senior managers - Senior
managers up to 30
Total number of male Senior managers up
to 30/Total number of Senior managers
%
-of which male
Total number of male Senior managers up
to 30
Number
-of which female
Total number of female Senior managers
up to 30
Number
-of which male
Total number of male Senior managers up
to 30/Total number of Senior managers up
to 30
%
Appendix
Exhibit 1 - Table of the “Selected Information”
Key Performance Indicators
Methodological Note
Units
-of which female
Total number of female Senior managers
up to 30/Total number of Senior managers
up to 30
%
Human Capital - Age ranges for
senior managers - Senior
managers between 31 and 50
Total number of Senior managers between
31 and 50
Number
Human Capital - Age ranges for
senior managers - Senior
managers between 31 and 50
Total number of Senior managers between
31 and 50/Total number of Senior
managers
%
-of which male
Total number of male Senior managers
between 31 and 50
Number
-of which female
Total number of female Senior managers
between 31 and 50
Number
-of which male
Total number of male Senior managers
between 31 and 50/Total number of Senior
managers between 31 and 50
%
-of which female
Total number of female Senior managers
between 31 and 50/Total number of Senior
managers between 31 and 50
%
Human Capital - Age ranges for
senior managers - Senior
managers over 50
Total number of Senior managers over 50
Number
Human Capital - Age ranges for
senior managers - Senior
managers over 50
Total number of Senior managers over
50/Total number of Senior managers
%
-of which male
Total number of male Senior managers
over 50
Number
-of which female
Total number of female Senior managers
over 50
Number
-of which male
Total number of male Senior managers
over 50/Total number of Senior managers
over 50
%
-of which female
Total number of female Senior managers
over 50/Total number of Senior managers
over 50
%
Human Capital - Employees by
Country - Mexico
Total number of employees in Mexico
Number
Human Capital - Employees by
Country - Argentina
Total number of employees in Argentina
Number
Human Capital - Employees by
Country - U.S
Total number of employees in U.S.
Number
Human Capital - Employees by
Country - Italy
Total number of employees in Italy
Number
Human Capital - Employees by
Country - Romania
Total number of employees in Romania
Number
Human Capital - Employees by
Country - Indonesia
Total number of employees in Indonesia
Number
Human Capital - Employees by
Country - Brazil
Total number of employees in Brazil
Number
Human Capital - Employees by
Country - Canada
Total number of employees in Canada
Number
Human Capital - Employees by
Country - Colombia
Total number of employees in Colombia
Number
Human Capital - Employees by
Country - Saudi Arabia
Total number of employees in Saudi
Arabia
Number
Appendix
Exhibit 1 - Table of the “Selected Information”
Key Performance Indicators
Methodological Note
Units
Human Capital - Employees by
Country - Other
Total number of employees in Other
Number
Human Capital - Employees by
nationality - Mexican
Total number of Mexican employees
Number
Human Capital - Employees by
nationality - Argentine
Total number of Argentine employees
Number
Human Capital - Employees by
nationality - U.S
Total number of U.S. employees
Number
Human Capital - Employees by
nationality - Italian
Total number of Italian employees
Number
Human Capital - Employees by
nationality - Romanian
Total number of Romanian employees
Number
Human Capital - Employees by
nationality - Indonesian
Total number of Indonesian employees
Number
Human Capital - Employees by
nationality - Brazilian
Total number of Brazilian employees
Number
Human Capital - Employees by
nationality - Canadian
Total number of Canadian employees
Number
Human Capital - Employees by
nationality - Colombian
Total number of Colombian employees
Number
Human Capital - Employees by
nationality - Saudi Arabia
Total number of Saudi Arabia employees
Number
Human Capital - Employees by
nationality - Others
Total number of other employees
Number
Human Capital - Employees by
nationality - Mexican
Total number of Mexican employees/Total
number of employees
%
Human Capital - Employees by
nationality - Argentine
Total number of Argentine
employees/Total number of employees
%
Human Capital - Employees by
nationality - U.S
Total number of U.S. employees/Total
number of employees
%
Human Capital - Employees by
nationality - Italian
Total number of Italian employees/Total
number of employees
%
Human Capital - Employees by
nationality - Romanian
Total number of Romanian
employees/Total number of employees
%
Human Capital - Employees by
nationality - Indonesian
Total number of Indonesian
employees/Total number of employees
%
Human Capital - Employees by
nationality - Brazilian
Total number of Brazilian employees/Total
number of employees
%
Human Capital - Employees by
nationality - Canadian
Total number of Canadian
employees/Total number of employees
%
Human Capital - Employees by
nationality - Colombian
Total number of Colombian
employees/Total number of employees
%
Human Capital - Employees by
nationality - Saudi Arabia
Total number of Saudi Arabia
employees/Total number of employees
%
Human Capital - Employees by
nationality - Others
Total number of other employees/Total
number of employees
%
Human Capital - Senior managers
by nationality - Argentine
Total number of Argentine Senior
managers
Number
Human Capital - Senior managers
by nationality - Italian
Total number of Italian Senior managers
Number
Human Capital - Senior managers
by nationality - Mexican
Total number of Mexican Senior managers
Number
Human Capital - Senior managers
by nationality - Romanian
Total number of Romanian Senior
managers
Number
Appendix
Exhibit 1 - Table of the “Selected Information”
Key Performance Indicators
Methodological Note
Units
Human Capital - Senior managers
by nationality - U.S
Total number of U.S. Senior managers
Number
Human Capital - Senior managers
by nationality - Brazilian
Total number of Brazilian Senior managers
Number
Human Capital - Senior managers
by nationality - Colombia
Total number of Colombia Senior
managers
Number
Human Capital - Senior managers
by nationality - Canadian
Total number of Canadian Senior
managers
Number
Human Capital - Senior managers
by nationality - Uruguayan
Total number of Uruguayan Senior
managers
Number
Human Capital - Senior managers
by nationality - Others
Total number of Others Senior managers
Number
Human Capital - Senior managers
by nationality - Argentine
Total number of Argentine Senior
managers/Total number of Senior
managers
%
Human Capital - Senior managers
by nationality - Italian
Total number of Italian Senior
managers/Total number of Senior
managers
%
Human Capital - Senior managers
by nationality - Mexican
Total number of Mexican Senior
managers/Total number of Senior
managers
%
Human Capital - Senior managers
by nationality - Romanian
Total number of Romanian Senior
managers/Total number of Senior
managers
%
Human Capital - Senior managers
by nationality - U.S
Total number of USA Senior
managers/Total number of Senior
managers
%
Human Capital - Senior managers
by nationality - Brazilian
Total number of Brazilian Senior
managers/Total number of Senior
managers
%
Human Capital - Senior managers
by nationality - Colombia
Total number of Colombia Senior
managers/Total number of Senior
managers
%
Human Capital - Senior managers
by nationality - Canadian
Total number of Canadian Senior
managers/Total number of Senior
managers
%
Human Capital - Senior managers
by nationality - Uruguayan
Total number of Uruguayan Senior
managers/Total number of Senior
managers
%
Human Capital - Senior managers
by nationality - Others
Total number of Other Senior
managers/Total number of Senior
managers
%
Human Capital - Other human
capital indicators - Number of
nationalities represented in the
employee population
Total Number of nationalities represented
in the employee population
Number
Human Capital - Other human
capital indicators - Employees
covered by collective bargaining
agreements
Total number of employees covered by
collective bargaining agreements/Total
number of employees
%
Human Capital - Other human
capital indicators - Resignation
rate - All employees
Total number of employees
resignation/average number of employees
Rate
Human Capital - Other human
capital indicators - Resignation
rate - Professional employees
Total number of professional employees’
resignation/average number of
professional employees
Rate
Appendix
Exhibit 1 - Table of the “Selected Information”
Key Performance Indicators
Methodological Note
Units
Human Capital - Other human
capital indicators - New hires
Total number of new hires
Number
Human Capital - Other human
capital indicators - GTs new hires
Total number of GTs new hires
Number
Human Capital - Other human
capital indicators - GTs new hires -
Male
Total number of male GTs new hires
Number
Human Capital - Other human
capital indicators - GTs new hires -
Female
Total number of female GTs new hires
Number
Human Capital - Other human
capital indicators - GTs new hires -
Male
Total number of male GTs new hires/total
number of GTs new hires
%
Human Capital - Other human
capital indicators - GTs new hires -
Female
Total number of female GTs new
hires/total number of GTs new hires
%
Human Capital - Other human
capital indicators - Total number of
employees who left during the
reporting period
Total number of employees who left during
the reporting period
Number
Human Capital - Other human
capital indicators - Rate of
employee turnover during the
reporting period
Number of employees who left/average
number of employees
Rate
Annual Report 2024
228
LEGAL AND FINANCIAL INFORMATION
Financial Information
Consolidated Statements and Other Financial Information
See “Financial Statements”.
Legal Proceedings
Tenaris is from time to time subject to various claims, lawsuits and other legal proceedings, including customer,
employee, tax and environmental-related claims, in which third parties are seeking payment for alleged damages,
reimbursement for losses, or indemnity. Management, with the assistance of legal counsel, periodically reviews
the status of each significant matter and assesses potential financial exposure.
Some of these claims, lawsuits and other legal proceedings involve highly complex issues, and often these issues
are subject to substantial uncertainties and, therefore, the probability of loss and an estimation of damages are
difficult to ascertain. Accordingly, with respect to a large portion of such claims, lawsuits and other legal
proceedings, the Company is unable to make a reliable estimate of the expected financial effect that will result
from ultimate resolution of the proceeding. In those situations, the Company has not accrued a provision for the
potential outcome of these cases.
If a potential loss from a claim, lawsuit or other proceeding is considered probable and the amount can be
reasonably estimated, a provision is recorded. Accruals for loss contingencies reflect a reasonable estimate of the
losses to be incurred based on information available to management as of the date of preparation of the financial
statements and take into consideration litigation and settlement strategies. In a limited number of ongoing cases,
the Company was able to make a reliable estimate of the expected loss or range of probable loss and, depending
on the likelihood of occurrence, in some of such cases has accrued a provision for such loss but believes that
publication of this information on a case-by-case basis would seriously prejudice the Tenaris’s position in the
ongoing legal proceedings or in any related settlement discussions. Accordingly, in these cases, the Company has
disclosed information with respect to the nature of the contingency but has not disclosed its estimate of the range
of potential loss.
The Company believes that the aggregate provisions recorded for potential losses in its consolidated financial
statements (see notes 24 “Non-current allowances and provisions” and 25 “Current allowances and provisions”
to our audited consolidated financial statements included in this annual report) are adequate based upon
currently available information. However, if management’s estimates prove incorrect, current reserves could be
inadequate and the Company could incur a charge to earnings which could have a material adverse effect on its
results of operations, financial condition, net worth and cash flows.
Material Legal Proceedings
A summary description of Tenaris’s material outstanding legal proceedings as of December 31, 2024, is included
in note 27 “Contingencies, commitments and restrictions to the distribution of profits” to our audited
consolidated financial statements included in this annual report, which summary description is incorporated herein
by reference. In addition, Tenaris is subject to other legal proceedings, none of which is believed to be material.
Dividend Policy
The Company does not have, and has no current plans to establish, a formal dividend policy governing the
amount and payment of dividends or other distributions. For a description of the shareholders’ and holders of
ADS’ rights to receive dividends and the conditions to declare and pay dividends, please refer to “Information on
the Company - Corporate Governance Statement - Corporate Governance”.
Annual Report 2024
229
The following table shows the dividends approved by the Company’s shareholders in the last five years:
Approved dividend
Dividend payment date
Shareholders’ meeting date
Amount
(USD million)
Per share (USD)
Per ADS
(USD)
Interim Dividend
Dividend
Balance
June 2, 2020
153
0.13
0.26
November 2019
NA
May 3, 2021
248
0.21
0.42
November 2020
May 2021
May 3, 2022
484
0.41
0.82
November 2021
May 2022
May 3, 2023
602
0.51
1.02
November 2022
May 2023
April 30, 2024
694
0.60
1.20
November 2023
May 2024
On February 19, 2025, the Company announced that upon approval of the Company´s annual accounts in April
2025, the board of directors intends to propose for the approval of the annual general shareholders’ meeting
scheduled to be held on May 6, 2025, the payment of an annual dividend of $0.83 per share ($1.66 per ADS), or
approximately $0.9 billion, which includes the interim dividend of $0.27 per share ($0.54 per ADS) or
approximately $0.3 billion, paid on November 20, 2024. If the annual dividend is approved by the shareholders, a
dividend of $0.56 per share ($1.12 per ADS), or approximately $0.6 billion will be paid on May 21, 2025, with a
record date of May 20, 2025 and an ex-dividend date of May 19, 2025 for securities listed in Europe and Mexico,
and an ex-dividend date of May 20, 2025 for securities listed in the United States. Treasury shares are not entitled
to dividend distributions.
Annual Report 2024
230
The Offer and Listing
Offer and Listing Details
The shares are listed on the Mexican Stock Exchange and its ADSs are listed on the NYSE under the symbol “TS”.
The shares are also listed on the Italian Stock Exchange under the symbol “TEN”. Trading on the NYSE and the
Mexican Stock Exchange began on December 16, 2002, and trading on the Italian Stock Exchange began on
December 17, 2002.
As of February 28, 2025, a total of 1,162,757,528 shares were registered in the Company’s shareholder register
(including 90,095,494 shares that have been repurchased by the Company under its share buyback programs). As
of February 28, 2025, a total of 104,482,164 shares were registered in the name of the Depositary for the
Company’s ADS program.
Annual Report 2024
231
Additional Information
Exchange Controls
Many of the countries that are important markets for us or in which we have substantial assets have histories of
substantial government intervention in currency markets, volatile exchange rates and government-imposed
currency controls. These include mainly Argentina, Brazil, Indonesia, Mexico, Nigeria and Romania.
The exchange rate of the ARS against the U.S. dollar was subject to a “crawling-peg” devaluation of
approximately 2% per month against the U.S. dollar during 2024.
Between September 2019 and December 2023, the Argentine government imposed significant restrictions on
foreign exchange transactions; however, the new administration in Argentina eased certain restrictions and other
changes to such regulations are expected. At the date of this annual report, the application of existing foreign
exchange regulations remains uncertain, and the scope and timing of upcoming changes remain
unknown. Currently, Argentine companies are required to repatriate export proceeds from sales of goods and
services (including U.S. dollars obtained through advance payment and pre-financing facilities) and convert such
proceeds into ARS at the official exchange rate. Since December 13, 2023, up to 20% of export proceeds can be
sold for Argentine pesos through securities transactions resulting in a higher implicit exchange rate as explained
below. This percentage has changed and is expected to change over time. Sovereign bonds were issued to pay
imports of goods cleared and services rendered on or prior to December 12, 2023, but such bonds cover only a
portion total import debts. Import payments for services rendered and goods cleared after December 12, 2023,
do not require government approval but cannot be paid in advance or at sight and are subject to a 30-day
deferred payment schedule. In addition, during 2024 import payments were subject to import taxes that
significantly increased prices of imported goods and services; import taxes, though, were eliminated during
December 2024. Argentine companies must still obtain prior Argentine Central Bank authorization, which is rarely
(if ever) granted, to access the foreign exchange market to make dividend payments.
The existing measures substantially limit the ability of Argentine companies to obtain foreign currency and make
certain payments and distributions out of Argentina at the official exchange rate. Access to foreign currency and
transfers out of Argentina can be achieved, however, through securities transactions involving bonds or shares
with multiple listings, resulting in a different implicit exchange rate, generally higher than the official exchange
rate. Such transactions are subject to certain restrictions and limits, which change from time to time, and often
result in a financial loss being generated at the time of making any such transaction.
As of December 31, 2024, the total equity of Argentine subsidiaries represented approximately 11% of Tenaris’s
total equity.
For additional information regarding factors affecting the Argentine economy, see “Risk Factors - Risks Relating to
our Business and Industry - Adverse economic or political conditions in the countries where we operate or sell our
products and services may decrease our sales or disrupt our manufacturing operations, thereby adversely affecting
our revenues, profitability and financial condition”. For additional information on current foreign exchange
restrictions in Argentina, see note 29 “Foreign exchange control measures in Argentina” of our audited
consolidated financial statements included in this annual report.
Annual Report 2024
232
Taxation
The following discussion of the material Luxembourg and U.S. federal income tax consequences of an investment
in our shares and ADSs is based upon laws and relevant interpretations thereof in effect as of the date of this
annual report, all of which are subject to change. This discussion does not address all possible tax consequences
relating to an investment in our shares or ADSs, including the tax consequences under U.S. state and local tax
laws.
Grand Duchy of Luxembourg
This section describes the material Luxembourg tax consequences of owning or disposing of shares or ADSs.
It is not intended to be, nor should it be construed to be, legal or tax advice. You should, therefore, consult your
own tax advisor regarding local or foreign tax consequences, including Luxembourg tax consequences of owning
and disposing of shares or ADSs in your particular circumstances.
As used herein, a “Luxembourg individual” means an individual resident in Luxembourg who is subject to
personal income tax (impôt sur le revenu) on his or her worldwide income from Luxembourg or foreign sources,
and a “Luxembourg corporate holder” means a company (that is, a fully taxable collectivité within the meaning of
Article 159 of the Luxembourg Income Tax Law) resident in Luxembourg subject to Luxembourg corporate income
tax (impôt sur le revenu des collectivités) and Luxembourg municipal business tax (impôt commercial communal)
on its worldwide income from Luxembourg or foreign sources. For the purposes of this summary, Luxembourg
individuals and Luxembourg corporate holders are collectively referred to as “Luxembourg Holders”. A “non-
Luxembourg Holder” means any investor in shares or ADSs of the Company other than a Luxembourg Holder.
Corporate Reorganization
The Company was established as a Luxembourg
société anonyme
holding under Luxembourg’s 1929 holding
company regime. Until termination of such regime on December 31, 2010, holding companies incorporated
under the 1929 regime (including the Company) were exempt from Luxembourg corporate income tax,
Luxembourg municipal business tax, Luxembourg net wealth tax and Luxembourg withholding tax over dividends
distributed to shareholders.
On January 1, 2011, the Company became an ordinary public limited liability company (
société anonyme
) and,
effective as from that date, the Company is subject to all applicable Luxembourg taxes, (including, among others,
Luxembourg corporate income tax on its worldwide income).
In light of the impending termination of Luxembourg’s 1929 holding company regime, in the fourth quarter of
2010, the Company carried out a multi-step corporate reorganization, which included, among other transactions,
the contribution of most of the Company’s assets and liabilities to a wholly-owned, newly-incorporated
Luxembourg subsidiary and the restructuring of indirect holdings in certain subsidiaries. The first phase of the
corporate reorganization was completed in December 2010 and resulted in a non-taxable revaluation of the
accounting value (under Luxembourg GAAP) of the Company’s assets. The second phase of the reorganization
was completed in 2011.
Following the completion of the first phase of the corporate reorganization, and upon its conversion into an
ordinary Luxembourg holding company, the Company recorded a special reserve in its tax balance sheet. Dividend
distributions for the foreseeable future will be charged to the special reserve and therefore should not be subject
to Luxembourg withholding tax.
Annual Report 2024
233
Tax regime applicable to realized capital gains
Luxembourg Holders
Luxembourg resident individual holders
Capital gains realized by Luxembourg resident individuals who do not hold their shares or ADSs as part of a trade
or business (i.e. capital gains on private assets) and who hold (together, directly or indirectly, with his or her
spouse or civil partner and underage children) no more than 10% of the share capital of the Company, at any
time during the five-year period preceding the disposition will only be taxable (at a progressive rate) if they are
realized on a sale of shares or ADSs that takes place before their acquisition or within the first six months
following their acquisition (i.e. speculative gain). After the six-month period, capital gains are not taxed unless the
resident individual holds (together, directly or indirectly, with his or her spouse or civil partner and underage
children) more than 10% of the share capital of the Company at any time during the five-year period preceding
the disposition.
If such shares or ADSs are held as part of a commercial or industrial business, capital gains would be taxable in the
same manner as income from such business.
Capital gains realized by Luxembourg resident individuals holding (alone or together with the resident’s spouse or
civil partner and underage children) directly or indirectly more than 10% of the capital of the Company at any
time during the five years prior to the sale, (or if the Luxembourg resident individuals have received the shares for
no consideration within the last five years and the former holder held at least 10% in the capital of the company
at any moment during said five years) will be taxable at half of the individual’s applicable global tax rate (as
determined progressively), if a holding period of six months following their acquisition elapsed (21% for 2024).
Within the six-month period, progressive income tax rates apply (ranging from 0 to 42%
10
in 2024).
Luxembourg resident corporate holders
Capital gains, including currency exchange gains, realized upon the disposal of shares or ADSs by a fully taxable
resident corporate holder will in principle be subject to Luxembourg corporate income tax and Luxembourg
municipal business tax. The combined applicable rate (including an unemployment fund contribution) for a
corporate holder established in Luxembourg-City is 24.94% for the fiscal year ending 2024. An exemption from
such taxes may be available to the Luxembourg resident corporate holder pursuant to Article 1 of the Grand Ducal
Decree dated December 21, 2001, as amended, in combination with article 166 of the Luxembourg Income Tax
Law subject to the fulfillment of the conditions set forth therein.
Non-Luxembourg Holders
Non-Luxembourg individual holders
An individual who is a non-Luxembourg holder of shares or ADSs (and who does not have a permanent
establishment, a permanent representative or a fixed place of business in Luxembourg) will only be subject to
Luxembourg taxation on capital gains arising upon disposal of such shares or ADSs if such holder has (alone or
together with his or her spouse, civil partner and underage children) directly or indirectly held more than 10% of
the capital of the Company at any time during the past five years preceding the disposal, and either (i) such non-
Luxembourg holder has been a resident of Luxembourg for tax purposes for at least 15 years and has become a
non-resident within the last five years preceding the realization of the gain, subject to any applicable tax treaty, or
(ii) the disposal of shares or ADSs occurs within six months from their acquisition (or prior to their actual
acquisition), subject, however, to any applicable tax treaty.
10
A 7% surcharge for the Employment Fund applies on the income tax due. The surcharge for the Employment Fund amounts to 9% for
taxpayer in tax class 1 or 1a with taxable income exceeding EUR 150,000 (EUR 300,000 for taxpayer in tax class 2).
Annual Report 2024
234
Non-Luxembourg corporate holders
A corporate non-Luxembourg holder (that is, a
collectivité
within the meaning of Article 159 of the Luxembourg
Income Tax Law), which has a permanent establishment, a permanent representative or a fixed place of business
in Luxembourg to which shares or ADSs are attributable, will bear Luxembourg corporate income tax and
Luxembourg municipal business tax on a gain realized on a disposal of such shares or ADSs as set forth above for
a Luxembourg corporate holder. However, capital gains, including currency exchange gains, realized on the sale
of the shares or ADSs may benefit from the full exemption provided for by Article 1 of the Grand Ducal Decree
dated December 21, 2001, as amended, in combination with Article 166 of the Luxembourg Income Tax Law
subject in each case to fulfillment of the conditions set out therein.
A corporate non-Luxembourg holder, which has no permanent establishment, permanent representative or fixed
place of business in Luxembourg to which the shares or ADSs are attributable, will bear non-resident capital gains
tax on a gain realized on a disposal of such shares or ADSs under the same conditions applicable to an individual
non-Luxembourg holder, as set out above.
Tax regime applicable to distributions
Withholding tax
Distributions to holders are in principle subject to a 15% Luxembourg withholding tax computed on the gross
amount distributed. The rate of the withholding tax may be reduced pursuant to double tax treaties existing
between Luxembourg and the country of residence of the relevant holder, subject to the fulfillment of the
conditions set forth therein. However, distributions imputed for tax purposes to the special reserve (please see
above paragraph “corporate reorganization”) should be exempt from Luxembourg withholding tax under the
current tax law.
Nevertheless, a withholding tax exemption may apply if the distribution is made to (as far as relevant in the case at
hand):
• a Luxembourg resident corporate holder (that is, a fully taxable
collectivité
within the meaning of article
159 of the Luxembourg Income Tax Law);
• an undertaking of collective character which is resident of a Member State of the EU and is referred to by
article 2 of the EU Council Directive of November 30, 2011, concerning the common fiscal regime
applicable to parent and subsidiary companies of different member states (2011/96/UE) as amended,
(subject to the general anti-abuse rule provided for by Council Directive 2015/121/EU as implemented into
Luxembourg law);
• a capital company or a cooperative company resident in Norway, Iceland or Liechtenstein and subject to a
tax comparable to corporate income tax as provided by the Luxembourg Income Tax Law;
• a capital company resident in Switzerland which is subject to corporate income tax in Switzerland without
benefiting from an exemption;
• an undertaking with a collective character subject to a tax comparable to corporate income tax as provided
by the Luxembourg Income Tax Law which is resident in a country that has concluded a double tax treaty
with Luxembourg;
and
• a Luxembourg permanent establishment of one of the above-mentioned categories, provided each time
that at the date of payment, the holder holds or commits to hold directly (or through a company regarded
as tax transparent from a Luxembourg tax perspective), during an uninterrupted period of at least twelve
months, shares or ADSs representing at least 10% of the share capital of the Company or acquired for an
acquisition price of at least EUR 1,200,000.
Annual Report 2024
235
Luxembourg Holders
With the exception of Luxembourg corporate holders benefiting from the exemption referred to above,
Luxembourg individual holders, and Luxembourg corporate holders fully subject to Luxembourg corporate tax,
must include the distributions paid on the shares or ADSs in their taxable income, 50% of the amount of such
dividends being exempt from tax. The applicable withholding tax can, under certain conditions, entitle the
relevant Luxembourg Holder to a tax credit.
Non-Luxembourg Holders
Non-Luxembourg Holders of shares or ADSs and who do not have a permanent establishment, a permanent
representative or a fixed place of business in Luxembourg to which the shares or ADSs would be attributable are
not liable for any Luxembourg tax on dividends paid on the shares or ADSs, other than a potential withholding tax
as described above.
Net wealth tax
Luxembourg Holders
Luxembourg net wealth tax will not be levied on a Luxembourg holder with respect to the shares or ADSs held
unless (i) the Luxembourg holder is a legal entity subject to net wealth tax in Luxembourg; or (ii) the shares or
ADSs are attributable to an enterprise or part thereof which is carried on through a permanent establishment, a
fixed place of business or a permanent representative in Luxembourg.
Net wealth tax is levied annually at the rate of 0.5% for taxable net wealth not exceeding EUR 500,000,000 and
at a rate of 0.05% for the net wealth exceeding EUR 500,000,000, of enterprises resident in Luxembourg, as
determined for net wealth tax purposes. The shares or ADSs may be exempt from net wealth tax subject to the
conditions set forth by Paragraph 60 of the Luxembourg Law of October 16, 1934, on the valuation of assets
(
Bewertungsgesetz
), as amended.
A minimum net wealth tax charge applies as of January 1, 2016, for all corporate entities having their statutory
seat or central administration in Luxembourg. Subject to certain conditions, the amount of minimum net wealth
tax may vary.
Non-Luxembourg Holders
Luxembourg net wealth tax will not be levied on a non-Luxembourg holder with respect to the shares or ADSs
held unless the shares or ADSs are attributable to an enterprise or part thereof which is carried on through a
permanent establishment or a permanent representative in Luxembourg. The shares or ADSs may be exempt from
net wealth tax subject to the conditions set forth by Paragraph 60 of the Luxembourg Law of October 16, 1934
on the valuation of assets (
Bewertungsgesetz
), as amended.
Stamp and registration taxes
No registration tax or stamp duty will be payable by a holder of shares or ADSs in Luxembourg solely upon the
disposal of shares or ADSs by sale or exchange.
Estate and gift taxes
No estate or inheritance tax is levied on the transfer of shares or ADSs upon the death of a holder of shares or
ADSs in cases where the deceased was not a resident of Luxembourg for inheritance tax purposes and no gift tax
is levied upon a gift of shares or ADSs if the gift is not passed before a Luxembourg notary or recorded in a deed
registered in Luxembourg.
Where a holder of shares or ADSs is a resident of Luxembourg for tax purposes at the time of the holder’s death,
the shares or ADSs are included in its taxable estate for inheritance tax or estate tax purposes.
Annual Report 2024
236
U.S. federal income taxation
This section describes the material U.S. federal income tax consequences to a U.S. holder (as defined below) of
owning shares or ADSs. It applies to you only if you hold your shares or ADSs as capital assets for U.S. federal
income tax purposes. This discussion addresses only U.S. federal income taxation and does not discuss all of the
tax consequences that may be relevant to you in light of your individual circumstances, including foreign, state or
local tax consequences, estate and gift tax consequences, and tax consequences arising under the Medicare
contribution tax on net investment income or the alternative minimum tax. This section does not apply to you if
you are a member of a special class of holders subject to special rules, including:
• a dealer in securities;
• a bank;
• a trader in securities that elects to use a mark-to-market method of accounting for securities holdings;
• a tax-exempt organization;
• a person who invests through a pass-through entity, including a partnership;
• a life insurance company;
• a person that actually or constructively owns 10% or more of the combined voting power of our voting
stock or of the total value of our stock (including ADSs);
• a person that holds shares or ADSs as part of a straddle or a hedging or conversion transaction for U.S.
federal income tax purposes;
• a person that purchases or sells shares or ADSs as part of a wash sale for U.S. federal income tax purposes;
or
• a person whose functional currency is not the U.S. dollar.
This section is based on the Internal Revenue Code of 1986, as amended, its legislative history, existing and
proposed regulations, published rulings and court decisions, all as currently in effect, as well as on the Convention
between the Government of the Grand Duchy of Luxembourg and the Government of the United States of
America for the Avoidance of Double Taxation and the Prevention of Fiscal Evasion with respect to Taxes on
Income and Capital (the “Treaty”). These laws are subject to change, possibly on a retroactive basis. In addition,
this section is based in part upon the assumption that each obligation in the ADS deposit agreement and any
related agreement will be performed in accordance with its terms.
If an entity or arrangement that is treated as a partnership for U.S. federal income tax purposes holds the shares
or ADSs, the U.S. federal income tax treatment of a partner will generally depend upon the status of the partner
and the activities of the partnership. Each such partner of a partnership that holds the shares or ADSs is urged to
consult his, her or its own tax advisor.
You are a U.S. holder if you are a beneficial owner of shares or ADSs and you are, for U.S. federal income tax
purposes:
• an individual citizen or resident of the United States;
• a domestic corporation (or an entity treated as a domestic corporation);
• an estate whose income is subject to U.S. federal income tax regardless of its source;
or
• a trust if (i) a U.S. court can exercise primary supervision over the trust’s administration and one or more
U.S. persons are authorized to control all substantial decisions of the trust or (ii) the trust has a valid
election in effect under applicable U.S. Treasury regulations to be treated as a U.S. person.
Annual Report 2024
237
In general, and taking into account the earlier assumptions, for U.S. federal income tax purposes, if you hold
ADSs, you will be treated as the owner of the shares represented by those ADSs. Exchanges of shares for ADSs,
and ADSs for shares, generally will not be subject to U.S. federal income tax.
The tax treatment of your shares or ADSs will depend in part on whether or not we are classified as a passive
foreign investment company (“PFIC”), for United States federal income tax purposes. Except as discussed below
under “PFIC Rules”, this discussion assumes that we are not classified as a PFIC for United States federal income
tax purposes.
You should consult your own tax advisor regarding the U.S. federal, state and local and other tax consequences
of owning and disposing of shares or ADSs in your particular circumstances.
Taxation of distributions
Under the U.S. federal income tax laws, if you are a U.S. holder, the gross amount of any distribution we pay out
of our current or accumulated earnings and profits (as determined for U.S. federal income tax purposes), other
than certain pro-rata distributions of our shares, will be treated as a dividend that is subject to U.S. federal income
taxation. If you are a non-corporate U.S. holder, dividends paid to you that constitute qualified dividend income
will be taxable to you at the preferential rates applicable to long-term capital gains provided that you hold shares
or ADSs for more than 60 days during the 121-day period beginning 60 days before the ex-dividend date and
meet other holding period requirements. Dividends we pay with respect to the shares or ADSs generally will be
qualified dividend income, provided that, in the year that you receive the dividend, we are eligible for the benefits
of the Treaty. We believe that we are currently eligible for the benefits of the Treaty and therefore expect that
dividends on the shares or ADSs will be qualified dividend income, but there can be no assurance that we will
continue to be eligible for the benefits of the Treaty.
You must generally include any Luxembourg tax withheld from the dividend payment in this gross amount even
though you do not in fact receive it. The dividend is taxable to you when you receive it, or, in the case of ADSs,
when the Depositary receives the dividend, actually or constructively. The dividend will not be eligible for the
dividends-received deduction generally allowed to U.S. corporations in respect of dividends received from other
U.S. corporations. Distributions in excess of current and accumulated earnings and profits, as determined for U.S.
federal income tax purposes, will be treated as a non-taxable return of capital to the extent of your basis in the
shares or ADSs and thereafter as capital gain. However, we do not expect to calculate earnings and profits in
accordance with U.S. federal income tax principles. Therefore, you should expect that a distribution will generally
be treated as a dividend (as discussed above).
Dividends will generally be income from sources outside the United States and, generally, will be “passive”
income for purposes of computing the foreign tax credit allowable to you.
Subject to certain limitations, the Luxembourg tax withheld in accordance with the Treaty and paid over to
Luxembourg may be creditable or deductible against your U.S. federal income tax liability. However, under
recently finalized U.S. Treasury regulations, it is possible that taxes may not be creditable unless you are eligible
for and elect to apply the benefits of the Treaty. Special rules apply in determining the foreign tax credit limitation
with respect to dividends that are subject to the preferential tax rates. To the extent a refund of the tax withheld
is available to you under Luxembourg law or under the Treaty, the amount of tax withheld that is refundable will
not be eligible for credit against your U.S. federal income tax liability.
In certain circumstances, if you have held ADSs for less than a specified minimum period during which you are not
protected from risk of loss, or are obligated to make payments related to the dividends, you will not be allowed a
foreign tax credit for foreign taxes imposed on dividends that we pay.
The rules governing the foreign tax credit are complex. You are urged to consult your tax advisors regarding the
availability of the foreign tax credit under your particular circumstances.
Annual Report 2024
238
Taxation of capital gains
If you are a U.S. holder and you sell or otherwise dispose of your shares or ADSs, you will recognize capital gain or
loss for U.S. federal income tax purposes equal to the difference between the U.S. dollar value of the amount that
you realize and your tax basis, determined in U.S. dollars, in your shares or ADSs. Capital gain of a non-corporate
U.S. holder is generally taxed at preferential rates where the property is held for more than one year. The gain or
loss will generally be income or loss from sources within the United States for foreign tax credit limitation
purposes. The deductibility of capital losses is subject to limitations.
PFIC rules.
Based on the Company’s current and expected income and assets, we believe that the shares or ADSs
should not currently be treated as stock of a PFIC for U.S. federal income tax purposes, and we do not expect to
become a PFIC in the foreseeable future. However, this conclusion is a factual determination that is made annually
and thus may be subject to change. It is therefore possible that we could become a PFIC in a future taxable year.
If we were to be treated as a PFIC, gain realized on the sale or other disposition of your shares or ADSs would in
general not be treated as capital gain. Furthermore, if you are a U.S. holder, unless you are permitted to elect and
you do elect to be taxed annually on a mark-to-market basis with respect to the shares or ADSs, upon sale or
disposition of your shares or ADSs, you would generally be treated as if you had realized such gain and certain
“excess distributions” ratably over your holding period for the shares or ADSs and would be taxed at the highest
tax rate in effect for each such year to which the gain was allocated, together with an interest charge in respect
of the tax attributable to each such year. With certain exceptions, your shares or ADSs will be treated as stock in a
PFIC if we were a PFIC at any time during your holding period in your shares or ADSs. Dividends that you receive
from us will not be eligible for the special tax rates applicable to qualified dividend income if we are a PFIC (or are
treated as a PFIC with respect to you) either in the taxable year of the distribution or the preceding taxable year,
but instead will be taxable at rates applicable to ordinary income and subject to the excess distribution regime
described above.
Annual Report 2024
239
Documents on Display
The Company is subject to the reporting requirements of the Exchange Act, as applied to foreign private issuers.
Accordingly, the Company is required to file annual and special reports and other information with the SEC;
however, foreign private issuers are not required to deliver proxy statements or to file quarterly reports. We
prepare quarterly and annual consolidated financial statements in accordance with IFRS. The Company’s annual
consolidated financial statements are audited by an independent accounting firm. The Company submits quarterly
financial information with the SEC on Form 6-K simultaneously with or promptly following the publication of such
information in Luxembourg and any other jurisdiction in which the Company’s securities are listed. In addition, the
Company files annual reports on Form 20-F within the time period required by the SEC, which is currently four
months from the close of the Company’s fiscal year on December 31. Reports and other information filed
electronically with the SEC are available at the SEC’s Internet website at http://www.sec.gov. In addition, such
reports and other communications are made available to all shareholders and holders of ADSs on the Company’s
website at: https://ir.tenaris.com/investor-relations. Information contained in or otherwise accessible through our
Internet website is not a part of this annual report.
For the year ended December 31, 2024, Deutsche Bank Trust Company Americas acted as depositary under the
ADSs deposit agreement. As long as the deposit agreement remains in effect, the Company will furnish the
Depositary with:
• its annual reports;
and
• copies of all notices of shareholders’ meetings and other reports and communications that are made
generally available to the Company’s shareholders.
The Depositary will, as provided in the deposit agreement and if requested in writing by the Company, arrange for
the mailing of such reports, notices and communications to all record holders of ADSs, on a basis similar to that
for holders of shares, or on such other basis as the Company may advise the Depositary may be required by any
applicable law or regulation, or any requirement of any stock exchange to which the Company may be subject.
Any reports and communications, including any proxy solicitation material, shall be furnished in English to the
extent such materials are required to be translated into English pursuant to any regulations of the SEC.
Any record holder of ADSs may read the reports, notices, and other communications including any proxy
solicitation material at the Depositary’s office located at One Columbus Circle, New York, New York 10019.
In addition, such reports, notices and other communications are made available to all shareholders and holders of
ADSs on the Company’s website at: https://ir.tenaris.com/investor-relations. Information contained in or otherwise
accessible through our Internet website is not a part of this annual report.
Whenever a reference is made in this annual report to a contract or other document, please be aware that such
reference is not necessarily complete and that you should refer to the exhibits that are a part of this annual report
for a copy of the contract or other document.
Annual Report 2024
240
Quantitative and Qualitative Disclosure about Market Risk
The multinational nature of our operations and customer base expose us to a variety of risks, including the effects
of changes in foreign currency exchange rates, interest rates and commodity prices. In order to reduce the impact
related to these exposures, management evaluates exposures on a consolidated basis to take advantage of natural
exposure netting. For the residual exposures, we may enter into various derivative transactions in order to reduce
potential adverse effects on our financial performance. Such derivative transactions are executed in accordance
with internal policies and hedging practices. We do not enter into derivative financial instruments for trading or
other speculative purposes, other than non-material investments in structured products.
The following information should be read together with section III, “Financial risk management” to our audited
consolidated financial statements included elsewhere in this annual report.
Debt Structure
The following tables provide a breakdown of our debt instruments at December 31, 2024 and 2023 which
included fixed and variable interest rate obligations, detailed by maturity date:
At December 31, 2024
Expected maturity date
(in millions of U.S. dollars)
2025
2026
2027
2028
2029
Thereafter
Total
Non-current Debt
Fixed rate
-
10
-
-
-
-
10
Variable rate
-
1
-
-
-
-
1
Current Debt
Fixed rate
162
-
-
-
-
-
162
Variable rate
264
-
-
-
-
-
264
426
11
-
-
-
-
437
At December 31, 2023
Expected maturity date
(in millions of U.S. dollars)
2024
2025
2026
2027
2028
Thereafter
Total
Non-current Debt
Fixed rate
-
24
-
-
-
-
24
Variable rate
-
23
2
-
-
-
25
Current Debt
Fixed rate
271
-
-
-
-
-
271
Variable rate
264
-
-
-
-
-
264
535
47
2
-
-
-
583
Our weighted average interest rates before tax (considering hedge accounting), amounted to 6.52% at December
31, 2024 and to 10.56% at December 31, 2023.
Our financial liabilities (other than trade payables and derivative financial instruments) consist mainly of bank
loans. As of December 31, 2023, U.S. dollar denominated financial debt plus debt denominated in other
currencies swapped to the U.S. dollar represented 62% of total financial debt.
Borrowings are classified under other financial liabilities and measured at their amortized cost. Tenaris estimates
that the fair value (level 2) of its main borrowings is approximately 98.3% and 99.8% of its carrying amount
(including interests accrued) in 2024 and 2023 respectively. Fair values were calculated using standard valuation
techniques for floating rate instruments and comparable market rates for discounting cash flows.
For further information about our financial debt, please see note 21 “Borrowings” to our audited consolidated
financial statements included in this annual report.
Annual Report 2024
241
Interest Rate Risk
Fluctuations in market interest rates create a degree of risk by affecting the amount of our interest payments. At
December 31, 2024, we had variable interest rate debt of $265 million and fixed rate debt of $172 million (of the
fixed rate debt, $162 million is short-term).
Foreign Exchange Rate Risk
We manufacture and sell our products in a number of countries throughout the world and consequently we are
exposed to foreign exchange rate risk. Since the Company’s functional currency is the U.S. dollar, the purpose of
our foreign currency hedging program is mainly to reduce the risk caused by changes in the exchange rates of
other currencies against the U.S. dollar.
Most of our revenues are determined or influenced by the U.S. dollar. In addition, a relevant part of our costs
corresponds to steelmaking raw materials and steel coils and plates, also determined or influenced by the U.S.
dollar. However, outside the United States, a portion of our expenses is incurred in foreign currencies (e.g. labor
costs). Therefore, when the U.S. dollar weakens in relation to the foreign currencies of the countries where we
manufacture our products, the U.S. dollar-reported expenses increase. Had the U.S. dollar average exchange rate
been weaker by 5% against the currencies of the countries where we have labor costs, operating income would
have decreased approximately by $73 million in 2024, compared to $71 million in 2023.
Our consolidated exposure to currency fluctuations is reviewed on a periodic basis. A number of hedging
transactions are performed in order to achieve an efficient coverage in the absence of operative or natural
hedges. Almost all of these transactions are forward exchange rate contracts.
Because certain subsidiaries have functional currencies other than the U.S. dollar, the results of hedging activities
as reported in the income statement under IFRS may not reflect entirely management’s assessment of its foreign
exchange risk hedging needs. Also, intercompany balances between our subsidiaries may generate exchange rate
results to the extent that their functional currencies differ.
The value of our financial assets and liabilities is subject to changes arising out of the variation of foreign currency
exchange rates. The following table provides a breakdown of our main financial assets and liabilities (including
foreign exchange derivative contracts) that impact our profit and loss as of December 31, 2024.
All amounts in millions of U.S. dollars
Currency Exposure
Functional currency
Long / (Short) Position
Euro
U.S. dollar
(184)
Saudi Arabian Riyal
U.S. dollar
(173)
Argentine Peso
U.S. dollar
(41)
Brazilian Real
U.S. dollar
(42)
The main relevant exposures as of December 31, 2024, were to Euro-denominated intercompany liabilities at
certain subsidiaries whose functional currency is the U.S. dollar, Saudi Arabian Riyal-denominated financial and
trade payables, ARS-denominated financial, trade, social and fiscal payables at our Argentine subsidiaries, for
which the functional currency is the U.S. dollar, and Brazilian Real-denominated liabilities at certain Brazilian
subsidiaries whose functional currency is the U.S. dollar. The Saudi Arabian Riyal is tied to the U.S. dollar.
Foreign Currency Derivative Contracts
The net fair value of our foreign currency derivative contracts amounted to a liability of $8 thousand at December
31, 2024 and a liability of $2 million at December 31, 2023. For further detail on our foreign currency derivative
contracts, please see note 26 “Derivative financial instruments -
Foreign exchange and commodities derivative
contracts and hedge accounting
” to our audited consolidated financial statements included in this annual report.
Concentration of Credit Risk
No single customer comprised more than 10% of our net sales in 2024, 2023 and 2022.
Tenaris maintains a strong, longstanding relationship with Pemex, one of the world’s largest crude oil and
condensates producers and one of its largest customers. Over the past several months, Pemex has delayed
payments beyond the agreed-upon due dates, resulting in Tenaris having a significant credit exposure to Pemex,
Annual Report 2024
242
which represented approximately 17% of the Company’s overall credit exposure as of December 31, 2024, and
approximately 20% of the Company’s overall credit exposure as of December 31, 2023. In December 2024,
Pemex issued senior guaranteed floating rate notes due in 2025 that a financial institution purchased on the issue
date, with Pemex agreeing to use a portion of the proceeds from the sale of such notes to pay off outstanding
debt with one of the Company’s Mexican subsidiaries for approximately $200 million.
Our credit policies related to sales of products and services are designed to identify customers with acceptable
credit history, and to allow us to use credit insurance, letters of credit and other instruments designed to minimize
credit risk whenever deemed necessary. We maintain allowances for impairment for potential credit losses.
Commodity Price Risk
In the ordinary course of its operations, Tenaris purchases commodities and raw materials that are subject to price
volatility caused by supply conditions, political and economic variables and other factors. As a consequence,
Tenaris is exposed to risk resulting from fluctuations in the prices of these commodities and raw materials. Tenaris
fixes the prices of such raw materials and commodities for short-term periods, typically not in excess of one year,
and in general hedging for these risks is performed on a limited basis.
Commodities Derivative Contracts
The net fair value of our commodities derivative contracts amounted to a liability of $0.8 million at December 31,
2024 and an asset of $0.2 million at December 31, 2023. For further detail on our commodities derivative
contracts, please see note 26 “Derivative financial instruments - Foreign exchange and commodities derivative
contracts and hedge accounting” to our audited consolidated financial statements included in this annual report.
Accounting for Derivative Financial Instruments and Hedging Activities
We use derivative financial instruments principally to manage our exposure to fluctuations in exchange rates and
prices of raw materials. Derivative financial instruments are classified as current or non-current assets or liabilities
based on their maturity dates. Derivative financial instruments are initially recognized in the statement of financial
position at fair value. We use market prices or specific tools for calculation of each instrument’s fair value, with
such tools tested for consistency on a monthly basis. Market rates are used for all pricing operations. These
include exchange rates, deposit rates and other discount rates matching the nature of each underlying risk. Gains
or losses arising from changes in fair value of derivatives are recognized in
Financial Results
in the Consolidated
Income Statement, except for derivatives that are designated and qualify for hedge accounting.
We designate certain derivatives as hedges of particular risks associated with recognized assets or liabilities or
highly probable forecast transactions. These transactions are classified as cash flow hedges. The effective portion
of the fair value of derivatives that are designated and qualify as cash flow hedges is recognized in equity.
Amounts accumulated in equity are then recognized in the income statement in the same period as the offsetting
losses and gains on the hedged item. The gain or loss relating to the ineffective portion is recognized immediately
in the income statement. The fair value of Tenaris’s derivative financial instruments (assets or liabilities) continues
to be reflected in the statement of financial position.
For transactions designated and qualifying for hedge accounting, we document at the inception of the transaction
the relationship between hedging instruments and hedged items, as well as our risk management objectives and
strategy for undertaking various hedge transactions. We also document our assessment on an ongoing basis, of
whether the hedging instruments are effective in offsetting changes in the fair value or cash flow of hedged
items. At December 31, 2024 and 2023, the effective portion of designated cash flow hedges which is included in
Other Reserves
in equity amounted to $0.6 million debit and $8.1 million credit respectively.
Annual Report 2024
243
Description of Securities Other Than Equity Securities
American Depositary Shares
According to the Company’s deposit agreement, holders of ADSs may have to pay to the Depositary, either
directly or indirectly, fees or charges up to the amounts set forth below:
• a fee of $5.00 (or less) per 100 ADSs (or portion of 100 ADSs) for: issuance of ADSs, including issuances
resulting from a distribution of shares or rights or other property; and cancellation of ADSs for the purpose
of withdrawal, including if the deposit agreement terminates;
• a fee of $0.02 (or less) per ADSs for any cash distribution to ADS registered holders, excluding cash
dividend;
• any charges for taxes and other governmental charges that the Depositary or the custodian may be
required to pay on any ADS or share underlying an ADS (e.g., share transfer taxes, stamp duty or
withholding taxes); and any charges incurred by the Depositary or its agents for servicing the depositary
securities;
• registration or transfer fees for transfer and registration of shares on our share register to or from the name
of the Depositary or its agent when you deposit or withdraw shares;
• expenses of the Depositary for cable, telex and facsimile transmissions (when expressly provided in the
deposit agreement) and conversion of foreign currency;
• a fee equivalent to the fee that would be payable if securities distributed to ADS holders had been shares
and the shares had been deposited for issuance of ADSs for distribution of securities distributed to holders
of deposited securities which are distributed by the Depositary to ADS registered holders;
and
• as necessary, charges for any costs incurred by the Depositary or its agents for servicing the deposited
securities.
The Depositary collects its fees for delivery and surrender of ADSs directly from investors depositing shares or
surrendering ADSs for the purpose of withdrawal or from intermediaries acting for them. The Depositary collects
fees for making distributions to investors by deducting those fees from the amounts distributed or by selling a
portion of distributable property to pay the fees. The Depositary may collect its annual fee for depositary services
by deduction from cash distributions or by directly billing investors or by charging the book-entry system accounts
of participants acting for them. The Depositary may generally refuse to provide fee-attracting services until its fees
for those services are paid.
Under the deposit agreement with the Depositary, the Depositary is not liable to holders of ADSs, except that the
Depositary agrees to perform its obligations specifically set forth therein without gross negligence and willful
misconduct.
Fees Payable by the Depositary to the Company
Under its agreement with the Depositary, the Company is entitled to receive certain fees from the Depositary,
based on the Depositary’s revenues resulting from issuance and cancellation fees charged to ADR holders, net of
custody and safe keeping costs. In addition, the Depositary has waived the cost of providing administrative and
reporting services, and access charges in connection with the Company’s ADR Program.
Fees paid in 2024
In 2024, the Company received from the Depositary fees for an amount of $667 thousands corresponding to the
period March 13, 2023 through March 12, 2024.
Fees payable during 2025
In 2025, the Company received from the Depositary fees for an amount of $848 thousands corresponding to the
period March 13, 2024 through March 12, 2025.
Annual Report 2024
244
Controls and Procedures
Evaluation of Disclosure Controls and Procedures
Under the supervision and with the participation of our management, including the Company’s chief executive
officer and chief financial officer, we have evaluated the effectiveness of the design and operation of our
disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange
Act) as of December 31, 2024.
Based on that evaluation, the Company’s chief executive officer and chief financial officer have concluded that, as
of December 31, 2024, our disclosure controls and procedures are effective to ensure that information required to
be disclosed by us in the reports we file or submit under the Exchange Act is recorded, processed, summarized
and reported within the time periods specified in the SEC’s rules and forms and to ensure that such information is
accumulated and communicated to management, including the Company’s chief executive officer and chief
financial officer, to allow timely decisions regarding required disclosure. Our disclosure controls and procedures
are designed to provide reasonable assurance of achieving their objectives. The Company’s chief executive officer
and chief financial officer have concluded that our disclosure controls and procedures are effective at a reasonable
assurance level.
Management’s Report on Internal Control over Financial Reporting
Management is responsible for establishing and maintaining adequate internal control over financial reporting (as
such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act). Our internal control over financial
reporting was designed by management to provide reasonable assurance regarding the reliability of financial
reporting and the preparation and fair presentation of its financial statements for external purposes in accordance
with IFRS.
In addition, under the Company’s articles of association, as supplemented by the audit committee’s charter, the
audit committee assists the board of directors in fulfilling its oversight responsibilities relating to the effectiveness
of the Company’s systems of internal control, risk management and internal audit over financial reporting. In
particular, the audit committee is required to review the scope and results of the activities of the Company’s
external auditors and the internal audit function relating to the Company’s internal control over financial
reporting, and obtain reports on significant findings and recommendations; and is also required to assess, at least
annually at the time the annual accounts are approved, the effectiveness of the Company’s systems of internal
control and risk management over financial reporting.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect
misstatements or omissions. In addition, projections of any evaluation of effectiveness to future periods are
subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of
compliance with the policies or procedures may deteriorate.
On a yearly basis, management conducts its assessment of the effectiveness of Tenaris’s internal control over
financial reporting based on the framework in Internal Control- Integrated Framework (2013) issued by the
Committee of Sponsoring Organizations of the Treadway Commission.
On February 18, 2025, management reported to the audit committee of the Company’s board of directors that
management had conducted its assessment of the effectiveness of the Company’s internal controls over financial
reporting for the year ended December 31, 2024, and that, based on management’s evaluation and considering
the inherent limitations to the effectiveness of any internal control system, management had concluded that the
Company’s internal controls over financial reporting were effective as of December 31, 2024.
Change in Internal Control over Financial Reporting
There were no changes in our internal control over financial reporting (as such term is defined in Rules 13a -15(f)
and 15d -15(f) under the Exchange Act) during the year ended December 31, 2024, that have materially affected,
or are reasonably likely to materially affect, our internal control over financial reporting.
Annual Report 2024
245
Principal Accountant Fees and Services
Principal Accountant Fees
The Company’s statutory auditor was EY for fiscal year 2024 and PwC for fiscal year 2023. Fees accrued to EY
and PwC and other EY and PwC member firms for the years ended December 31, 2024 and December 31, 2023,
respectively are detailed below.
For the year ended December 31,
Thousands of U.S. dollars
2024
2023
Audit Fees
4,569
4,386
Audit-Related Fees
51
273
Tax Fees
78
148
All Other Fees
-
14
Total
4,698
4,821
In addition, in the year 2023, PwC rendered $242 thousand for tax services to the acquired Mattr’s pipe coating
business unit.
Audit Fees
Audit fees were paid for professional services rendered by the statutory auditors for the audit of the Company’s
consolidated financial statements and internal control over financial reporting, the statutory financial statements
of the Company and its subsidiaries, and any other audit services required under applicable securities laws,
including SEC regulations and other regulatory requirements.
Audit-Related Fees
Audit-related fees are typically services that are reasonably related to the performance of the audit or review of
the Company’s consolidated financial statements and the statutory financial statements of the Company and its
subsidiaries and are not reported under the audit fee item above. This item includes fees for attestation services
on financial information of the Company and its subsidiaries included in their annual reports required to be filed
with competent regulators.
Tax Fees
Fees paid for tax compliance professional services.
All Other Fees
Fees paid for the support in the development of training courses.
Audit Committee’s Pre-approval Policies and Procedures
The Company’s Audit Committee is responsible for, among other things, the oversight of the Company’s external
auditors. Under its charter, the audit committee is responsible to review the appropriateness of, and approve, in
advance, the provision of any permissible non-audit services by the external auditors; and to review and approve
any fees, whether for audit, audit-related, or non-audit services payable to the external auditors.
The audit committee makes its recommendations to the shareholders’ meeting concerning the continuing
appointment or termination of the Company’s external auditors. On a yearly basis, the audit committee reviews,
together with management and the external auditor, the audit plan, audit related services and other permissible
non-audit services and approves, ad-referendum of the general shareholders’ meeting, the related fees. With
respect to non-audit services, the audit committee annually approves an estimated amount for undetermined
non-audit services, conditioned upon final review and approval of such services by the audit committee. The audit
committee annually receives from the external auditor the written disclosures required by PCAOB Rule 3524
“Audit Committee Pre-Approval of Certain Tax Services”, together with a description of the scope of tax services
for such year, and the external auditors’ confirmation that such non-audit services are consistent with the
Sarbanes-Oxley Act, SEC Regulation S-X Rule 2-01, and applicable PCAOB rules. The Audit Committee did not
Annual Report 2024
246
approve any fees pursuant to the de minimis exception to the pre-approval requirement provided by paragraph
(c)(7)(i)(C) of Rule 2-01 of Regulation S-X during 2024 or 2023.
The general shareholders’ meeting normally approves such audit fees and authorizes the audit committee to
approve any increase or reallocation of such audit fees as may be necessary, appropriate or desirable under the
circumstances. No services outside the scope of the audit committee’s approval may be undertaken by the
external auditor.
Annual Report 2024
247
Purchases of Equity Securities by the Company and Affiliated Purchasers
On June 2, 2020, at the Company’s general meeting of shareholders, the Company’s shareholders authorized the
Company and the Company’s subsidiaries to acquire, from time to time, shares, including shares represented by
ADSs, on the terms and conditions set forth below. Although the validity period of such authorization will expire
on June 12, 2025, the board of directors has convened the general meeting of shareholders to be held on May 6,
2025, which will consider the renewal of such authorization for an additional five-year period.
• Purchases, acquisitions or receipts of securities may be made in one or more transactions as the board of
directors of the Company or the board of directors or other governing bodies of the relevant entity, as
applicable, considers advisable.
• The maximum number of securities acquired pursuant to this authorization may not exceed 10% of the
Company’s issued shares or, in the case of acquisitions made through a stock exchange in which the
securities are traded, such lower amount as may not be exceeded pursuant to any applicable laws or
regulations of such market. The number of securities acquired as a block may amount to the maximum
permitted amount of purchases.
• The purchase price per share to be paid in cash may not exceed 125% (excluding transaction costs and
expenses), nor may it be lower than 75% (excluding transaction costs and expenses), in each case of the
average of the closing prices of the Company’s securities in the stock exchange through which the
Company’s securities are acquired, during the five trading days in which transactions in the securities were
recorded in such stock exchange preceding (but excluding) the day on which the Company’s securities are
acquired. For over-the-counter or off-market transactions, the purchase price per ADS to be paid in cash
may not exceed 125% (excluding transaction costs and expenses), nor may it be lower than 75%
(excluding transaction costs and expenses), in each case of the average of the closing prices of the ADSs in
the NYSE during the five trading days in which transactions in ADSs were recorded in the NYSE preceding
(but excluding) the day on which the ADSs are acquired; and, in the case of acquisition of securities, other
than in the form of ADSs, such maximum and minimum per security purchase prices shall be equal to the
prices that would have applied in case of an ADS purchase pursuant to the formula above divided by the
number of underlying shares represented by an ADS at the time of the relevant purchase. Compliance with
maximum and minimum purchase price requirements in any and all acquisitions made pursuant to this
authorization (including, without limitation, acquisitions carried out through the use of derivative financial
instruments or option strategies) shall be determined on and as of the date on which the relevant
transaction is entered into, irrespective of the date on which the transaction is to be settled.
• The above maximum and minimum purchase prices shall, in the event of a change in the par value of the
securities, a capital increase by means of a capitalization of reserves, a distribution of securities under
compensation or similar programs, a stock split or reverse stock split, a distribution of reserves or any other
assets, the redemption of capital, or any other transaction impacting on the Company’s equity, be adapted
automatically, so that the impact of any such transaction on the value of the securities shall be reflected.
• The acquisitions of securities may not have the effect of reducing the Company’s net assets below the sum
of the Company’s share capital plus its undistributable reserves.
• Only fully paid-up securities may be acquired pursuant to this authorization.
• The acquisitions of securities may be carried out for any purpose, as may be permitted under applicable
laws and regulations, including without limitation to reduce the share capital of the Company, to offer
such shares to third parties in the context of corporate mergers or acquisitions of other entities or
participating interests therein, for distribution to the Company’s or the Company’s subsidiaries’ directors,
officers or employees or to meet obligations arising from convertible debt instruments.
• The acquisitions of securities may be carried out by any and all means, as may be permitted under
applicable laws and regulations, including through any stock exchange in which the Company’s securities
are traded, through public offers to all shareholders of the Company to buy securities, through the use of
derivative financial instruments or option strategies, or in over-the-counter or off-market transactions or in
any other manner.
• The acquisitions of securities may be carried out at any time, during the duration of the authorization,
including during a tender offer period, as may be permitted under applicable laws and regulations.
Annual Report 2024
248
• The authorization granted to acquire securities shall be valid for such maximum period as may be provided
for under applicable Luxembourg law as in effect from time to time (such maximum period being, as of to
date, 5 years).
• The acquisitions of securities shall be made at such times and on such other terms and conditions as may
be determined by the board of directors of the Company or the board of directors or other governing
bodies of the relevant subsidiary, provided that, any such purchase shall comply with Article 430-15 et. seq.
of the Luxembourg Company Law (or any successor law) and, in the case of acquisitions of securities made
through a stock exchange in which the Company’s securities are traded, with any applicable laws and
regulations of such market.
Share buyback programs
First share buyback program
On November 1, 2023, the Company’s board of directors approved a share buyback program of up to $1.2 billion
with the intention to cancel the shares acquired through the program. The share buyback program was carried
out under the authority granted by the annual general meeting of shareholders held on June 2, 2020, to
repurchase up to a maximum of 10% of the Company’s shares.
For purposes of carrying out each tranche of the first share buyback program, the Company entered into non-
discretionary buyback agreements with a primary financial institutions, which made trading decisions concerning
the timing of the purchases of the Company’s shares independently of and uninfluenced by the Company and
acted in compliance with applicable rules and regulations, including the Market Abuse Regulation 596/2014 and
the Commission Delegated Regulation (EU) 2016/1052.
The first share buyback program was divided in four tranches and ran from November 5, 2023, to (and including)
August 2, 2024. During the first share buyback program the Company repurchased 71,679,768 ordinary shares,
representing 6.07% of the Company’s issued share capital at the beginning of the program, for a total
consideration of $1.2 billion.
The extraordinary meeting of shareholders held on April 30, 2024, approved the cancellation of 17,779,302
ordinary shares held in treasury and acquired by the Company throughout the first tranche of the first share
buyback program and the corresponding reduction of the Company’s issued share capital. Shares repurchased
under the second, third and fourth tranche of the first share buyback program are held in treasury and will be
cancelled in due course, as further described below.
Second share buyback program
On November 6, 2024, the Company’s board of directors approved a follow-on share buyback program of up to
$700 million (excluding incidental transaction fees), subject to a maximum of 46,373,915 ordinary shares,
representing the remaining 3.93% of the Company’s issued share capital (measured as of the launch of the first
share buyback program), to complete the maximum of 10% of the share capital that may be repurchased by the
Company, with the intention to cancel the shares acquired through the program. The share buyback program was
carried out under the authority granted by the annual general meeting of shareholders held on June 2, 2020, to
repurchase up to a maximum of 10% of the Company’s shares.
For purposes of carrying out the second share buyback program, the Company entered into non-discretionary
buyback agreements with primary financial institutions, which make trading decisions concerning the timing of
the purchases of the Company’s shares independently of and uninfluenced by the Company and act in
compliance with applicable rules and regulations, including the Market Abuse Regulation 596/2014 and the
Commission Delegated Regulation (EU) 2016/1052.
The second share buyback program ran from November 11, 2024, to (and including) March 4, 2025. During the
follow-on share buyback program, the Company repurchased 36,862,132 ordinary shares, representing 3.12% of
the Company’s issued share capital as measured at the beginning of the first program, for a total consideration of
approximately $700 million.
Annual Report 2024
249
During the years ended December 31, 2024 and 2023 the Company repurchased 83,616,548 and 12,648,091
ordinary shares, respectively, for approximately $1.7 billion on an aggregate basis under both share buyback
programs. During 2025, the Company repurchased a total of 12,277,261 ordinary shares, for a total
consideration of approximately $0.2 billion. Total shares repurchased under the share buyback programs
represented 9.19% of the issued share capital at the beginning of the first share buyback program.
Shares repurchased during the second, third and fourth tranche of the first share buyback program and during
the follow-on share buyback program are being held in treasury. The Company intends to cancel these treasury
shares in the upcoming extraordinary general meeting of shareholders, scheduled to be held on May 6, 2025
(immediately after the annual general meeting of shareholders) and to reduce the Company’s issued share capital
accordingly.
For further information on the Company’s share buyback program, please refer to our corporate website under
the “Share Buyback Program” section https://ir.tenaris.com/share-buyback-program. Information contained in or
otherwise accessible through our Internet website is not a part of this annual report.
In the future, we may, on the terms and subject to the conditions above referred, initiate another share capital
repurchase or similar program or engage in other transactions pursuant to which we may repurchase, directly or
indirectly, the Company’s securities. In addition, we or our subsidiaries may enter into transactions involving sales
or purchases of derivatives or other instruments, either settled in cash or through physical delivery of securities,
with returns linked to the Company’s securities. The timing and amount of repurchase transactions under any
such future program, or sales or purchases of derivatives or other instruments, will depend on market conditions
as well as other corporate and regulatory considerations.
Share buyback program
Period
Average price
paid per
share in
USD
Total number of shares
purchased as part of
publicly announced
plans or programs (*)
Approximate
million USD value
of shares that may
yet be purchased
under the plan or
program
1st program - 1st tranche
January 1, 2024 - January 31, 2024
16.66
5,131,211
900
1st program - 2nd tranche
February 1, 2024 - February 29, 2024
17.99
4,090,887
827
1st program - 2nd tranche
March 1, 2024 - March 31, 2024
18.55
7,945,963
679
1st program - 2nd tranche
April 1, 2024 - April 30, 2024
18.25
4,330,153
600
1st program - 3rd tranche
May 1, 2024 - May 31, 2024
16.96
9,964,977
431
1st program - 3rd and 4th tranche
June 1, 2024 - June 30, 2024
15.75
17,410,599
157
1st program - 4th tranche
July 1, 2024 - July 31, 2024
15.54
8,879,659
19
1st program - 4th tranche
August 1, 2024 - August 31, 2024
14.54
1,278,228
-
Not applicable
September 1, 2024 - September 30, 2024
-
-
-
Not applicable
October 1, 2024 - October 31, 2024
-
-
-
2nd program
November 1, 2024 - November 30, 2024
18.71
14,317,733
432
2nd program
December 1, 2024 - December 31, 2024
19.09
10,267,138
236
Total
83,616,548
(*)
All units were purchased as part of publicly announced plans or programs.
The first share buyback program was announced on November 5, 2023 for an aggregate amount of $1.2 billion
and divided in four tranches of $0.3 billion.
Commencement of the first tranche of the first share buyback program was announced on November 5, 2023
with an expiration date on February 9, 2024. The completion of the first tranche of the first share buyback
program was announced on January 12, 2024.
Commencement of the second tranche of the first share buyback program was announced on February 25, 2024
with an expiration date on May 24, 2024. The completion of the second tranche of the first share buyback
program was announced on April 30, 2024.
Commencement of the third tranche of the first share buyback program was announced on May 12, 2024 with
an expiration date on August 12, 2024. The completion of the third tranche of the first share buyback program
was announced on June 14, 2024.
Commencement of the fourth tranche of the first share buyback program was announced on June 14, 2024 with
an expiration date on October 31, 2024. The completion of the fourth tranche of the first share buyback program
was announced on August 4, 2024.
Annual Report 2024
250
Commencement of the second share buyback program, for $0.7 billion, was announced on November 10, 2024
with an expiration date on March 26, 2025. The completion of the second share buyback program was
announced on March 4, 2025.
Annual Report 2024
251
Change in Registrant’s Certifying Accountant
With respect to the audit for the fiscal year ending December 31, 2025, the Company conducted a competitive
tender process for the selection of an audit firm to perform the statutory audit of the Company’s consolidated
financial statements under International Standards of Auditing (“ISA”), and a competitive tender process for the
selection of an audit firm to perform the contractual audit of the Company’s consolidated financial statements
and internal controls under PCAOB auditing standards. Following completion of the tender processes, on March
25, 2025, the audit committee (i) approved the appointment of Forvis Mazars,
Cabinet de révision agréé
(“Forvis
Mazars”)
,
as the Company’s statutory auditor for the fiscal year ending December 31, 2025, and recommended
to the Company’s board of directors that the appointment of Forvis Mazars be submitted for approval at the
annual general meeting of shareholders scheduled to be held on May 6, 2025; and (ii) approved the appointment
of PricewaterhouseCoopers, Société cooperative as the Company’s contractual auditor for the fiscal year ending
December 31, 2025, to perform the contractual audit of the Company’s consolidated financial statements and
internal controls. On April 1, 2025, the Company’s board of directors, based on the audit committee’s
resolutions, recommended the annual general meeting of shareholders to appoint Forvis Mazars
as the
Company’s statutory auditor for the fiscal year ending December 31, 2025.
Annual Report 2024
252
Insider Trading Policy
Tenaris has adopted an Insider Trading Policy governing the purchase, sale and other dispositions of its securities
by directors, officers and employees that is reasonably designed to promote compliance with insider trading laws,
rules and regulations and NYSE listing standards.
Annual Report 2024
253
Cybersecurity
Risk Management, Strategy and Governance
Under the Company’s articles of association, as supplemented by the audit committee’s charter, the audit
committee assists the board of directors in fulfilling its oversight responsibilities relating to the effectiveness of the
Company’s systems of internal control, risk management and internal audit over financial reporting. In addition,
the Company has established a management-level Critical Risk Committee (“CRC”) that assists the Company’s
board of directors, the audit committee and the chief executive officer in connection with the monitoring,
assessment and review of risks to which Tenaris is exposed and in the oversight of the risk management
framework and processes, with a focus on critical risks (including accidents, cybersecurity and obsolescence,
commercial execution, environmental, health and safety and regulatory risks), the development of mitigating
actions, and the monitoring of action plans. The CRC, which comprises several senior executives, risk assurance
manager and general counsel, periodically reports to the Company’s board of directors, the audit committee and
the chief executive officer on its activities. For more information on the audit committee and CRC, see “Risk
Factors - Risks Relating to Our Business and Industry - Cyberattacks could have a material adverse impact on our
business and results of operations”.
In particular, with respect to cybersecurity risks, Tenaris has adopted a “Cybersecurity Risk Management
Methodology”, which sets forth a procedure to monitor, identify, communicate, assess the impact and likelihood
and report actual or potential risks affecting Tenaris’s information systems, including platform, networking and
systems vulnerabilities, processes, sensitive information leak or loss. The objective of our Cybersecurity Risk
Management Methodology is to reduce, accept, transfer, or avoid the effects of such risks thereby reducing
accidents, harm, losses, disruption to services, or other negative impacts. Our risk assessment methodology
considers the potential impact of cybersecurity risks with respect to continuity of operations, information security
(including confidentiality, integrity and availability), financial performance, compliance or reputational effects, and
health, safety and environment damages. In addition, the adopted methodology considers the probability of
occurrence of each event based on factors that vary according to specific risks. A Cybersecurity Risk Catalog is
used to register detected risks, document risk assessments, and adopt appropriate action plans and reporting
measures. If deemed appropriate (for example, when specific knowledge is required) specialized consultants may
be engaged in connection with cybersecurity risk processes.
Tenaris has adopted certain other cybersecurity procedures that complement the above-mentioned Cybersecurity
Risk Management Methodology and seek to effectively manage cybersecurity incidents by analyzing potential
impacts, containing the attack, eradicating the threat, and recovering from the incident, instruct users of Tenaris’s
information systems on how to respond to cybersecurity incidents involving or affecting Tenaris IT resources or
devices through which users may access any Tenaris’s IT systems; and provide instructions and best practices to
Tenaris’s personnel with system administrator’s roles in connection with cybersecurity incidents prevention,
detection and response. In 2024, we adopted a process to assess third-parties cybersecurity, to the extent they are
connected to Tenaris or process Tenaris’s confidential information.
Tenaris has also adopted a “Ransomware Crisis Management Procedure” setting forth the procedure to timely
and adequately respond to a ransomware incident. In addition, because a cybersecurity incident may escalate into
a major company crisis, “Tenaris’s Crisis Management Procedure” is triggered and applied when certain events
signal potential material impacts.
Tenaris’s policies, processes and procedures established to detect and manage cybersecurity risks are monitored
and coordinated by a team of experienced and recognized professionals, including a chief information security
officer, a cybersecurity risk management director and a cybersecurity and security architecture director, with an
average of more than 25 years of experience in cybersecurity and information technology fields. The chief
information security officer periodically reports on its activities to the CRC.
During 2024, no risks from cybersecurity threats, including as a result of any previous cybersecurity incidents, or
third-parties cybersecurity incidents, lead to known breaches of our business-critical IT systems and, as such, have
not materially affected, or are reasonably likely to materially affect, Tenaris, including its business strategy, results
of operations, or financial condition.
Annual Report 2024
254
Tenaris has adopted cyber-resilience standards as part of its cybersecurity strategy and cyber capabilities. For
example, a cyberattack simulation exercise was carried out in 2024 with an external consultant (KPMG) acting as a
cyber attacker and Tenaris’s cybersecurity team acting as defenders, showing the Company’s strong commitment
to cybersecurity issues, particularly associated risks, potential impacts and action plans. The results of such exercise
are still subject to evaluation and will aid in building a stronger cybersecurity strategy.
For more information on cybersecurity risks, see “Risk Factors - Risks Relating to Our Business and Industry -
Cyberattacks could have a material adverse impact on our business and results of operations”.
FINANCIAL STATEMENTS
Consolidated Financial Statements
CONSOLIDATED
FINANCIAL STATEMENTS
For the years ended 2024, 2023 and 2022
TENARIS S.A.
26, Boulevard Royal - 4
th
Floor
L-2449 - Luxembourg
R.C.S. Luxembourg: B 85203
256
Independent auditor’s report
To the Shareholders and the Board of Directors of Tenaris S.A.
Report on the audit of the consolidated financial statements
Opinion
We have audited the consolidated financial statements of Tenaris S.A. and its subsidiaries (the “Group”),
which comprise the consolidated statement of financial position as at 31 December 2024, and the
consolidated income statement, the consolidated statement of comprehensive income, the consolidated
statement of changes in equity and the consolidated statement of cash flows for the year then ended, and
the notes to the consolidated financial statements, including material accounting policy information.
In our opinion, the accompanying consolidated financial statements give a true and fair view of the
consolidated financial position of the Group as at 31 December 2024, and of its consolidated financial
performance and consolidated cash flows for the year then ended in accordance with International Financial
Reporting Standards (“IFRS”) as adopted by the European Union.
Basis for opinion
We conducted our audit in accordance with EU Regulation N° 537/2014, the Law of 23 July 2016 on the
audit profession (“Law of 23 July 2016”) and with International Standards on Auditing (“ISAs”) as adopted for
Luxembourg by the “Commission de Surveillance du Secteur Financier” (“CSSF”). Our responsibilities under
the EU Regulation Nº 537/2014, the Law of 23 July 2016 and ISAs as adopted for Luxembourg by the CSSF
are further described in the “Responsibilities of the “réviseur d’entreprises agréé” for the audit of the
consolidated financial statements” section of our report. We are also independent of the Group in
accordance with the International Code of Ethics for Professional Accountants, including International
Independence Standards, issued by the International Ethics Standards Board for Accountants (“IESBA
Code”) as adopted for Luxembourg by the CSSF together with the ethical requirements that are relevant to
our audit of the consolidated financial statements, and have fulfilled our other ethical responsibilities under
those ethical requirements. We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit
of the consolidated financial statements of the current period. These matters were addressed in the context
of the audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we
do not provide a separate opinion on these matters.
Recoverability of deferred tax assets (“DTAs”) on tax losses related to the
Company's subsidiary in Luxembourg
Description of
the Matter
As described in Note IV.22 to the consolidated financial statements, as of 31
December, 2024, the Company recognized USD 623.8 million in DTAs relating to
previously accumulated tax losses of the Company’s subsidiary in Luxembourg (the
“Luxembourg DTAs”). DTAs related to tax losses are recognized to the extent it is
probable that future taxable profits will be available, against which such losses can
257
be utilized. Management applies significant judgment in assessing the likelihood
that probable taxable profits will be available. In determining the recoverable
amount of the Luxembourg DTAs, management considered existing evidence, both
positive and negative, including historical taxable profits and projections of probable
taxable profits.
Auditing the recoverability of the Luxembourg DTAs is subjective, because it
requires significant judgment by management to estimate the amount of probable
taxable profits.
How We
Addressed the
Matter in Our
Audit
We obtained an understanding, evaluated the design and tested the operating
effectiveness of controls over management’s assessment of recoverability of the
Luxembourg DTAs. For example, we tested controls over management’s review of the
significant assumptions used in estimating probable taxable profits, considering
scenarios of possible outcomes.
To test the recoverability of the Luxembourg DTAs, among other procedures, we
assessed the accuracy of management’s estimate of probable taxable profits by
comparing actual to forecasted amounts. We assessed the amount of the probable
taxable profits by independently developing scenarios with a range of point estimates
and comparing that range to management’s estimate of probable taxable profits. We
evaluated the adequacy of the disclosures regarding the Luxembourg DTAs in Note
IV.22 of the consolidated financial statements.
Other Matter
The annual accounts of the Company for the year ended 31 December, 2023, were audited by another
auditor who expressed an unmodified opinion on those statements on March 22, 2024.
Other information
The Board of Directors is responsible for the other information. The other information comprises the
information included in the consolidated management report and the corporate governance statement but
does not include the consolidated financial statements and our report of “réviseur d’entreprises agréé”
thereon.
Our opinion on the consolidated financial statements does not cover the other information and we do not
express any form of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with the
consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be
materially misstated. If, based on the work we have performed, we conclude that there is a material
misstatement of this other information, we are required to report this fact. We have nothing to report in this
regard.
Responsibilities of the Board of Directors and of those charged with governance for the
consolidated financial statements
The Board of Directors is responsible for the preparation and fair presentation of the consolidated financial
statements in accordance with IFRS as adopted by the European Union, and for such internal control as the
258
Board of Directors determines is necessary to enable the preparation of consolidated financial statements
that are free from material misstatement, whether due to fraud or error.
The Board of Directors is also responsible for presenting and marking up the consolidated financial
statements in compliance with the requirements set out in the Delegated Regulation 2019/815 on European
Single Electronic Format, as amended (“ESEF Regulation”).
In preparing the consolidated financial statements, the Board of Directors is responsible for assessing the
Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern
and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the
Group or to cease operations, or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Group’s financial reporting process.
Responsibilities of the “réviseur d’entreprises agréé” for the audit of the consolidated financial
statements
The objectives of our audit are to obtain reasonable assurance about whether the consolidated financial
statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a
report of the “réviseur d’entreprises agréé” that includes our opinion. Reasonable assurance is a high level
of assurance, but is not a guarantee that an audit conducted in accordance with EU Regulation N° 537/2014,
the Law of 23 July 2016 and with the ISAs as adopted for Luxembourg by the CSSF will always detect a
material misstatement when it exists. Misstatements can arise from fraud or error and are considered
material if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with EU Regulation N° 537/2014, the Law of 23 July 2016 and with ISAs
as adopted for Luxembourg by the CSSF, we exercise professional judgment and maintain professional
skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the consolidated financial statements, whether
due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a
material misstatement resulting from fraud is higher than for one resulting from error, as fraud may
involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that
are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Group’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the Board of Directors.
• Conclude on the appropriateness of Board of Directors use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we
conclude that a material uncertainty exists, we are required to draw attention in our report of the “réviseur
d’entreprises agréé” to the related disclosures in the consolidated financial statements or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence
259
obtained up to the date of our report of the “réviseur d’entreprises agréé”. However, future events or
conditions may cause the Group to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the consolidated financial statements,
including the disclosures, and whether the consolidated financial statements represent the underlying
transactions and events in a manner that achieves fair presentation.
• Assess whether the consolidated financial statements have been prepared, in all material respects, in
compliance with the requirements laid down in the ESEF Regulation.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities and
business activities within the Group to express an opinion on the consolidated financial statements. We
are responsible for the direction, supervision and performance of the Group audit. We remain solely
responsible for our audit opinion
We communicate with those charged with governance regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in internal control
that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and communicate to them all relationships and other matters
that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were
of most significance in the audit of the consolidated financial statements of the current period and are
therefore the key audit matters. We describe these matters in our report unless law or regulation precludes
public disclosure about the matter.
260
Report on other legal and regulatory requirements
We have been appointed as “réviseur d’entreprises agréé” by the General Meeting of the Shareholders on
03 May 2023 and the duration of our uninterrupted engagement, including previous renewals and
reappointments, is 1 year.
The consolidated management report is consistent with the consolidated financial statements and has been
prepared in accordance with applicable legal requirements.
The corporate governance statement, included in the consolidated management report, is the responsibility
of the Board of Directors. The information required by article 68ter paragraph (1) letters c) and d) of the law
of 19 December 2002 on the commercial and companies register and on the accounting records and annual
accounts of undertakings, as amended, is consistent with the consolidated financial statements and has
been prepared in accordance with applicable legal requirements.
We have checked the compliance of the consolidated financial statements of the Group as at 31 December
2024 with relevant statutory requirements set out in the ESEF Regulation that are applicable to the financial
statements. For the Group, it relates to:
• Financial statements prepared in valid xHTML format;
• The XBRL markup of the consolidated financial statements using the core taxonomy and the common
rules on markups specified in the ESEF Regulation.
In our opinion, the consolidated financial statements of the Group as at 31 December 2024, identified as
"ts-2024-12-31-0-en", have been prepared, in all material respects, in compliance with the requirements laid
down in the ESEF Regulation.
We confirm that the audit opinion is consistent with the additional report to the audit committee or equivalent.
We confirm that the prohibited non-audit services referred to in EU Regulation No 537/2014 were not
provided and that we remained independent of the Group in conducting the audit.
Ernst & Young
Société anonyme
Cabinet de révision agréé
Gabriel De Maigret
Luxembourg, 1 April 2025
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
261
CONSOLIDATED INCOME STATEMENTS
Year ended December 31,
Notes
2024
2023
2022
Net sales
1
Cost of sales
2
(8,135,489 )
(8,668,915 )
(7,087,739 )
Gross profit
Selling, general and administrative expenses
3
(1,904,828 )
(1,919,307 )
(1,634,575 )
Impairment charge
5
(76,725 )
Other operating income
6
Other operating expenses
6
(125,418 )
(17,273 )
(104,709 )
Operating income
Finance income
7
Finance cost
7
(61,212 )
(106,862 )
(45,940 )
Other financial results
7
(52,051 )
(40,120 )
Income before equity in earnings of non-consolidated companies and income
tax
Equity in earnings of non-consolidated companies
8
Income before income tax
Income tax
9
(479,680 )
(674,956 )
(617,236 )
Income for the year
Attributable to:
Shareholders' equity
Non-controlling interests
(4,579 )
Earnings per share attributable to shareholders' equity during the year:
Weighted average number of outstanding ordinary shares (thousands)
(*)
Basic and diluted earnings per share (U.S. dollars per share)
Basic and diluted earnings per ADS (U.S. dollars per ADS)
(**)
(*)
(**)
The accompanying notes are an integral part of these Consolidated Financial Statements.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
262
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Year ended December 31,
2024
2023
2022
Income for the year
Items that may be subsequently reclassified to profit or loss:
Currency translation adjustment
(73,551 )
(23,710 )
Reclassification of currency translation adjustment reserve
(*)
(878 )
(71,252 )
Change in value of cash flow hedges and instruments at fair value
(112,433 )
(5,186 )
Income tax relating to components of other comprehensive income
(22,395 )
(24,591 )
From participation in non-consolidated companies:
- Currency translation adjustment
(47,840 )
- Changes in the value of cash flow hedges and instruments at fair value, net of
income tax
(47,963 )
(36,127 )
(91,377 )
Items that will not be reclassified to profit or loss:
Remeasurements of post-employment benefit obligations
(7,022 )
(6,816 )
Income tax on items that will not be reclassified
(2,673 )
Remeasurements of post-employment benefit obligations of non-consolidated
companies, net of income tax
(333 )
(4,083 )
(5,565 )
(8,695 )
Other comprehensive income (loss) for the year
(44,822 )
(76,885 )
Total comprehensive income for the year
Attributable to:
Shareholders' equity
Non-controlling interests
(4,557 )
(*)
During 2022 as a result of NKKTubes’ definitive cease of operations, the currency translation adjustment reserve belonging to the shareholders was
reclassified with impact in the income statement.
The accompanying notes are an integral part of these Consolidated Financial Statements.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
263
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
At December 31, 2024
At December 31, 2023
Notes
ASSETS
Non-current assets
Property, plant and equipment, net
11
Intangible assets, net
12
Right-of-use assets, net
13
Investments in non-consolidated companies
14
Other investments NC
20
Deferred tax assets
22
Receivables, net
15
Current assets
Inventories, net
16
Receivables and prepayments, net
17
Current tax assets
18
Contract assets
1
Trade receivables, net
19
Derivative financial instruments CA
26
Other investments C
20
Cash and cash equivalents
20
Total assets
EQUITY
Shareholders' equity
Non-controlling interests
Total equity
LIABILITIES
Non-current liabilities
Borrowings
21
Lease liabilities
13
Derivative financial instruments NCL
26
Deferred tax liabilities
22
Other liabilities
23 (i)
Provisions
24
Current liabilities
Borrowings
21
Lease liabilities
13
Derivative financial instruments CL
26
Current tax liabilities
18
Other liabilities
23 (ii)
Provisions
25 (ii)
Customer advances
1
Trade payables
Total liabilities
Total equity and liabilities
Contingencies, commitments and restrictions on the distribution of profits are disclosed in note 27 to these Consolidated Financial Statements.
The accompanying notes are an integral part of these Consolidated Financial Statements.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
264
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
Shareholders' equity
Share
Capital
(1)
Treasury
Shares
(2)
Legal
Reserves
Share
Premium
Currency
Translation
Adjustment
Other
Reserves
(5)
Retained
Earnings
(6)
Total
Non-
controlling
interests
Total
Balance at December 31, 2023
(213,739 )
(990,171 )
(603,978 )
Income for the year
Currency translation adjustment
(72,792 )
(72,792 )
(759 )
(73,551 )
Remeasurements of post-employment benefit obligations, net of
taxes
(4,604 )
(4,604 )
(628 )
(5,232 )
Change in value of instruments at fair value through other
comprehensive income and cash flow hedges, net of taxes
Other comprehensive income of non-consolidated companies
(47,840 )
(2,483 )
(2,483 )
Other comprehensive income (loss) for the year
(120,632 )
(1,387 )
Total comprehensive income (loss) for the year
(120,632 )
Repurchase of own shares
(2)
(1,441,843 )
(1,441,843 )
(1,441,843 )
Cancellation of own shares
(3)
(17,779 )
(1,778 )
(280,374 )
Changes in share buyback program liability
(4)
(157,024 )
(157,024 )
(157,024 )
Acquisition and other changes in non-controlling interests
Dividends paid in cash
(757,786 )
(757,786 )
(5,862 )
(763,648 )
Balance at December 31, 2024
(1,355,651 )
(1,110,803 )
(570,986 )
(1
)
The Company has an authorized share capital of a single class of 2.5 billion shares having a nominal value of $1.00 per share. As of December 31, 2024 there were 1,162,757,528 shares issued. All issued shares are fully
paid.
(2)
As of December 31, 2024, the Company held 78,485,337 shares as treasury shares, and there were 1,084,272,191 outstanding shares. For more information see note 35.
(3)
On April 30, 2024, the extraordinary general meeting of shareholders approved the cancellation of (17,779,302 ) ordinary shares held in treasury by the Company and the corresponding reduction of the issued share capital
of the Company and, accordingly, the legal reserve was proportionally reduced.
(4)
For more information see note 35.
(5)
Other Reserves include mainly the result of transactions with non-controlling interests that do not result in a loss of control, the remeasurement of post-employment benefit obligations, the changes in value of cash flow
hedges and the changes in financial instruments measured at fair value through other comprehensive income, and the changes in the share buyback program liability.
(6)
The accompanying notes are an integral part of these Consolidated Financial Statements.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
265
Shareholders' equity
Share
Capital
(1)
Treasury
Shares
(2)
Legal
Reserves
Share
Premium
Currency
Translation
Adjustment
Other
Reserves
(3)
Retained
Earnings
(4)
Total
Non-
controlling
interests
Total
Balance at December 31, 2022
(1,138,681 )
(325,572 )
Income for the year
Currency translation adjustment
Reclassification of currency translation adjustment reserve
(878 )
(878 )
(878 )
Remeasurements of post-employment benefit obligations, net of
taxes
(3,096 )
(1,196 )
(4,292 )
(320 )
(4,612 )
Change in value of instruments at fair value through other
comprehensive income and cash flow hedges, net of taxes
(137,024 )
(137,024 )
(137,024 )
Other comprehensive income of non-consolidated companies
(52,046 )
Other comprehensive (loss) income for the year
(192,166 )
(1,196 )
(44,852 )
(44,822 )
Total comprehensive income (loss) for the year
(192,166 )
Repurchase of own shares
(2)
(213,739 )
(213,739 )
(213,739 )
Changes in share buyback program liability
(86,240 )
(86,240 )
(86,240 )
Acquisition and other changes in non-controlling interests
(5)
Dividends paid in cash
(636,511 )
(636,511 )
(18,967 )
(655,478 )
Balance at December 31, 2023
(213,739 )
(990,171 )
(603,978 )
(1)
The Company had an authorized share capital of a single class of 2.5 billion shares having a nominal value of $1.00 per share. As of December 31, 2023 there were 1,180,536,830 shares issued. All issued shares were fully
paid.
(2)
As of December 31, 2023, the Company held 12,648,091 shares as treasury shares, and there were 1,167,888,739 outstanding shares.
(3)
Other Reserves include mainly the result of transactions with non-controlling interests that do not result in a loss of control, the remeasurement of post-employment benefit obligations, the changes in value of cash flow
hedges and the changes in financial instruments measured at fair value through other comprehensive income and the changes in the share buyback program liability.
(4)
The restrictions on the distribution of profits and payment of dividends according to Luxembourg Law are disclosed in note 27 (iii) to these Consolidated Financial Statements.
(5)
The accompanying notes are an integral part of these Consolidated Financial Statements.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
266
Shareholders' equity
Share
Capital
(1)
Legal
Reserves
Share
Premium
Currency
Translation
Adjustment
Other
Reserves
(2)
Retained
Earnings
(3)
Total
Non-
controlling
interests
Total
Balance at December 31, 2021
(1,051,133 )
(336,200 )
Income (loss) for the year
(4,579 )
Currency translation adjustment
(23,632 )
(23,632 )
(78 )
(23,710 )
Reclassification of currency translation adjustment reserve
(4)
(71,252 )
(71,252 )
(71,252 )
Remeasurements of post-employment benefit obligations, net of
taxes
Change in value of instruments at fair value through other
comprehensive income and cash flow hedges, net of taxes
(4,914 )
(4,914 )
(272 )
(5,186 )
Other comprehensive income of non-consolidated companies
Other comprehensive (loss) income for the year
(87,548 )
(76,907 )
(76,885 )
Total comprehensive income (loss) for the year
(87,548 )
(4,557 )
Acquisition and other changes in non-controlling interests
(1,407 )
(1,407 )
Dividends paid in cash
(531,242 )
(531,242 )
(10,432 )
(541,674 )
Balance at December 31, 2022
(1,138,681 )
(325,572 )
(1)
The Company had an authorized share capital of a single class of 2.5 billion shares having a nominal value of $1.00 per share. As of December 31, 2022 there were 1,180,536,830 shares issued. All issued shares were fully
paid.
(2)
Other Reserves include mainly the result of transactions with non-controlling interests that do not result in a loss of control, the remeasurement of post-employment benefit obligations, the changes in value of cash flow
hedges and the changes in financial instruments measured at fair value through other comprehensive income.
(3)
The restrictions on the distribution of profits and payment of dividends according to Luxembourg Law are disclosed in note 27 (iii) to these Consolidated Financial Statements.
(4)
The accompanying notes are an integral part of these Consolidated Financial Statements.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
267
CONSOLIDATED STATEMENTS OF CASH FLOWS
Year ended December 31,
Notes
2024
2023
2022
Cash flows from operating activities
Income for the year
Adjustments for:
Depreciation and amortization
11, 12 & 13
Impairment charge
5
Bargain purchase gain
6, 8 & 34
(2,211 )
(3,162 )
Income tax accruals less payments
30(ii)
(222,510 )
(143,391 )
Equity in earnings of non-consolidated companies
8
(8,548 )
(95,404 )
(208,702 )
Interest accruals less payments, net
30(iii)
(1,067 )
(53,480 )
Provision for the ongoing litigation related to the acquisition of
participation in Usiminas
6, 25(ii) & 27(i)
Changes in provisions
24 & 25(ii)
(25,155 )
Reclassification of currency translation adjustment reserve
(*)
6
(878 )
(71,252 )
Changes in working capital
(**)
30(i)
(2,131,245 )
Others, including net foreign exchange differences
(18,667 )
Net cash provided by operating activities
Cash flows from investing activities
Capital expenditures
11 & 12
(693,956 )
(619,445 )
(378,446 )
Changes in advance to suppliers of property, plant and equipment
15
(10,391 )
(18,901 )
Acquisition of subsidiaries, net of cash acquired
(***)
34
(265,657 )
(4,082 )
Other investments at fair value
(1,126 )
Additions to associated companies
14 (b)
(22,661 )
Loan to joint ventures
14 (c)
(5,551 )
(3,754 )
Proceeds from disposal of property, plant and equipment and
intangible assets
Dividends received from non-consolidated companies
14
Changes in investments in securities
(821,478 )
(1,857,272 )
Net cash used in investing activities
(1,397,157 )
(2,686,517 )
(163,555 )
Cash flows from financing activities
Dividends paid
10
(757,786 )
(636,511 )
(531,242 )
Dividends paid to non-controlling interest in subsidiaries
(5,862 )
(18,967 )
(10,432 )
Changes in non-controlling interests
(1,407 )
Acquisition of treasury shares
(1,439,589 )
(213,739 )
Payments of lease liabilities
13
(68,574 )
(51,492 )
(52,396 )
Proceeds from borrowings
21
Repayments of borrowings
21
(1,999,427 )
(1,931,747 )
(1,094,370 )
Net cash used in financing activities
(2,399,429 )
(1,125,007 )
(178,344 )
(Decrease) increase in cash and cash equivalents
(930,368 )
(*)
For the year 2022, related to NKKTubes’ cease of operations.
(**)
Changes in working capital do not include non-cash movements due to the variations in the exchange rates used by subsidiaries with
functional currencies different from the U.S. dollar for an amount of $30.3 million for 2024, $(16.7 ) million for 2023 and $4.2 million for 2022.
(***)
For the year 2024, related to the Mattr’s pipe coating business unit acquisition. For more information see note 34.
For the year 2023, related to the GPC, Isoplus anticorrosion coating division, Republic Tube LLC’s OCTG pipe processing facility and Mattr’s pipe
coating business unit acquisitions.
For the year 2022, related to Parques Eólicos de la Buena Ventura S.A. acquisition.
The accompanying notes are an integral part of these Consolidated Financial Statements.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
268
Year ended December 31,
Notes
2024
2023
2022
Movement in cash and cash equivalents
At the beginning of the year
Effect of exchange rate changes
(25,431 )
(58,385 )
(51,952 )
(Decrease) increase in cash and cash equivalents
(930,368 )
At December 31,
At December 31,
Cash and cash equivalents
2024
2023
2022
Cash and bank deposits
20
Bank overdrafts
21
(14,458 )
(21,224 )
(94 )
The accompanying notes are an integral part of these Consolidated Financial Statements.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
269
INDEX TO THE NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
I
GENERAL INFORMATION
IV
OTHER NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS
1
Segment information
II
ACCOUNTING POLICIES
2
Cost of sales
A
Basis of presentation
3
Selling, general and administrative expenses
B
Group accounting
4
Labor costs (included in Cost of sales and in Selling, general
and administrative expenses)
C
Segment information
5
Impairment charge
D
Foreign currency translation
6
Other operating income and expenses
E
Property, plant and equipment
7
Financial results
F
Intangible assets
8
Equity in earnings of non-consolidated companies
G
Right-of-use assets and lease liabilities
9
Income tax
H
Impairment of non-financial assets
10
Dividends distribution
I
Other investments
11
Property, plant and equipment, net
J
Inventories
12
Intangible assets, net
K
Trade and other receivables
13
Right-of-use assets, net and lease liabilities
L
Cash and cash equivalents
14
Investments in non-consolidated companies
M
Equity
15
Receivables non-current
N
Borrowings
16
Inventories, net
O
Current and deferred income tax
17
Receivables and prepayments, net
P
Employee benefits
18
Current tax assets and liabilities
Q
Provisions
19
Trade receivables, net
R
Trade and other payables
20
Cash and cash equivalents and other investments
S
Revenue recognition
21
Borrowings
T
Cost of sales and other selling expenses
22
Deferred tax assets and liabilities
U
Earnings per share
23
Other liabilities
V
Financial instruments
24
Non-current allowances and provisions
25
Current allowances and provisions
III
FINANCIAL RISK MANAGEMENT
26
Derivative financial instruments
27
Contingencies, commitments and restrictions on the
distribution of profits
A
Financial risk factors
28
Cancellation of title deed in Saudi Steel Pipe Company
B
Category of financial instruments and classification within the
fair value hierarchy
29
Foreign exchange control measures in Argentina
C
Fair value estimation
30
Cash flow disclosures
D
Accounting for derivative financial instruments and hedging
activities
31
Related party transactions
32
Principal accountant fees
33
Principal subsidiaries
34
Business combinations
35
Share buyback programs
36
Climate change
37
Events after the reporting period
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
270
I. GENERAL INFORMATION
public limited liability company (
société anonyme
)
under the
laws of the Grand-Duchy of Luxembourg
controlling interests in various subsidiaries in the steel pipe manufacturing and distribution businesses . References
in these Consolidated Financial Statements to “Tenaris” refer to the Company and its consolidated subsidiaries. A
list of the Company’s principal subsidiaries is included in note 33 to these Consolidated Financial Statements.
The Company’s shares trade on the Italian Stock Exchange and the Mexican Stock Exchange; and the Company’s
American Depositary Securities (“ADS”) trade on the New York Stock Exchange.
These Consolidated Financial Statements were approved for issuance by the Company’s Board of Directors on
February 19, 2025. The Board of Directors has the power to amend and reissue these Consolidated Financial
Statements.
II. ACCOUNTING POLICIES
The accounting policies applied in the preparation of these Consolidated Financial Statements are set out below.
These policies have been consistently applied to all the years presented, unless otherwise stated.
A Basis of presentation
The Consolidated Financial Statements of Tenaris have been prepared in accordance with International Financial
Reporting Standards (“IFRS" or "IFRS Accounting Standards”), as issued by the International Accounting Standards
Board (“IASB”) and in accordance with IFRS as adopted by the European Union, under the historical cost convention,
as modified by the revaluation of certain financial assets and liabilities (including derivative instruments) and plan
assets at fair value.
The Consolidated Financial Statements are, unless otherwise noted, presented in thousands of
U.S. dollars (“$”).
Whenever necessary, certain comparative amounts have been reclassified to conform to changes in presentation in
the current year.
The preparation of Consolidated Financial Statements in conformity with IFRS requires management to make certain
accounting estimates and assumptions that might affect among others, the reported amounts of assets, liabilities,
contingent liabilities, revenues and expenses. Actual results may differ from these estimates. The main areas
involving material estimates or judgements are: impairment testing of long-lived assets (notes II.H), impairment in
investments in associates (note II.B); income taxes -including recoverability of deferred tax assets- (note II.O);
obsolescence of inventory (note II.J); contingencies (note II.Q); allowance for trade receivables (note II.K); post-
employment and other long-term benefits (note II.P); business combinations (notes II.B); useful lives of property,
plant and equipment and other long-lived assets (notes II.E, II.F, II.H), fair value estimation of certain financial
instruments (note III.B) and property title ownership restriction (note IV.28). During the year there were no significant
changes in the material accounting estimates and judgements.
(1)
Accounting pronouncements applicable as from January 1, 2024
Accounting pronouncements that became effective during 2024 have no material effect on the Company’s financial
condition or results of operations.
The following amendments became effective as at 1 January 2024:
▪ Classification of Liabilities as Current or Non-current and Non-current Liabilities with Covenants -
Amendments to IAS 1.
▪ Lease Liability in a Sale and Leaseback – Amendments to IFRS 16.
▪ Disclosures: Supplier Finance Arrangements - Amendments to IAS 7 and IFRS 7.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
271
(2)
New accounting pronouncements not applicable as of December 31, 2024
Amendments to IAS 21 – Lack of Exchangeability
In August, 2023, the IASB published “Lack of Exchangeability (Amendments to IAS 21)” with new guidance to
determine when a currency is exchangeable or not, and how to determine the exchange rate to apply when a
currency is not exchangeable. The amendments also require the disclosure of additional information when a
currency is not exchangeable.
The amendments are effective for annual periods beginning on or after January 1, 2025 with early adoption
permitted and without retrospective application.
The Company does not expect these amendments to have a material impact on its operations or financial
statements.
IFRS 18 - Presentation and Disclosures in Financial Statements
In April 2024, the IASB published IFRS 18, that will replace IAS 1 “Presentation of financial statements”. IFRS 18
introduces new requirements that will help to achieve comparability of the financial performance of similar entities
and provide more relevant information and transparency to users. Even though IFRS 18 will not impact the
recognition or measurement of items in the financial statements, its impacts on presentation and disclosure are
expected to be extensive, in particular those related to the income statement, statement of financial position,
statement of cash flows and the inclusion of management-defined performance measures within the financial
statements.
Management is currently assessing the detailed implications of applying the new standard on the Consolidated
Financial Statements.
The group will apply the new standard from its mandatory effective date of 1 January 2027. Retrospective
application is required, and so the comparative information for the financial year ending December 31, 2026 and
December 31, 2025 will be restated in accordance with IFRS 18. The European Union has still not endorsed this
standard.
Other newly published accounting standards, amendments to accounting standards and interpretations are not
mandatory for December 31, 2024 reporting periods and have not been early adopted by the Company. These
standards, amendments or interpretations are not expected to have a material impact in the current or future
reporting periods and on foreseeable future transactions.
B Group accounting
(1) Subsidiaries and transactions with non-controlling interests
Subsidiaries are all entities over which Tenaris has control. Tenaris controls an entity when it is exposed to, or has
rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its
power over the entity. In some cases, the Company considers that it has the ability to affect returns through its
power over an entity even if it holds less than 50% of the shares or voting rights of the subsidiary because it is able
to prevail at all of the subsidiary’s general meetings, which in turn allows Tenaris to nominate and appoint a majority
of the subsidiary’s board of directors. Subsidiaries are fully consolidated from the date on which control is obtained
by the Company and are no longer consolidated from the date control ceases.
The acquisition method is used to account for the acquisition of subsidiaries by Tenaris. The cost of an acquisition
is measured as the fair value of the assets transferred, equity instruments issued and liabilities incurred or assumed
at the date of exchange. Acquisition-related costs are expensed as incurred. Identifiable assets acquired, liabilities
and contingent liabilities assumed in a business combination are generally measured initially at their fair values at
the acquisition date. Any non-controlling interest in the acquiree is measured either at fair value or at the non-
controlling interest’s proportionate share of the acquiree’s net identifiable assets. The excess of the aggregate of
the consideration transferred and the amount of any non-controlling interest in the acquiree over the fair value of
the identifiable net assets acquired is recorded as goodwill. If this is less than the fair value of the net assets of the
subsidiary acquired, the difference is recognized directly in the Consolidated Income Statement as bargain purchase.
Contingent consideration is classified either as equity or as a financial liability. Amounts classified as a financial
liability are subsequently remeasured at fair value through profit or loss.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
272
If the business combination is achieved in stages, the acquisition date carrying value of the acquirer’s previously
held equity interest in the acquiree is remeasured to fair value at the acquisition date. Any gains or losses arising
from such remeasurement are recognized in profit or loss.
Transactions with non-controlling interests that do not result in a loss of control are accounted as transactions with
equity owners of the Company. For purchases from non-controlling interests, the difference between any
consideration paid and the relevant share acquired of the carrying value of net assets of the subsidiary is recorded
in equity. Gains or losses on disposals to non-controlling interests are also recorded in equity.
When the Company ceases to have control or significant influence, any retained interest in the entity is remeasured
to its fair value and the change in carrying amount, net of consideration received (if any), recognized in profit or
loss. The fair value is the initial carrying amount for the purposes of subsequently accounting for the retained interest
as an associate, joint venture or financial asset. In addition, any amounts previously recognized in other
comprehensive income in respect of that entity are accounted for as if the group had directly disposed of the related
assets or liabilities. This may mean that amounts previously recognized in other comprehensive income are
reclassified to profit or loss.
Material intercompany transactions, balances and unrealized gains (losses) on transactions between Tenaris
subsidiaries have been eliminated in consolidation. However, since the functional currency of some subsidiaries is
its respective local currency, some financial gains (losses) arising from intercompany transactions are generated.
These are included in the Consolidated Income Statement under
Other financial results
.
(2) Non-consolidated companies
Investments in non-consolidated companies (associates and joint ventures), which generally involve a shareholding
of between 20% and 50% of the voting rights, are accounted for by the equity method and are initially recognized
at cost (as defined by IAS 28, “Investments in Associates and Joint Ventures”). The Company’s investment in non-
consolidated companies includes goodwill identified in acquisition, net of any accumulated impairment loss.
Associated companies are those entities in which Tenaris exerts significant influence in accordance with IFRS, but
does not have control.
Joint arrangements are combinations in which there are contractual agreements by virtue of which two or more
partner companies hold an interest in one or more companies that undertake operations or hold assets in such a
way that any financial or operating decision is subject to the unanimous consent of the partners (as defined by IFRS
11 “Joint Arrangements”). A joint arrangement is classed as a joint operation if the parties hold rights to its assets
and have obligations in respect of its liabilities or as a joint venture if the venturers hold rights only to the investee's
net assets.
Under the equity method of accounting, investments are initially recognized at cost and adjusted thereafter to
recognize Tenaris’s share of the post-acquisition profits or losses of the investee in profit or loss, and Tenaris’s share
of movements in other comprehensive income of the investee in other comprehensive income. Dividends received
or receivable from associates and joint ventures are recognized as a reduction in the carrying amount of the
investment.
If material, unrealized results on transactions between Tenaris and its non-consolidated companies are eliminated
to the extent of Tenaris’s interest in the non-consolidated companies. Unrealized losses are also eliminated unless
the transaction provides evidence of an impairment indicator of the asset transferred. Financial statements of non-
consolidated companies are adjusted where necessary to ensure consistency with IFRS.
The Company’s pro-rata share of earnings in non-consolidated companies is recorded in the Consolidated Income
Statement under
Equity in earnings
of non-consolidated companies
. The Company’s pro-rata share of changes in
other comprehensive income is recognized in the Consolidated Statement of Comprehensive Income.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
273
The main investments in non-consolidated companies are:
a)
Ternium
At December 31, 2024, Tenaris held 11.46% in the share capital of Ternium S.A. (“Ternium”) representing
11.70% of its outstanding shares. The following factors and circumstances evidence that Tenaris has significant
influence over Ternium:
▪ four out of eight members of Ternium’s board of directors (including Ternium’s chairman) are also members
of the Company’s board of directors;
and
▪ both the Company and Ternium are under the indirect common control of San Faustin S.A. (“San Faustin”)
and under the shareholders’ agreement by and between the Company and Techint Holdings S.àr.l ("Techint"),
a wholly owned subsidiary of San Faustin and Ternium’s controlling shareholder, dated January 9, 2006
Techint, is required to take actions within its power to cause (a) one of the members of Ternium’s board of
directors to be nominated by the Company and (b) any director nominated by the Company to be removed
from Ternium’s board of directors only pursuant to previous written instructions of the Company.
b)
Usiminas
At December 31, 2024, Tenaris held, through its Brazilian subsidiary Confab Industrial S.A. (“Confab”), 47.5
million ordinary shares and 1.3 million preferred shares of Usinas Siderúrgicas de Minas Gerais S.A. - Usiminas
(“Usiminas”), representing 6.76% of its shares with voting rights and 3.96% of its total share capital.
Confab’s participation in Usiminas share capital is the result of a series of acquisitions, the first of which was
performed on January 16, 2012, pursuant to which Ternium (through certain of its subsidiaries) and Confab
acquired a large block of Usiminas ordinary shares and joined Usiminas’ existing control group. Subsequently, in
2016, Ternium and Confab subscribed to additional ordinary shares and to preferred shares.
On March 30, 2023, Confab, together with Ternium (through its subsidiaries Ternium Investments and Ternium
Argentina), agreed to acquire an additional 68.7 million ordinary shares of Usiminas at a price of BRL10 per
ordinary share. The transaction closed on July 3, 2023, and was financed with cash on hand. Tenaris paid
approximately BRL110 million (approximately $22.7 million) in cash for approximately 11 million ordinary shares,
increasing its participation in the Usiminas control group to 9.8%.
The Usiminas control group comprises the T/T Group, formed by Ternium Investments, Ternium Argentina and
Confab; the NSC Group, comprising Nippon Steel Corporation, Mitsubishi and MetalOne; and Usiminas’ employee
pension fund, Previdência Usiminas. At December 31, 2024, the Usiminas control group held, in the aggregate,
483.6 million ordinary shares, representing approximately 68.6% of Usiminas’ voting capital and the T/T Group
held an aggregate participation of 61.3% in the control group (with 51.5% of the control group’s participation
corresponding to Ternium’s subsidiaries, and remaining 9.8% corresponding to Confab); the NSC Group and
Previdência Usiminas held 31.7% and 7%, respectively, in the control group.
Upon closing of the July 3, 2023 acquisition, the then existing Usiminas shareholders agreement governing the
relationship between the T/T Group, the NSC Group and Previdência Usiminas was replaced by a new shareholders
agreement setting forth a new governance structure for Usiminas. The T/T Group is now entitled to nominate a
majority of the Usiminas board of directors, the chief executive officer and four other members of the Usiminas
board of officers. Of the positions allocated to the T/T Group, Tenaris retains the right to nominate one member
of the Usiminas board of directors and one member of the Usiminas board of officers. Ordinary decisions may be
approved with a 55% majority of Usiminas’ control group shares.
At any time after the second anniversary of the closing of the transaction, the T/T Group will have the right to buy
the NSC Group’s remaining interest in the Usiminas’ control group (153.1 million ordinary shares) at the higher
of $2.0584 per share and the equivalent in U.S. dollars of the 40-trading day average price per share immediately
prior to the date of exercising the option. In addition, the NSC Group will have the right, at any time after the
closing of the transaction, to withdraw its remaining shares from the control group and sell them in the open
market after giving the T/T Group the opportunity to buy them at the equivalent in U.S. dollars of the 40-trading
day average price per share immediately prior to the NSC group’s notice of withdrawal, as well as the right, at
any time after the second anniversary of the closing, to sell such shares to the T/T Group at $2.0584 per share.
Confab will have the right (but not the obligation) to participate in each such transaction pro rata to its current
participation in the T/T Group.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
274
Confab and the Ternium entities party to the Usiminas shareholders agreement have a separate shareholders
agreement governing their respective rights and obligations as members of the T/T Group. Under such separate
agreement, Confab enjoys certain rights with respect to the governance of Usiminas, including, among others,
the ability to nominate certain Usiminas’ officers and directors. Those circumstances evidence that Tenaris
continues having significant influence over Usiminas and, as a result, continues accounting for its investment
under the equity method.
c)
Techgen
Techgen S.A. de C.V. (“Techgen”), which operates an electric power plant in Mexico, is a joint venture company
owned 48% by Ternium, 30% by Tecpetrol International S.A. (“Tecpetrol”) and 22% by Tenaris. The Company,
Ternium and Tecpetrol are parties to a shareholders’ agreement relating to the governance of Techgen and are
under the indirect common control of San Faustin. Based on the facts stated above, the Company has determined
that it has significant influence over this entity.
Tenaris carries its investments in non-consolidated companies under the equity method, with no additional goodwill
or intangible assets recognized. Tenaris reviews investments in non-consolidated companies for impairment
whenever events or changes in circumstances indicate that the asset’s carrying amount may not be recoverable. For
more information see note 14 to these Consolidated Financial Statements.
C Segment information
The Company is organized in one major business segment, Tubes, which is also the reportable operating segment.
All other business activities and operating segments that are not required to be separately reported are disclosed in
the Other segment.
The Tubes segment includes the production and sale of steel tubular products and related services mainly for the
oil and gas industry, particularly oil country tubular goods (“OCTG”) used in drilling operations, and for other
industrial applications with production processes that consist in the transformation of steel into tubular products.
Business activities included in this segment are mainly dependent on the worldwide oil and gas industry, as this
industry is a major consumer of steel pipe products, particularly OCTG used in drilling activities. Demand for steel
pipe products from the oil and gas industry has historically been volatile and depends primarily upon the number
of oil and natural gas wells being drilled, completed and reworked, and the depth and drilling conditions of these
wells. Sales are generally made to end users, with exports being done through a centrally managed global
distribution network and domestic sales are made through local subsidiaries.
The Other segment includes all business activities related to the production and selling of sucker rods, coiled tubing,
tubes used for plumbing and construction applications, oilfield / hydraulic fracturing services and others as energy
and raw materials that exceed internal requirements.
During 2024 and following the acquisition of Mattr’s pipe coating business unit on November 30, 2023, the
management performed a review of the new business structure to decide on the allocation of resources and the
assessment of performance, and decided to integrate the coating activities to its Tubes segment.
Tenaris’s Chief Operating Decision Maker (“CODM”) reviews operating and financial performance information with
senior management on a monthly basis. This information differs from IFRS principally as follows:
▪ the use of direct cost methodology to calculate the inventories, while under IFRS it is at full cost, including
absorption of production overheads and depreciation;
▪ the use of costs based on previously internally defined cost estimates, while, under IFRS, costs are calculated at
historical cost, mainly on a FIFO basis;
▪ any currency translation adjustment reclassification, when applicable, for companies that under IFRS had a
different functional currency than the U.S. dollar;
and
▪ other timing differences, if any.
Tenaris presents its geographical information in four areas: North America, South America, Europe and Asia Pacific,
Middle East and Africa. For purposes of reporting geographical information, net sales are allocated to geographical
areas based on the customer’s location; the allocation of assets is based on their geographical location.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
275
D Foreign currency translation
(1)
Functional and presentation currency
IAS 21, “The effects of changes in foreign exchange rates” defines the functional currency as the currency of the
primary economic environment in which an entity operates.
The functional and presentation currency of the Company is the U.S. dollar. The U.S. dollar is the currency that best
reflects the economic substance of the underlying events and circumstances relevant to Tenaris’s global operations.
Starting January 1, 2023, the Company changed the functional currency of its Brazilian subsidiaries, from the
Brazilian Real to the U.S. dollar.
Except for the Italian subsidiaries whose functional currency is the Euro and two subsidiaries whose functional
currencies are the Canadian Dollar and the Norwegian Krone, Tenaris determined that the functional currency of
its other subsidiaries is the U.S. dollar, based on the following principal considerations:
▪ sales are mainly negotiated, denominated and / or settled in U.S. dollars. If priced in a currency other than the
U.S. dollar, the sales price may consider exposure to fluctuation in the exchange rate against the U.S. dollar;
▪ prices of their critical raw materials and inputs are priced and / or settled in U.S. dollars;
▪ transaction and operational environment and the cash flow of these operations have the U.S. dollar as reference
currency;
▪ there is a significant level of integration of the local operations within Tenaris’s international global distribution
network;
and
▪ net financial assets and liabilities are mainly received and maintained in U.S. dollars.
(2) Transactions in currencies other than the functional currency
Transactions in currencies other than the functional currency are translated into the functional currency using the
exchange rates prevailing at the date of the transactions or valuation where items are re-measured.
At the end of each reporting period: (i) monetary items denominated in currencies other than the functional currency
are translated using the closing rates; (ii) non-monetary items that are measured in terms of historical cost in a
currency other than the functional currency are translated using the exchange rates prevailing at the date of the
transactions; and (iii) non-monetary items that are measured at fair value in a currency other than the functional
currency are translated using the exchange rates prevailing at the date when the fair value was determined.
Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at
year-end exchange rates of monetary assets and liabilities denominated in currencies other than the functional
currency are recorded as gains and losses from foreign exchange and included in
Other financial results
in the
Consolidated Income Statement, except when deferred in equity as qualifying cash flow hedges and qualifying net
investment hedges.
(3) Translation of financial information in currencies other than the functional currency
Results of operations for subsidiaries whose functional currencies are not the U.S. dollar are translated into U.S.
dollars at the average exchange rates for each quarter of the year. Financial statement positions are translated at
the period-end exchange rates. Translation differences are recognized in a separate component of equity as
Currency Translation Adjustment
. In the case of a sale or other disposal of any of such subsidiaries, any accumulated
translation difference would be recognized in the Consolidated Income Statement as a gain or loss from the sale or
disposal following IAS 21.
Goodwill and fair value adjustments arising from the acquisition of a foreign operation are treated as assets and
liabilities of the foreign operation and translated at the closing exchange rate.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
276
E Property, plant and equipment
Property, plant and equipment are recognized at historical acquisition or construction cost less accumulated
depreciation and impairment losses. Historical cost includes expenditure that is directly attributable to the acquisition
of the items. Property, plant and equipment acquired through acquisitions accounted for as business combinations
have been valued initially at the fair market value of the assets acquired.
Major overhaul and rebuilding expenditures are capitalized as property, plant and equipment only when it is
probable that future economic benefits associated with the item will flow to the Company and the investment
enhances the condition of assets beyond its original condition. The carrying amount of any replaced parts is
derecognized.
Maintenance expenses on manufacturing properties are recorded as cost of products sold in the year
in which they are incurred.
Cost may also include transfers from equity of any gains or losses on qualifying cash flow hedges of foreign currency
purchases of property, plant and equipment.
Borrowing costs that are attributable to the acquisition or construction of certain capital assets are capitalized as
part of the cost of the asset, in accordance with IAS 23, “Borrowing Costs”. Assets for which borrowing costs are
capitalized are those that require a substantial period of time to prepare for their intended use.
The depreciation method is reviewed at each year end. Depreciation is calculated using the straight-line method to
depreciate the cost of each asset to its residual value over its estimated useful life, as follows:
| Land | No Depreciation |
| Buildings and improvements | 30-50 years |
| Plant and production equipment | 10-40 years |
| Vehicles, furniture and fixtures, and other equipment | 4-10 years |
The assets’ residual values and useful lives of significant plant and production equipment are reviewed and adjusted,
if appropriate, at each year-end date. An asset’s carrying amount is written down to its recoverable amount if the
asset’s carrying amount is greater than its estimated recoverable amount.
Management’s re-estimation of assets useful lives, performed in accordance with IAS 16, “Property, Plant and
Equipment”, resulted in additional depreciation expenses of approximately $25.2 million in 2024, did not materially
affect depreciation expenses in 2023 and resulted in additional depreciation expenses of approximately $39.1
million in 2022.
Tenaris depreciates each significant part of an item of property, plant and equipment for its different production
facilities that (i) can be properly identified as an independent component with a cost that is significant in relation to
the total cost of the item, and (ii) has a useful operating life that is different from another significant part of that
same item of property, plant and equipment.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount of assets and
are recognized under
Other operating income
or
Other operating expenses
in the Consolidated Income Statement.
F Intangible assets
(1) Goodwill
Goodwill represents the excess of the acquisition cost over the fair value of Tenaris’s share of net identifiable assets
acquired as part of business combinations determined mainly by independent valuations. Goodwill is tested at least
annually for impairment and carried at cost less accumulated impairment losses. Impairment losses on goodwill are
not reversed. Goodwill is included in the Consolidated Statement of Financial Position under
Intangible assets, net.
For the purpose of impairment testing, goodwill is allocated to a cash generating unit (“CGU”) or group of CGUs
that are expected to benefit from the business combination which generated the goodwill being tested.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
277
(2) Information systems projects
Costs associated with maintaining computer software programs are generally recognized as an expense as incurred.
However, costs directly related to the development, acquisition and implementation of information systems are
recognized as intangible assets if it is probable that they have economic benefits exceeding one year and comply
with the recognition criteria of IAS 38, “Intangible Assets”.
Information systems projects recognized as assets are amortized using the straight-line method over their useful
lives, generally not exceeding a period of 3 years. Amortization charges are mainly classified as
Selling, general and
administrative expenses
in the Consolidated Income Statement.
Management’s re-estimation of assets useful lives, performed in accordance with IAS 38, did not materially affect
amortization expenses for the years 2024, 2023 and 2022.
(3) Licenses, patents, trademarks and proprietary technology
Licenses, patents, trademarks, and proprietary technology are initially recognized at cost, or at fair value at the
acquisition date in case of a business combination.
Licenses, patents, proprietary technology and those trademarks
that have a finite useful life are carried at cost less accumulated amortization. Amortization is calculated using the
straight-line method to allocate the cost over their estimated useful lives, which are in the range between 3 and 20
years. Amortization charges are mainly classified as
Cost of sales
in the Consolidated Income Statement.
The balance of acquired trademarks that have indefinite useful lives according to external appraisal amounts to
$86.7 million at December 31, 2024, 2023 and 2022, and are included in Hydril CGU. Main factors considered in
the determination of the indefinite useful lives include the years that they have been in service and their recognition
among customers in the industry.
Management’s re-estimation of assets useful lives, performed in accordance with IAS 38, did not materially affect
amortization expenses for the years 2024, 2023 and 2022.
(4) Research and development
Research expenditures as well as development costs that do not fulfill the criteria for capitalization are recorded as
Cost of sales
in the Consolidated Income Statement as incurred. Research and development expenditures included
in
Cost of sales
for the years 2024, 2023 and 2022 totaled $74.2 million, $60.0 million and $50.7 million,
respectively.
Capitalized costs were not material for the years 2024, 2023 and 2022.
(5) Customer relationships
In accordance with IFRS 3, "Business Combinations" and IAS 38, Tenaris has recognized the value of customer
relationships separately from goodwill attributable to the acquisition of Maverick Tube Corporation (“Maverick”) and
Hydril Company (“Hydril”) groups, Saudi Steel Pipe Co. (“SSPC”), Ipsco Tubulars Inc. (“IPSCO”) and the more recent
acquisition of Mattr’s pipe coating business unit.
Customer relationships acquired in a business combination are recognized at fair value at the acquisition date, have a
finite useful life and are carried at cost less accumulated amortization. Amortization is calculated using the straight
line method over the initial expected useful lives which were approximately 14 years for Maverick, 10 years for Hydril,
9 years for SSPC, 3 years for IPSCO, and 4 months for Mattr’s pipe coating business unit.
Management’s re-estimation of customer relationships useful lives, performed in accordance with IAS 38, did not
affect amortization expenses for the years 2024 and 2023.
In 2022, the Company reviewed the useful life of SSPC’s customer relationships and decided to reduce it from 5 years
to 3 years, consequently a higher amortization charge of approximately $4.1 million was recorded in the Consolidated
Income Statement under
Selling, general and administrative expenses
for the year ended December 31, 2022.
As of December 31, 2024 the net book value of SSPC’s customer relationship amounted to $11.3 million, with a
residual useful life of 9 months, while the other customer relationships were fully amortized.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
278
G Right-of-use assets and lease liabilities
Leases are recognized as a right-of-use asset and a corresponding liability at the date at which the leased asset is
available for use by the group. Each lease payment is allocated between the principal and finance cost.
The finance
cost is charged to profit or loss over the lease period so as to produce a constant periodic rate of interest on the
remaining balance of the liability for each period.
The right-of-use asset is depreciated over the lease term on a
straight-line basis.
Lease liabilities include the net present value of i) fixed payments, less any lease incentives receivable, ii) variable
lease payments that are based on an index or a rate, iii) amounts expected to be payable by the lessee under residual
value guarantees, iv) the exercise price of a purchase option if the lessee is reasonably certain to exercise that option,
and v) payments of penalties for terminating the lease, if the lease term reflects the lessee exercising that option.
The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be determined,
the lessee’s incremental borrowing rate is used, being the rate that the lessee would have to pay to borrow the
funds necessary to obtain an asset of similar value in a similar economic environment with similar terms and
conditions.
Right-of-use assets are measured at cost comprising the amount of the initial measurement of the lease liability,
any lease payments made at or before the commencement date less any lease incentives received and any initial
direct costs incurred by the lessee.
In determining the lease term, management considers all facts and circumstances that create an economic incentive
to exercise an extension option or early termination, or not to exercise a termination option. Extension options (or
periods after termination options) are only included in the lease term if the lease is reasonably certain to be extended
(or not terminated).
Payments associated with short-term leases, variable leases and leases of low value assets are recognized on a
straight-line basis as expenses in profit or loss. Short-term leases are leases with a lease term of 12 months or less.
H Impairment of non-financial assets
Long-lived assets including identifiable intangible assets are reviewed for impairment at the lowest level for which
there are separately identifiable cash flows, or CGU. Most of the Company’s principal subsidiaries that constitute a
CGU have a single main production facility and, accordingly, each of such subsidiaries represents the lowest level
of asset aggregation that generates largely independent cash inflows.
Assets that are subject to amortization or depreciation are reviewed for impairment whenever events or changes in
circumstances indicate that the carrying amount may not be recoverable. Intangible assets with indefinite useful
lives, including goodwill, are subject to at least an annual impairment test, or are tested more frequently if events
or circumstances indicate that the carrying amount value may be impaired. In some situations where there have not
been significant changes to CGU assets and liabilities as well as external and internal events and circumstances
which could materially alter the recoverable amount of the CGU, the most recent detailed calculation of recoverable
amount made in a preceding period may be used in the impairment test for that CGU in the current period.
For purposes of assessing key assumptions, the Company uses external sources of information and management
judgment based on past experience and expectations. Material facts and circumstances specifically considered in
the analysis usually include the discount rate used in Tenaris’s cash flow projections and the business condition in
terms of competitive, economic and regulatory factors, such as the cost of raw materials, oil and gas prices, and
the evolution of the rig count. Tenaris’s main source of revenue is the sale of products and services to the oil and
gas industry, and the level of such sales is sensitive to international oil and gas prices and their impact on drilling
activities.
Management has determined the value of each of the key assumptions as follows:
- Discount rate: based on the applicable weighted average cost of capital (“WACC”), which is considered to be a
good indicator of capital cost, taking into account the industry, country and size of the business. For each CGU
where assets are allocated, a specific WACC was determined.
- Growth rate: considers mainly the inflation impact on prices and costs, the long-term evolution of the oil and gas
industry, the higher demand to offset depletion of existing fields and the Company’s expected market penetration.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
279
- Oil and gas prices: based on industry analysts’ reports and management’s expectations of market development.
- Rig count: based on information published by Baker Hughes and management’s expectations.
- Raw material costs: based on industry analysts’ reports and management’s expectations.
An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable
amount. The recoverable amount is the higher between the asset’s value in use and fair value less costs of disposal.
Any impairment loss is allocated to reduce the carrying amount of the assets of the CGU in the following order:
(a) first, to reduce the carrying amount of any goodwill allocated to the CGU; and
(b) then, to the other assets of the unit (group of units) pro-rata on the basis of the carrying amount of each
asset in the unit (group of units), considering not to reduce the carrying amount of the asset below the
highest of its fair value less cost of disposal, its value in use or zero.
Value in use is calculated by discounting the estimated cash flows over a five year period (or higher if the period
can be justified) based on forecasts approved by management. For the subsequent years beyond the five-year
period, a terminal value is calculated based on perpetuity considering a nominal growth rate of 2% taking into
account among others, mainly the historical inflation rate.
For purposes of calculating the fair value less costs of disposal, Tenaris uses the estimated value of future cash flows
that a market participant could generate from the corresponding CGU.
Management judgment is required to estimate discounted future cash flows. Actual cash flows and values could
vary significantly from the forecasted future cash flows and related values derived using discounting techniques.
Non-financial assets other than goodwill that suffered an impairment are reviewed for possible reversal at each
reporting date.
For more information on impairment charges see note 5 to these Consolidated Financial Statements.
I Other investments
Other investments consist primarily of investments in financial instruments and time deposits with a maturity of
more than three months at the date of purchase.
Certain non-derivative financial assets that the Company held not for trading have been categorized as financial
assets at fair value through other comprehensive income (“FVOCI”), as the business model objective is achieved by
both holding financial assets in order to collect contractual cash flows and selling financial assets. They are carried
at fair value and interest income from these financial assets is included in finance income using the effective interest
rate method. Unrealized gains or losses are recorded as a fair value adjustment in the Consolidated Statement of
Comprehensive Income and transferred to the Consolidated Income Statement when the financial asset is disposed.
Exchange gains and losses and impairments related to the financial assets are immediately recognized in the
Consolidated Income Statement. FVOCI instruments with maturities greater than 12 months after the balance sheet
date are included in non-current assets.
Other investments in financial instruments and time deposits are categorized as financial assets at fair value through
profit or loss (“FVPL”) because such investments are held for trading and their performance is evaluated on a fair
value basis. The results of these investments are recognized in
Financial Results
in the Consolidated Income
Statement.
Purchases and sales of financial investments are recognized as of their settlement date.
The fair values of quoted investments are generally based on current bid prices. If the market for a financial investment
is not active or the securities are not listed, Tenaris estimates the fair value by using standard valuation techniques. See
section III Financial Risk Management.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
280
J Inventories
Inventories are stated at the lower between cost and net realizable value. The cost of finished goods and goods in
process is comprised of raw materials, direct labor, utilities, freights and other direct costs and related production
overhead costs, and it excludes borrowing costs. The allocation of fixed production costs, including depreciation
and amortization charges, is based on the normal level of production capacity. Inventories cost is mainly based on
the FIFO method. Tenaris estimates the net realizable value of inventories by grouping, where applicable, similar or
related items. Net realizable value is the estimated selling price in the ordinary course of business, less any estimated
costs of completion and selling expenses. Goods in transit as of year-end are valued based on the supplier’s invoice
cost.
Tenaris establishes an allowance for obsolete or slow-moving inventories related to finished goods, supplies and
spare parts. For slow moving or obsolete finished products, an allowance is established based on management’s
analysis of product aging. An allowance for obsolete and slow-moving inventory of supplies and spare parts is
established based on management's analysis of such items to be used as intended and the consideration of potential
obsolescence due to technological changes, aging and consumption patterns.
K Trade and other receivables
Trade and other receivables are recognized initially at fair value that corresponds to the amount of consideration that
is unconditional unless they contain significant financing components. The Company holds trade receivables with the
objective to collect the contractual cash flows and therefore measures them subsequently at amortized cost using the
effective interest method. Due to their short-term nature, their carrying amount is considered to be the same as their
fair value.
Tenaris applies the IFRS 9 “Financial Instruments” simplified approach to measure expected credit losses, which uses
a lifetime expected loss allowance for all trade receivables. To measure the expected credit losses, trade receivables
have been grouped based on shared credit risk characteristics and the days past due. The expected loss rates are based
on the payment profiles of sales over a period of three years and the corresponding historical credit losses experienced
within this period. The expected loss allowance also reflects current and forward-looking information on
macroeconomic factors affecting the ability of each customer to settle the receivables.
A credit account is typically considered in default when the customer has failed to make the required minimum
payments for an extended period of time. Management considerations, including customer-specific analyses, are
carried out to determine if an allowance has to be allocated to the credit. Following impairment, collection is monitored
and reversed in case of receipt of the payment.
L Cash and cash equivalents
Cash and cash equivalents are comprised of cash at banks, liquidity funds and short-term investments with a maturity
of less than three months at the date of purchase which are readily convertible to known amounts of cash which are
subject to an insignificant risk of changes in value. Assets recorded in cash and cash equivalents are carried at fair
market value or at historical cost which approximates fair market value.
In the Consolidated Statement of Financial Position, bank overdrafts are included in
Borrowings
in current liabilities.
For the purposes of the Consolidated Statement of Cash Flows,
Cash and cash equivalents
includes overdrafts.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
281
M Equity
(1) Equity components
The Consolidated Statement of Changes in Equity includes:
▪ the value of share capital, legal reserve, share premium and other distributable reserves calculated in accordance
with Luxembourg law;
▪ the currency translation adjustment, treasury shares, other reserves, retained earnings and non-controlling
interest calculated in accordance with IFRS.
(2)
Share capital
The Company has an authorized share capital of a single class of 2.5 billion shares having a nominal value of $1.00
per share. Total ordinary shares issued as of December 31, 2024 were 1,162,757,528 with a par value of $1.00 per
share with one vote each. Total ordinary shares issued as of December 31, 2023 and 2022 were 1,180,536,830
with a par value of $1.00 per share with one vote each. Total ordinary shares outstanding as of December 31, 2024,
were 1,084,272,191, as of December 31, 2023 were 1,167,888,739 and as of December 31, 2022 were
1,180,536,830 with a par value of $1.00 per share with one vote each. Outstanding shares do not include treasury
shares. All issued shares are fully paid.
(3)
Treasury Shares
Acquisitions of treasury shares are recorded at acquisition cost, deducted from equity until disposal or cancellation.
Any potential gains or losses on disposal of treasury shares are recognized in the Consolidated Statement of
Changes in Equity. Treasury shares as of December 31, 2024, were 78,485,337 and as of December 31, 2023 were
12,648,091.
(4)
Dividends distribution by the Company to shareholders
Dividends distributions are recorded in the Company’s financial statements when Company’s shareholders have the
right to receive the payment, or when interim dividends are approved by the Board of Directors in accordance with
the by-laws of the Company.
Dividends may be paid by the Company to the extent that it has distributable retained earnings, calculated in
accordance with Luxembourg law. See note 27 (iii) to these Consolidated Financial Statements.
N Borrowings
Borrowings are recognized initially at fair value net of transaction costs incurred and subsequently measured at
amortized cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is
recognized in profit or loss over the period of the borrowings using the effective interest method.
O Current and deferred income tax
The income tax expense or credit for the period is the tax payable or recoverable on the current period’s taxable
income based on the applicable income tax rate for each jurisdiction adjusted by changes in deferred tax assets and
liabilities attributable to temporary differences and to unused tax losses. Both current and deferred tax are
recognized in the Consolidated Income Statement, in
Income tax
, except to the extent that it relates to items
recognized in other comprehensive income or directly in equity. In these cases, the tax is also recognized in other
comprehensive income or directly in equity, respectively.
The current income tax charge is calculated based on the tax laws enacted or substantively enacted at the reporting
date in the countries where the Company’s subsidiaries operate and generate taxable income.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
282
Deferred income tax is recognized applying the liability method on temporary differences arising between the tax
bases of assets and liabilities and their carrying amounts in the financial statements. The temporary differences arise
mainly from net operating loss carry-forwards, the effect of currency translation on depreciable fixed assets and
inventories, depreciation on property, plant and equipment, valuation of inventories, provisions for post-
employment benefits and other long-term employee benefits and fair value adjustments of assets acquired in
business combinations. However, deferred tax liabilities are not recognized if they arise from the initial recognition
of goodwill. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period
when the asset is realized or the liability is settled, based on tax laws that have been enacted or substantively
enacted by the end of the reporting period.
Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax
regulation is subject to interpretation and considers whether it is probable that a taxation authority will accept an
uncertain tax treatment. The Company measures its tax balances either based on the most likely amount or the
expected value, depending on which method provides a better prediction of the resolution of the uncertainty.
Deferred tax assets are recognized to the extent that it is probable that future taxable profits will be available against
which the temporary differences and losses can be utilized. At the end of each reporting period, Tenaris reassesses
unrecognized deferred tax assets. Tenaris recognizes a previously unrecognized deferred tax asset to the extent that
it has become probable that future taxable income will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are not recognized for temporary differences arising from the carrying amount
and tax basis of investments in subsidiaries, branches and associates, and interests in joint ventures, if the Company
is able to control the timing of the reversal of the temporary differences and it is probable that the differences will
not reverse in the foreseeable future.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and
liabilities and when the deferred tax balances relate to the same taxation authority. Current tax assets and tax
liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net
basis, or to realize the asset and settle the liability simultaneously.
Deferred tax assets and liabilities are re-measured if tax rates change. These amounts are charged or credited to the
Consolidated Income Statement or to the item
Other comprehensive income
in the Consolidated Statement of
Comprehensive Income, depending on the account to which the original amount was charged or credited.
On December 20, 2023, Pillar Two legislation was adopted in Luxembourg, and came into effect as from January
1, 2024. The group is within the scope of these rules. Therefore, is required to calculate its GloBe effective tax rate
for each jurisdiction in which it is present and is liable to pay a top-up tax for the difference between its Globe
effective tax rate per jurisdiction and the 15% minimum rate. The group applies the IAS 12 exception regarding the
recognition and disclosure of deferred tax assets and liabilities related to Pillar Two income taxes.
P Employee benefits
(1)
Short-term obligations
Liabilities for wages and salaries are recognized in respect of employees’ services up to the end of the reporting
period and are measured at the amounts expected to be paid when the liabilities are settled. The liabilities are
presented as current employee benefit obligations in the balance sheet.
(2)
Post-employment benefits
The Company has defined benefit and defined contribution plans. A defined benefit plan is a pension plan that
defines an amount of pension benefit that an employee will receive on retirement, usually dependent on one or
more factors such as age, years of service and compensation.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
283
The liability recognized in the statement of financial position in respect of defined benefit pension plans is the
present value of the defined benefit obligation at the end of the reporting period less the fair value of plan assets,
if any. The defined benefit obligation is calculated annually (at year end) by independent actuaries using the
projected unit credit method. The present value of the defined benefit obligation is determined by discounting the
estimated future cash flows using interest rates of high-quality corporate bonds that are denominated in the
currency in which the benefits will be paid, and that have terms to maturity approximating to the terms of the
related pension obligation.
Remeasurement gains and losses arising from experience adjustments and changes in actuarial assumptions are
charged or credited to equity in
Other comprehensive income
in the period in which they arise. Past-service costs
are recognized immediately in the Income Statement.
For defined benefit funded plans, net interest income / expense is calculated based on the surplus or deficit derived
by the difference between the defined benefit obligations less fair value of plan assets.
For defined contribution plans, the Company pays contributions to publicly or privately administered pension
insurance plans on a mandatory, contractual or voluntary basis. The Company has no further payment obligations
once the contributions have been paid. The contributions are recognized as employee benefit expenses when they
are due. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in the
future payments is available.
Tenaris sponsors funded and unfunded defined benefit pension plans in certain subsidiaries. The most significant
are:
▪ An unfunded defined benefit employee retirement plan for certain senior officers. The plan is designed to
provide certain benefits to those officers (additional to those contemplated under applicable labor laws) in case
of termination of the employment relationship due to certain specified events, including retirement. This
unfunded plan provides defined benefits based on years of service and final average salary. As of December 31,
2024 the outstanding liability for this plan amounts to $59.4 million.
▪ Employees’ service rescission indemnity. The cost of this obligation is charged to the Consolidated Income
Statement over the expected service lives of employees. This provision is primarily related to the liability accrued
for employees at Tenaris’s Italian subsidiary. As from January 1, 2007 as a consequence of a change in an Italian
law, employees were entitled to make contributions to external funds, thus, Tenaris’s Italian subsidiary pays
every year the required contribution to the funds with no further obligation. As a result, the plan changed from
a defined benefit plan to a defined contribution plan effective from that date, but only limited to the
contributions of 2007 onwards. As of December 31, 2024 the outstanding liability for this plan amounts to
$10.1 million.
▪ Funded retirement benefit plan held in the U.S. for the benefit of some employees hired prior a certain date,
frozen for the purposes of credited service as well as determination of final average pay for the retirement
benefit calculation. Plan assets consist primarily of investments in equities and money market funds.
Additionally, an unfunded post-retirement health and life plan is in place that offers limited medical and life
insurance benefits to the retirees, frozen to new participants. As of December 31, 2024 the outstanding liability
for these plans amounts to $3.0 million.
▪ Funded retirement benefit plans held in Canada for salary and hourly employees hired prior to a certain date
based on years of service and, in the case of salaried employees, final average salary. Plan assets consist primarily
of annuities purchased from an insurance company for the benefit of current and future retirees, as well as
investments in debt instruments. Both plans were replaced for defined contribution plans. Effective June 2016
the salary plan was frozen for the purposes of credited service as well as determination of final average pay. In
2022, the plant at which all members of the hourly plan were employed was decommissioned and all members
ceased to accrue benefits under the plan. As of December 31, 2024 the plans were overfunded and the net
assets related to these plans amounted to $9.0 million.
By their design, the defined benefit plans expose the Company to the typical risks faced by defined benefit plans
such as investment performance, changes to discount rates used to value the obligations, rate of compensation
increase (including inflation rates) and longevity of plan members . Pension and benefit risks are managed by regular
monitoring of the plans, applicable regulations and other factors that may impact the Company’s expenses and
cash flows.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
284
The unfunded defined benefit plans are met as they fall due and are managed directly by the Company, which is
entirely responsible for the plans. The funded defined benefit pension plans are governed and administered in
accordance with applicable pension legislation in each jurisdiction. Each plan has an overseeing committee. The
defined benefit plans are monitored on an ongoing basis to assess the funding and investment policies, financial
status, and funding requirements. Significant changes to a plan or policy would be subject to approval by the board
of directors of each subsidiary of the Company.
(3)
Other long-term benefits
During 2007, Tenaris launched an employee retention and long-term incentive program
(“the Program”) applicable
to certain senior officers and employees of the Company, who will be granted a number of units throughout the
duration of the Program. The value of each of these units is based on Tenaris’s shareholders’ equity (excluding non-
controlling interest). Until the end of 2017, the units were vested ratably over a period of four years and were
mandatorily redeemed by the Company ten years after grant date, with the option of an early redemption at seven
years after the grant date. Since 2018, the units are vested ratably over the same period and are mandatorily
redeemed by the Company seven years after grant date.
The beneficiaries of the Program are entitled to receive cash amounts based on: (i) the amount of dividend payments
made by Tenaris to its shareholders and (ii) the number of units held by each beneficiary to the Program. The
payment of the benefit is tied to the book value of the shares, and not to their market value. Tenaris valued this
long-term incentive program as a long-term benefit plan as classified in IAS 19, “Employee Benefits”.
As of December 31, 2024 and 2023, the outstanding liability corresponding to the Program amounts to $148.0
million and $119.6 million, respectively. The total value of the units granted (vested and unvested) to date under
the program, considering the number of units and the book value per share as of December 31, 2024 and 2023, is
$175.0 million and $144.0 million, respectively.
(4)
Termination benefits
Termination benefits are payable when employment is terminated by Tenaris before the normal retirement date, or
when an employee accepts voluntary redundancy in exchange for these benefits. Tenaris recognizes termination
benefits at the earlier of the following dates: (a) when it can no longer withdraw the offer of those benefits; and
(b) when the costs for a restructuring that is within the scope of IAS 37 involves the payment of terminations
benefits. In the case of an offer made to encourage voluntary redundancy, the termination benefits are measured
based on the number of employees expected to accept the offer.
(5)
Other compensation obligations
Employee entitlements to annual leave, long-service leave, sick leave and other bonuses and compensations
obligations are accrued as earned.
Compensation to employees in the event of dismissal is charged to income in the year in which it becomes payable.
Q Provisions
Tenaris is subject to various claims, lawsuits and other legal proceedings, including customer claims, in which a third
party is seeking payment for alleged damages, reimbursement for losses or indemnity. Tenaris’s potential liability
with respect to such claims, lawsuits and other legal proceedings cannot be estimated with certainty. Management
periodically reviews the status of each significant matter and assesses potential financial exposure. If, as a result of
past events, a potential loss from a claim or proceeding is considered probable and the amount can be reliably
estimated, a provision is recorded. Accruals for loss contingencies reflect a reasonable estimate of the losses to be
incurred based on information available to management as of the date of preparation of the financial statements,
and take into consideration Tenaris’s litigation and settlement strategies. These estimates are primarily constructed
with the assistance of legal counsel. As the scope of liabilities become better defined, there may be changes in the
estimates of future costs which could have a material adverse effect on its results of operations, financial condition
and cash flows.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
285
If Tenaris expects to be reimbursed for an accrued expense, as would be the case for an expense or loss covered
under an insurance contract, and reimbursement is considered virtually certain, the expected reimbursement is
recognized as a receivable.
This note should be read in conjunction with note 27 to these Consolidated Financial Statements.
R Trade and other payables
Trade and other payables are recognized initially at fair value, generally the nominal invoice amount and
subsequently measured at amortized cost. They are presented as current liabilities unless payment is not due within
twelve months after the reporting period. Due to their short-term nature their carrying amounts are considered to
be the same as their fair value.
S Revenue recognition
Revenue comprises the fair value of the consideration received or receivable for the sale of goods and rendering of
services in the ordinary course of Tenaris’s activities. The revenue recognized by the Company is measured at the
transaction price of the consideration received or receivable to which the Company is entitled to, reduced by
estimated returns and other customer credits, such as discounts and volume rebates, based on the expected value
to be realized and after eliminating sales within the group.
Revenue is recognized at a point in time or over time from sales when control has been transferred and there is no
unfulfilled performance obligation that could affect the acceptance of the product by the customer. The control is
transferred upon delivery. Delivery occurs when the products have been shipped to the specific location, the risks
of obsolescence and loss have been transferred and either the customer has accepted the product in accordance
with the sales contract, the acceptance provisions have lapsed or the Company has objective evidence that all criteria
for acceptance have been satisfied, including all performance obligations. These conditions are determined and
analyzed on a contract by contract basis to ensure that all performance obligations are fulfilled. In particular, Tenaris
verifies customer acceptance of the goods, the satisfaction of delivery terms and any other applicable condition.
For bill and hold transactions revenue is recognized only to the extent that (a) the reason for the bill and hold
arrangement must be substantive (for example, the customer has requested the arrangement); (b) the products
have been specifically identified and are ready for delivery; (c) the Company does not have the ability to use the
product or to direct it to another customer; (d) the usual payment terms apply.
The Company’s contracts with customers do not provide any material variable consideration, other than discounts,
rebates and right of return. Discounts and rebates are recognized based on the most likely value and rights of return
are based on expected value considering past experience and contract conditions.
Where the contracts include multiple performance obligations, the transaction price is allocated to each
performance obligation based on the stand-alone selling prices. Where these are not directly observable, they are
estimated based on the expected cost plus margin.
There are no judgements applied by management that significantly affect the determination of timing of satisfaction
of performance obligations, nor the transaction price and amounts allocated to different performance obligations.
Tenaris provides services primarily related to goods sold, which represent a non-material portion of sales revenue
and mainly include:
Pipe management services:
This comprises mainly preparation of the pipes ready to be run, delivery to the customer,
storage services and rig return.
Field services:
Comprises field technical support and running assistance.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
286
These services are rendered in connection to the sales of goods and are attached to contracts with customers for
the sale of goods. A significant portion of service revenue is recognized in the same period as the goods sold. There
are no distinct uncertainties in the revenues and cash flows of the goods sold and services rendered as they are
included in the same contract, have the same counterparty and are subject to the same conditions.
The following inputs and outputs methods are applied to recognize revenue considering the nature of service:
Storage services:
the Company provides storage services in owned or third-party warehouses, subject to a variable
fee to be invoiced. This fee is determined based on the time that the customer maintains the material in the
warehouse and the amount of the material stored. In the majority of cases, to quantify the amount to be invoiced
in any given month, the monthly average fee of storage per ton is multiplied by the monthly average stock stored
(in tons).
Freights:
the revenue is recognized on a pro rata basis considering the units delivered and time elapsed.
Field services:
the revenue is recognized considering output methods, in particular surveys of service completion
provided by the customer.
The Company also provides other services, such as hydraulic fracturing, coiled tubing and coating services.
Regarding these services, the inputs and outputs methods to recognize the revenue are the following:
Coating services:
the Company provides coating services on third-party tubes which are performed under specific
contracts and recognized by reference to the stage of completion. Stage of completion is determined based on
surveys of work performed as measured by units of production to date multiplied by contractually agreed-upon
rates.
Hydraulic fracturing services:
the revenue is recognized considering output methods, in particular surveys of service
completion provided by the customer.
Revenue from providing services is recognized over time in the accounting period in which the services are
rendered.
The Company does not expect to have any contracts where the period between the transfer of the promised goods
or services to the customer and payment by the customer exceeds one year. As a consequence, considering that
the contracts do not include any significant financing component, the Company does not adjust any of the
transaction prices for the time value of money. For this reason, the Company is also applying the practical expedient
not to disclose details on transaction prices allocated to the remaining performance obligations as of the end of the
reporting period.
Tenaris only provides standard quality warranties assuring that the goods sold will function as expected or are fit
for their intended purpose, with no incremental service to the customer. Accordingly, warranties do not constitute
a separate performance obligation.
Other revenues earned by Tenaris are recognized on the following basis:
▪ Interest income: on the effective yield basis.
▪ Dividend income from investments in other companies: when Tenaris’s right to receive payment is established.
▪ Net income from other sales: when control is transferred to the customer.
T Cost of sales and other selling expenses
Cost of sales and other selling expenses are recognized in the Consolidated Income Statement on the accrual basis
of accounting.
Commissions, freights and other selling expenses, including shipping and handling costs, are recorded in
Selling,
general and administrative expenses
in the Consolidated Income Statement.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
287
U Earnings per share
Earnings per share are calculated by dividing the income attributable to the shareholders’ equity by the monthly
weighted average number of common shares outstanding during the period.
There are no dilutive potential ordinary shares.
V Financial instruments
Non-derivative financial instruments comprise investments in financial debt instruments and equity, time deposits,
contract assets, trade and other receivables, cash and cash equivalents, borrowings and trade and other payables.
The Company classifies its financial instruments according to the following measurement categories:
▪ those to be measured subsequently at fair value (either through OCI or through profit or loss), and
▪ those to be measured at amortised cost.
The classification depends on the Company’s business model for managing the financial assets and contractual
terms of the cash flows.
Financial assets are recognized on their settlement date. Financial assets are derecognized when the rights to receive
cash flows from the financial assets have expired or have been transferred and the Company has transferred
substantially all the risks and rewards of ownership.
At initial recognition, the Company measures a financial asset at its fair value plus, in the case of a financial asset
not at fair value through profit or loss, transaction costs that are directly attributable to the acquisition of the
financial asset. Transaction costs of financial assets carried at fair value through profit or loss are expenses in profit
or loss.
Subsequent measurement of debt instruments depends on the Company’s business model for managing the asset
and the cash flow characteristics of the asset. There are three measurement categories into which the Company
classifies its debt instruments:
Amortized Cost:
Assets that are held for collection of contractual cash flows where those cash flows represent solely
payments of principal and interest. Interest income from these financial assets is included in finance income using
the effective interest rate method.
Exchange gains and losses and impairments related to the financial assets are immediately recognized in the
Consolidated Income Statement.
Fair value through other comprehensive income:
Assets that are held for collection of contractual cash flows and
for selling the financial assets, where the assets’ cash flows represent solely payments of principal and interest.
Interest income from these financial assets is included in finance income using the effective interest rate method.
Unrealized gains or losses are recorded as a fair value adjustment in the Consolidated Statement of Comprehensive
Income and transferred to the Consolidated Income Statement when the financial asset is sold.
Fair value through profit and loss:
Assets that do not meet the criteria for amortized cost or FVOCI. Changes in fair
value of financial instruments at FVPL are immediately recognized in the Consolidated Income Statement.
Equity instruments are subsequently measured at fair value.
Accounting for derivative financial instruments and hedging activities is included within the section III, Financial Risk
Management.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
288
III. FINANCIAL RISK MANAGEMENT
The multinational nature of Tenaris’s operations and customer base exposes the Company to a variety of risks,
mainly related to market risks (including the effects of changes in foreign currency exchange rates and interest
rates), credit risk and capital market risk. In order to manage the volatility related to these exposures, management
evaluates exposures on a consolidated basis, taking advantage of exposure netting. The Company or its subsidiaries
may then enter into various derivative transactions in order to prevent potential adverse impacts on Tenaris’s
financial performance. Such derivative transactions are executed in accordance with internal policies and hedging
practices.
A. Financial risk factors
(i) Capital risk management
Tenaris seeks to maintain a low debt to total equity ratio considering the industry and the markets where it operates.
The year-end ratio of debt to total equity (where “debt” comprises financial borrowings and “total equity” is the
sum of financial borrowings and equity) is 0.03 as of December 31, 2024 and 2023. The Company does not have
to comply with regulatory capital adequacy requirements.
(ii) Foreign exchange risk
Tenaris manufactures and sells its products in a number of countries throughout the world and consequently is
exposed to foreign exchange rate risk. Since the Company’s functional currency is the U.S. dollar the purpose of
Tenaris’s foreign currency hedging program is mainly to reduce the risk caused by changes in the exchange rates of
other currencies against the U.S. dollar.
Tenaris’s exposure to currency fluctuations is reviewed on a periodic and consolidated basis. A number of derivative
transactions are performed in order to achieve an efficient coverage in the absence of operative or natural hedges.
Almost all of these transactions are forward exchange rates contracts. See note 26 to these Consolidated Financial
Statements.
Tenaris does not enter into derivative financial instruments for trading or other speculative purposes, other than
non-material investments in structured products.
In the case of subsidiaries with functional currencies other than the U.S. dollar, the results of hedging activities,
reported in accordance with IFRS, may not reflect entirely the management’s assessment of its foreign exchange
risk hedging program. Intercompany balances between Tenaris’s subsidiaries may generate financial gains (losses)
to the extent that functional currencies differ.
The value of Tenaris’s financial assets and liabilities is subject to changes arising from the variation of foreign
currency exchange rates. The following table provides a breakdown of Tenaris’s main financial assets and liabilities
(including foreign exchange derivative contracts) which impact the Company’s profit and loss as of December 31,
2024 and 2023.
| All amounts Long / (Short) in thousands of U.S. dollars | As of December 31, | |
| Currency Exposure / Functional currency | 2024 | 2023 |
| Euro / U.S. dollar | (183,985) | (203,608) |
| Saudi Arabian Riyal / U.S. dollar | (173,233) | (181,931) |
| Argentine Peso / U.S. dollar | (40,565) | (134,716) |
| Brazilian Real / U.S. dollar | (41,591) | (25,680) |
The main relevant exposures correspond to:
▪ Euro / U.S. dollar
As of December 31, 2024 and 2023 consisting primarily of Euro-denominated intercompany liabilities at certain
subsidiaries whose functional currency is the U.S. dollar. A change of 1% in the EUR/USD exchange rate would
have generated a pre-tax gain / loss of $1.8 million and $2.0 million as of December 31, 2024 and 2023,
respectively, which would have been to a large extent offset by changes in currency translation adjustment
included in Tenaris’s net equity position.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
289
▪ Saudi Arabian Riyal / U. S. dollar
As of December 31, 2024 and 2023 consisting primarily of Saudi Arabian Riyal-denominated financial and trade
payables. The Saudi Arabian Riyal is tied to the U.S. dollar.
▪ Argentine Peso / U.S. dollar
As of December 31, 2024 and 2023 consisting primarily of Argentine Peso-denominated financial, trade, social
and fiscal payables at certain Argentine subsidiaries whose functional currency is the U.S. dollar. A change of
1% in the ARS/USD exchange rate would have generated a pre-tax gain / loss of $0.4 million and $1.3 million
as of December 31, 2024 and 2023 respectively.
▪ Brazilian Real / U.S. dollar
As of December 31, 2024 and 2023 consisting primarily of Brazilian Real-denominated liabilities at certain
Brazilian subsidiaries whose functional currency is the U.S. dollar. A change of 1% in the BRL/USD exchange rate
would have generated a pre/-tax gain / loss of $0.4 million and $0.3 million as of December 31, 2024 and 2023
respectively.
Considering the balances held as of December 31, 2024 on financial assets and liabilities exposed to foreign
exchange rate fluctuations, Tenaris estimates that the impact of a simultaneous 1% favorable / unfavorable
movement in the levels of foreign currencies exchange rates relative to the U.S. dollar, would be a pre-tax gain /
loss of $5.8 million (including a loss / gain of $1.5 million due to foreign exchange derivative contracts), which
would be partially offset by changes to Tenaris’s net equity position of $1.4 million. For balances held as of
December 31, 2023, a simultaneous 1% favorable / unfavorable movement in the foreign currencies exchange rates
relative to the U.S. dollar, would have generated a pre-tax gain / loss of $6.7 million (including a loss / gain of $2.3
million due to foreign exchange derivative contracts), which would have been partially offset by changes to Tenaris’s
net equity position of $1.1 million.
Tenaris based its foreign exchange sensitivity analysis on a 1% variance for information purposes only, enabling the
analysis to any particular variance.
(iii) Interest rate risk
Tenaris is subject to interest rate risk on its investment portfolio and its debt. The Company uses a mix of variable
and fixed rate debt in combination with its investment portfolio strategy. The Company may choose to enter into
foreign exchange derivative contracts and / or interest rate swaps to mitigate the exposure to changes in the interest
rates.
The following table summarizes the proportions of variable-rate and fixed-rate debt as of each year end.
| As of December 31, | ||||
| 2024 | 2023 | |||
| In thousands of U.S. | % | In thousands of U.S. dollars | % | |
| dollars | ||||
| Fixed rate (*) | 172,018 | 39% | 294,946 | 51% |
| Variable rate | 265,380 | 61% | 288,491 | 49% |
| Total | 437,398 | 583,437 | ||
(*)
Out of the $172.0 million fixed rate borrowings, $162.1 million are short-term.
The Company estimates that, if market interest rates applicable to Tenaris’s borrowings had been 100 basis points
higher, then the additional pre-tax loss would have been $5.5 million in 2024 and $6.4 million in 2023.
Tenaris based its interest rate sensitivity analysis on a 100 basis points variance for information purposes only,
enabling the analysis to any particular variance.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
290
(iv) Credit risk
Credit risk arises from cash and cash equivalents, deposits with banks and financial institutions, as well as credit
exposures from customers, including outstanding receivables and committed transactions. The Company also
actively monitors the creditworthiness of its treasury, derivative and insurance counterparties in order to minimize
its credit risk.
There is no concentration of credit risk and no single customer comprised more than 10% of Tenaris’s net sales in
2024, 2023 and 2022.
Tenaris maintains a strong, longstanding relationship with Petróleos Mexicanos (“Pemex”), one of the world’s
largest crude oil and condensates producers and one of its largest customers. Over the past several months, Pemex
has delayed payments beyond the agreed-upon due dates, resulting in Tenaris having a significant credit exposure
to Pemex, which represented approximately 17% of the Company’s overall credit exposure as of December 31,
2024, and approximately 20% of the Company’s overall credit exposure as of December 31, 2023. In December
2024, Pemex issued senior guaranteed floating rate notes due in 2025 that a financial institution purchased on the
issue date, with Pemex agreeing to use a portion of the proceeds from the sale of such notes to pay off outstanding
debt with one of the Company’s Mexican subsidiaries for approximately $200 million. The fee related to this
transaction, amounting to approximately to $16 million, was borne by the Company and included in
Other financial
results
.
Tenaris’s credit policies related to sales of products and services are designed to identify customers with acceptable
credit history and to allow Tenaris to require the use of credit insurance, letters of credit and other instruments
designed to minimize credit risks whenever deemed necessary. Tenaris maintains allowances for impairment for
potential credit losses. See section II.K.
As of December 31, 2024, trade receivables amounted to $1,907.5 million. Trade receivables had guarantees under
credit insurance of $208.5 million, letter of credit and other bank guarantees of $79.8 million. Overdue trade
receivables amounted to $395.5 million, overdue guaranteed trade receivables amounted to $33.6 million; and the
allowance for doubtful accounts amounted to $48.1 million.
As of December 31, 2023, trade receivables amounted to $2,480.9 million. Trade receivables had guarantees under
credit insurance of $212.7 million, letter of credit and other bank guarantees of $48.4 million. Overdue trade
receivables amounted to $679.6 million, overdue guaranteed trade receivables amounted to $24.4 million; and the
allowance for doubtful accounts amounted to $49.0 million.
Management believes that both the allowance for doubtful accounts and the existing guarantees are sufficient to
cover doubtful trade receivables.
(v) Counterparty risk
Tenaris has investment guidelines with specific parameters to limit issuer risk on marketable securities.
Counterparties for derivatives and cash transactions are limited to high credit quality financial institutions, normally
investment grade.
Approximately 91.4% of Tenaris’s liquid financial assets corresponded to Investment Grade-rated instruments as of
December 31, 2024, in comparison with approximately 90.8% as of December 31, 2023.
(vi) Liquidity risk
Tenaris’s financing strategy aims to maintain adequate financial resources and access to additional liquidity. During
2024, Tenaris has counted on cash flows from operations as well as additional bank financing to fund its
transactions.
Management maintains sufficient cash and marketable securities to finance normal operations and believes that
Tenaris also has appropriate access to market for short-term working capital needs.
Liquid financial assets as a whole (comprising cash and cash equivalents and other investments) were 20% and
19% of total assets at the end of 2024 and 2023, respectively.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
291
Tenaris has a conservative approach to the management of its liquidity, which consists of i) cash and cash
equivalents (cash in banks, liquidity funds and investments with a maturity of less than three months at the date of
purchase), and ii) other investments (fixed income securities, time deposits, and fund investments).
Tenaris holds primarily investments in money market funds and variable or fixed-rate securities from investment
grade issuers.
Tenaris holds its investments primarily in U.S. dollars. As of December 31, 2024 and 2023, U.S. dollar denominated
liquid assets plus investments denominated in other currencies hedged to the U.S. dollar represented approximately
93% and 94% of total liquid financial assets, respectively.
(vii) Commodity price risk
In the ordinary course of its operations, Tenaris purchases commodities and raw materials that are subject to price
volatility caused by supply conditions, political and economic variables and other factors. As a consequence, Tenaris
is exposed to risk resulting from fluctuations in the prices of these commodities and raw materials. Tenaris fixes the
prices of such raw materials and commodities for short-term periods, typically not in excess of one year, and in
general hedging for these risks is performed on a limited basis.
B. Category of financial instruments and classification within the fair value hierarchy
As mentioned in note II.V, the Company classifies its financial instruments in the following measurement categories:
amortized cost, fair value through other comprehensive income and fair value through profit and loss. For financial
instruments that are measured in the statement of financial position at fair value, IFRS 13, “Fair value measurement”
requires a disclosure of fair value measurements by level according to the following fair value measurement
hierarchy:
Level 1:
Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2:
Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either
directly (that is, as prices) or indirectly (that is, derived from prices).
Level 3:
Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs).
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
292
The following tables present the financial instruments by category and levels as of December 31, 2024 and 2023.
| Carrying | Measurement Categories | At Fair Value | |||||
| December 31, 2024 | amount | Amortized | FVOCI | FVPL | Level 1 | Level 2 | Level 3 |
| Cost | |||||||
| Assets | |||||||
| Cash and cash equivalents | 675,256 | 320,212 | - | 355,044 | 355,044 | - | - |
| Other investments | 2,372,999 | 722,328 | 1,273,673 | 376,998 | 1,650,671 | - | - |
| Fixed income (time-deposit, zero | |||||||
| coupon bonds, commercial papers) | 722,328 | 722,328 | - | - | - | - | - |
| Certificates of deposits | 582,142 | 582,142 | - | - | - | - | - |
| Commercial papers | 130,034 | 130,034 | - | - | - | - | - |
| Other notes | 10,152 | 10,152 | - | - | - | - | - |
| Bonds and other fixed income | 1,273,673 | - | 1,273,673 | - | 1,273,673 | - | - |
| U.S. government securities | 645,841 | - | 645,841 | - | 645,841 | - | - |
| Non-U.S. government securities | 31,383 | - | 31,383 | - | 31,383 | - | - |
| Corporates securities | 586,229 | - | 586,229 | 586,229 | - | - | |
| Other notes | 10,220 | 10,220 | 10,220 | ||||
| Mutual Fund | 376,998 | - | - | 376,998 | 376,998 | - | - |
| Derivative financial instruments | 7,484 | - | - | 7,484 | - | 7,484 | - |
| Other Investments Non-current | 1,005,300 | 140,292 | 857,959 | 7,049 | 857,959 | - | 7,049 |
| Bonds and other fixed income | 857,959 | - | 857,959 | - | 857,959 | - | - |
| Fixed income (time-deposit, zero | |||||||
| coupon bonds, commercial papers) | 140,292 | 140,292 | - | - | - | - | - |
| Other investments | 7,049 | - | - | 7,049 | - | - | 7,049 |
| Trade receivables | 1,907,507 | 1,907,507 | - | - | - | - | - |
| Receivables C and NC | 435,973 | 191,058 | - | - | - | - | - |
| Other receivables | 191,058 | 191,058 | - | - | - | - | - |
| Other receivables (non-financial) | 244,915 | - | - | - | - | - | - |
| Total | 3,281,397 | 2,131,632 | 746,575 | 2,863,674 | 7,484 | 7,049 | |
| Liabilities | |||||||
| Borrowings C and NC | 437,398 | 437,398 | - | - | - | - | - |
| Trade payables | 880,261 | 880,261 | - | - | - | - | - |
| Other liabilities C and NC | 887,526 | 31,985 | - | 243,264 | - | - | 243,264 |
| Other liabilities (*) | 275,249 | 31,985 | - | 243,264 | - | - | 243,264 |
| Other liabilities (non-financial) | 612,277 | - | - | - | - | - | - |
| Lease Liabilities C and NC | 144,926 | 144,926 | - | - | - | - | - |
| Derivative financial instruments | 8,300 | - | - | 8,300 | - | 8,300 | - |
| Total | 1,494,570 | - | 251,564 | - | 8,300 | 243,264 | |
(*)
Includes liability related to share buyback program. See note 35 to these Consolidated Financial Statements.
Certain non-financial assets and liabilities were included in the above table to allow reconciliation with the Statements of Financial Position.
Due to their short time nature, the carrying amounts of trade receivables, trade payables, other financial receivables (including contract assets),
other financial liabilities and other investments are considered to be similar to their fair values.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
293
| Carrying | Measurement Categories | At Fair Value | |||||
| December 31, 2023 | amount | Amortized | FVOCI | FVPL | Level 1 | Level 2 | Level 3 |
| Cost | |||||||
| Assets | |||||||
| Cash and cash equivalents | 1,637,821 | 1,414,397 | - | 223,424 | 223,424 | - | - |
| Other investments | 1,969,631 | 896,166 | 834,281 | 239,184 | 1,073,465 | - | - |
| Fixed income (time-deposit, zero | |||||||
| coupon bonds, commercial | |||||||
| papers) | 896,166 | 896,166 | - | - | - | - | - |
| U.S. Sovereign Bills | 282,225 | 282,225 | - | - | - | - | - |
| Certificates of deposits | 334,637 | 334,637 | - | - | - | - | - |
| Commercial papers | 196,708 | 196,708 | - | - | - | - | - |
| Other notes | 82,596 | 82,596 | - | - | - | - | - |
| Bonds and other fixed income | 834,281 | - | 834,281 | - | 834,281 | - | - |
| U.S. government securities | 126,399 | - | 126,399 | - | 126,399 | - | - |
| Non-U.S. government securities | 10,943 | - | 10,943 | - | 10,943 | - | - |
| Corporates securities | 696,939 | - | 696,939 | - | 696,939 | - | - |
| Mutual Fund | 239,184 | - | - | 239,184 | 239,184 | - | - |
| Derivative financial instruments | 9,801 | - | - | 9,801 | - | 9,801 | - |
| Other Investments Non-current | 405,631 | - | 398,220 | 7,411 | 398,220 | - | 7,411 |
| Bonds and other fixed income | 398,220 | - | 398,220 | - | 398,220 | - | - |
| Other investments | 7,411 | - | - | 7,411 | - | - | 7,411 |
| Trade receivables | 2,480,889 | 2,480,889 | - | - | - | - | - |
| Receivables C and NC | 414,778 | 93,144 | - | - | - | - | - |
| Other receivables | 93,144 | 93,144 | - | - | - | - | - |
| Other receivables (non-financial) | 321,634 | - | - | - | - | - | - |
| Total | 4,884,596 | 1,232,501 | 479,820 | 1,695,109 | 9,801 | 7,411 | |
| Liabilities | |||||||
| Borrowings C and NC | 583,437 | 583,437 | - | - | - | - | - |
| Other liabilities C and NC | 693,913 | - | - | 86,240 | - | - | 86,240 |
| Other liabilities (*) | 86,240 | - | - | 86,240 | - | - | 86,240 |
| Other liabilities (non-financial) | 607,673 | - | - | - | - | - | - |
| Trade payables | 1,107,567 | 1,107,567 | - | - | - | - | - |
| Lease Liabilities C and NC | 134,433 | 134,433 | - | - | - | - | - |
| Derivative financial instruments | 11,150 | - | - | 11,150 | - | 11,150 | - |
| Total | 1,825,437 | - | 97,390 | - | 11,150 | 86,240 | |
(*)
Includes liability related to share buyback program. See note 35 to these Consolidated Financial Statements.
Certain non-financial assets and liabilities were included in the above table to allow reconciliation with the Statements of Financial Position.
Due to their short time nature, the carrying amounts of trade receivables, trade payables, other financial receivables (including contract assets),
other financial liabilities and other investments are considered to be similar to their fair values.
There were no transfers between levels during the year.
The fair value of financial instruments traded in active markets is based on quoted market prices at the reporting
date. A market is regarded as active if quoted prices are readily and regularly available from an exchange, dealer,
broker, industry group, pricing service, or regulatory agency, and those prices represent actual and regularly
occurring market transactions on an arm’s length basis. The quoted market price used for financial assets held by
Tenaris is the current bid price. These instruments are included in Level 1 and comprise primarily corporate and
sovereign debt securities.
The fair value of financial instruments that are not traded in an active market (such as certain debt securities,
certificates of deposits with original maturity of more than three months, forward and interest rate derivative
instruments) is determined by using valuation techniques which maximize the use of observable market data when
available and rely as little as possible on entity specific estimates. If all significant inputs required to value an
instrument are observable, the instrument is included in Level 2. Tenaris values its assets and liabilities included in
this level using bid prices, interest rate curves, broker quotations, current exchange rates, forward rates and implied
volatilities obtained from market contributors as of the valuation date.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
294
If one or more of the significant inputs are not based on observable market data, the instruments are included in
Level 3. The Company values its assets and liabilities in this level using management assumptions which reflect the
Company’s best estimate on how market participants would price the asset or liability at measurement date. As of
December 31, 2024 and 2023, main balances in this level included a liability related to the shares to be settled
under the share buyback program. Unobservable inputs related to this balance include assumptions regarding
average purchase prices of previous periods, and management's past experience related to the conclusion of the
share buy-back program itself. A reasonable change in the inputs used would not affect the fair value of the liability
materially. For more information see note 35.
The following table presents the changes in Level 3 assets:
| Year ended December 31, | ||
| 2024 | 2023 | |
| At the beginning of the year | 7,411 | 54,987 |
| Decrease (*) | (185) | (47,467) |
| Currency translation adjustment and others | (177) | (109) |
| At the end of the year | 7,049 | 7,411 |
(*)
For the year 2023, related to the sale of Venezuela awards. For more information see note 6.
The following table presents the changes in Level 3 liabilities:
| Year ended December 31, | ||
| 2024 | 2023 | |
| At the beginning of the year | 86,240 | - |
| Settlement of share buy back program liability | (86,240) | - |
| Increase in share buyback program liability | 243,264 | 86,240 |
| At the end of the year | 243,264 | 86,240 |
C. Fair value estimation
Financial assets or liabilities classified at fair value through profit or loss are measured under the framework
established by the IASB accounting guidance for fair value measurements and disclosures.
The fair values of quoted investments are generally based on current bid prices. If the market for a financial asset is
not active or no market is available, fair values are established using standard valuation techniques.
The fair value of all outstanding derivatives is determined using specific pricing models that include inputs that are
observable in the market or can be derived from or corroborated by observable data. The fair value of forward
foreign exchange contracts is calculated as the net present value of the estimated future cash flows in each currency,
based on observable yield curves, converted into U.S. dollars at the spot rate of the valuation date.
Borrowings are classified under other financial liabilities and measured at their amortized cost. Tenaris estimates
that the fair value (level 2) of its main borrowings is approximately 98.3% and 99.8% of its carrying amount
(including interests accrued) in 2024 and 2023 respectively. Fair values were calculated using standard valuation
techniques for floating rate instruments and comparable market rates for discounting cash flows.
The carrying amount of investments recognized at amortized cost approximates its fair value.
D. Accounting for derivative financial instruments and hedging activities
Tenaris uses derivative financial instruments principally to manage its exposure to fluctuations in exchange rates
and prices of raw materials. Derivative financial instruments are classified as current or non-current assets or liabilities
based on their maturity dates. Derivative financial instruments are initially recognized in the statement of financial
position at fair value. Tenaris uses market prices or specific tools for calculation of each instrument’s fair value, these
tools are tested for consistency on a monthly basis. Market rates are used for all pricing operations. These include
exchange rates, deposit rates and other discount rates matching the nature of each underlying risk. Gains or losses
arising from changes in fair value of derivatives are recognized in
Financial Results
in the Consolidated Income
Statement, except for derivatives that are designated and qualify for hedge accounting.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
295
Tenaris designates certain derivatives as hedges of particular risks associated with recognized assets or liabilities or
highly probable forecast transactions. These transactions are classified as cash flow hedges. The effective portion of
the fair value of derivatives that are designated and qualify as cash flow hedges is recognized in equity. Amounts
accumulated in equity are then recognized in the income statement in the same period as the offsetting losses and
gains on the hedged item. The gain or loss relating to the ineffective portion is recognized immediately in the
income statement. The fair value of Tenaris’s derivative financial instruments (assets or liabilities) continues to be
reflected in the statement of financial position.
For transactions designated and qualifying for hedge accounting, Tenaris documents at the inception of the
transaction the relationship between hedging instruments and hedged items, as well as its risk management
objectives and strategy for undertaking various hedge transactions. Tenaris also documents its assessment on an
ongoing basis, of whether the hedging instruments are highly effective in offsetting changes in the fair value or
cash flow of hedged items. At December 31, 2024 and 2023, the effective portion of designated cash flow hedges
which is included in
Other Reserves
in equity amounted to $0.6 million debit and $8.1 million credit respectively.
The fair values of various derivative instruments used for hedging purposes and the movements of the hedging
reserve included within
Other Reserves
in equity are disclosed in note 26 to these Consolidated Financial Statements.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
296
IV. OTHER NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1 Segment information
As mentioned in section II.C, the Segment Information is disclosed as follows:
Reportable operating segments
(All amounts in millions of U.S. dollars)
| Year ended December 31, 2024 | Tubes | Other | Total |
| Management view - operating income | 2,391 | 143 | 2,534 |
| Difference in cost of sales | (115) | ||
| Differences in selling, general and administrative expenses | (3) | ||
| Differences in other operating income (expenses), net | 3 | ||
| IFRS - operating income | 2,419 | ||
| Financial income (expense), net | 129 | ||
| Income before equity in earnings of non-consolidated companies and income tax | 2,548 | ||
| Equity in earnings of non-consolidated companies | 9 | ||
| Income before income tax | 2,557 | ||
| Net Sales | 11,907 | 617 | 12,524 |
| Depreciation and amortization | 580 | 53 | 633 |
| Year ended December 31, 2023 | Tubes | Other | Total |
| Management view - operating income | 4,337 | 129 | 4,466 |
| Difference in cost of sales | (134) | ||
| Differences in selling, general and administrative expenses | (7) | ||
| Differences in other operating income (expenses), net | (9) | ||
| IFRS - operating income | 4,316 | ||
| Financial income (expense), net | 221 | ||
| Income before equity in earnings of non-consolidated companies and income tax | 4,537 | ||
| Equity in earnings of non-consolidated companies | 95 | ||
| Income before income tax | 4,633 | ||
| Net Sales | 14,185 | 684 | 14,869 |
| Depreciation and amortization | 518 | 31 | 549 |
| Year ended December 31, 2022 | Tubes | Other | Total |
| Management view - operating income | 2,772 | 75 | 2,847 |
| Difference in cost of sales | 44 | ||
| Differences in depreciation and amortization | 2 | ||
| Differences in selling, general and administrative expenses | (4) | ||
| Differences in other operating income (expenses), net | 74 | ||
| IFRS - operating income | 2,963 | ||
| Financial income (expense), net | (6) | ||
| Income before equity in earnings of non-consolidated companies and income tax | 2,957 | ||
| Equity in earnings of non-consolidated companies | 209 | ||
| Income before income tax | 3,166 | ||
| Net Sales | 11,133 | 630 | 11,763 |
| Depreciation and amortization | 588 | 20 | 608 |
There are no material differences between IFRS and management view in total revenues.
The differences between operating income under IFRS and the management views are mainly related to the cost of
goods sold, reflecting the effect of raw materials prices increases on the valuation of the replacement cost
considered for management view compared to IFRS cost calculated at historical cost on a FIFO basis, and other
minor timing differences.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
297
The main difference in
Other operating income (expenses), net
, for the year ended December 31, 2022, is
attributable to the effect of the reclassification of the currency translation adjustment reserve related to NKK Tubes’
definitive cease of operations, not impacting the management view.
The main differences in net income under the IFRS and management views arise from the impact of functional
currencies on financial result, deferred income taxes as well as the equity in earnings of non-consolidated
companies.
Following the integration of coating activities into its Tubes segment, the Company represented year-to-date
segment information amounts accordingly.
Geographical information
| Asia Pacific, | ||||||
| North | South | Europe | Middle East | Unallocated | Total | |
| America | America | and Africa | (**) | |||
| (*) | ||||||
| Year ended December 31, 2024 | ||||||
| Net sales | 5,558,769 | 2,621,581 | 1,262,458 | 3,081,126 | - | 12,523,934 |
| Property, plant and equipment, net | 3,578,293 | 1,257,345 | 832,443 | 453,390 | - | 6,121,471 |
| Intangible Assets, net | 1,117,314 | 177,934 | 14,899 | 47,602 | - | 1,357,749 |
| Right of Use Assets, net | 65,105 | 8,255 | 28,242 | 47,266 | - | 148,868 |
| Investments in non-consolidated companies | - | - | - | - | 1,543,657 | 1,543,657 |
| Year ended December 31, 2023 | ||||||
| Net sales | 7,765,130 | 3,382,495 | 1,175,581 | 2,545,654 | - | 14,868,860 |
| Property, plant and equipment, net | 3,676,352 | 1,143,752 | 794,242 | 463,833 | - | 6,078,179 |
| Intangible Assets, net | 1,126,774 | 166,450 | 22,580 | 61,306 | - | 1,377,110 |
| Right of Use Assets, net | 50,128 | 9,241 | 24,832 | 47,937 | - | 132,138 |
| Investments in non-consolidated companies | - | - | - | - | 1,608,804 | 1,608,804 |
| Year ended December 31, 2022 | ||||||
| Net sales | 6,902,787 | 2,550,402 | 1,000,833 | 1,308,504 | - | 11,762,526 |
| Property, plant and equipment, net | 3,548,844 | 1,031,423 | 706,539 | 269,457 | - | 5,556,263 |
| Intangible Assets, net | 1,102,265 | 147,102 | 7,598 | 75,543 | - | 1,332,508 |
| Right of Use Assets, net | 37,022 | 12,141 | 15,208 | 47,370 | - | 111,741 |
| Investments in non-consolidated companies | - | - | - | - | 1,540,646 | 1,540,646 |
(*)
Starting on January 1, 2023, Asia Pacific and Middle East and Africa areas were merged in a single geographical area.
(**)
For the years 2024, 2023 and 2022 includes
Investments in non-consolidated companies
. See note 14 to these Consolidated Financial
Statements.
There are no revenues from external customers attributable to the Company’s country of incorporation
(Luxembourg).
The principal countries from which the Company derives its revenues are
USA (32%), Argentina (12%), Saudi
Arabia, Canada, Mexico and Brazil (each less than 10%).
As of December 31, 2024, 2023 and 2022 non-current assets comprising property, plant and equipment, intangible
assets and right of use assets attributable to the Company’s country of incorporation (Luxembourg) amounted to
$15.6 million, $10.7 million and $2.9 million, respectively.
Revenue is mainly recognized at a point in time to direct customers, when control has been transferred and there
is no unfulfilled performance obligation that could affect the acceptance of the product by the customer. Revenues
related to governmental institutions represent approximately 30%, 26% and 22% in 2024, 2023 and 2022
respectively.
Tubes segment revenues by market:
(All amounts in millions of U.S. dollars)
| Revenues Tubes | 2024 | 2023 | 2022 |
| Oil & gas | 10,689 | 12,488 | 9,543 |
| Oil & gas processing plants | 548 | 818 | 738 |
| Industrial, power and others | 670 | 879 | 852 |
| Total | 11,907 | 14,185 | 11,133 |
The table above includes revenues from services performed on third party tubes of $483.5 million, $164.8 million
and $108.3 million for the years 2024, 2023 and 2022, respectively.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
298
As of December 31, 2024 and 2023, the Company recognized contract liabilities related to customer advances in
the amount of $206.2 million and $263.7 million, respectively. Contract liabilities represent obligations to perform
services or deliver products in the future for cash considerations that have been received from customers. Each of
these amounts are recognized as revenues during the subsequent years. In these periods, no significant adjustments
in revenues were performed related to previously satisfied performance obligations.
As of December 31, 2024 and 2023, the Company recognized contract assets related to unbilled revenues in the
amount of $50.8 million (including $14.2 million with related parties) and $47.5 million, respectively. Contract
assets arise from revenue earned for goods or services that is not yet billable to the customers.
2 Cost of sales
| Year ended December 31, | |||
| 2024 | 2023 | 2022 | |
| Inventories at the beginning of the year | 3,921,097 | 3,986,929 | 2,672,593 |
| Change in inventory due to business combinations (*) | 52,792 | 107,588 | - |
| Plus: Charges of the year | |||
| Raw materials, energy, consumables and other | 4,638,681 | 5,277,507 | 5,772,031 |
| Services and fees | 408,478 | 437,804 | 293,490 |
| Labor cost | 1,454,924 | 1,403,546 | 1,160,085 |
| Depreciation of property, plant and equipment | 483,535 | 424,373 | 465,849 |
| Amortization of intangible assets | 12,193 | 11,582 | 11,754 |
| Depreciation of right-of-use assets | 34,332 | 30,352 | 33,244 |
| Maintenance expenses | 443,498 | 408,410 | 267,294 |
| Allowance for obsolescence | 41,240 | 13,581 | 24,901 |
| Taxes | 124,500 | 272,120 | 194,736 |
| Other | 230,161 | 216,220 | 178,691 |
| 7,924,334 | 8,603,083 | 8,402,075 | |
| Less: Inventories at the end of the year | (3,709,942) | (3,921,097) | (3,986,929) |
| 8,135,489 | 8,668,915 | 7,087,739 | |
(*)
For the year 2024, related to Mattr’s pipe coating business unit acquisition. For more information see note 34.
For the year 2023, related to the GPC, Isoplus anticorrosion coating division and Mattr’s pipe coating business unit acquisitions.
3 Selling, general and administrative expenses
| Year ended December 31, | |||
| 2024 | 2023 | 2022 | |
| Services and fees | 183,659 | 163,723 | 148,331 |
| Labor cost | 705,849 | 652,820 | 518,500 |
| Depreciation of property, plant and equipment | 25,668 | 21,517 | 21,883 |
| Amortization of intangible assets | 41,557 | 40,761 | 59,018 |
| Depreciation of right-of-use assets | 35,569 | 19,925 | 15,975 |
| Freights and other selling expenses | 624,113 | 696,705 | 641,812 |
| Provisions for contingencies | 30,356 | 38,899 | 20,606 |
| Allowances for doubtful accounts | (1,095) | 3,590 | (223) |
| Taxes | 152,388 | 170,484 | 121,410 |
| Other | 106,764 | 110,883 | 87,263 |
| 1,904,828 | 1,919,307 | 1,634,575 | |
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
299
4 Labor costs (included in Cost of sales and in Selling, general and administrative expenses)
| Year ended December 31, | |||
| 2024 | 2023 | 2022 | |
| Wages, salaries and social security costs | 2,033,067 | 1,943,825 | 1,594,200 |
| Severance indemnities | 35,608 | 26,470 | 29,070 |
| Post-employment benefits - defined contribution plans | 16,014 | 15,055 | 13,256 |
| Post-employment benefits - defined benefit plans | 24,259 | 19,452 | 16,320 |
| Employee retention and long-term incentive program | 51,825 | 51,564 | 25,739 |
| 2,160,773 | 2,056,366 | 1,678,585 | |
The following table shows the geographical distribution of the employees:
| 2024 | 2023 | 2022 | |
| Mexico | 6,042 | 7,500 | 5,919 |
| Argentina | 5,811 | 6,267 | 6,444 |
| USA | 3,583 | 3,882 | 3,509 |
| Italy | 2,140 | 2,187 | 2,136 |
| Romania | 1,885 | 1,884 | 1,847 |
| Brazil | 1,406 | 1,492 | 1,460 |
| Canada | 1,197 | 1,195 | 944 |
| Indonesia | 911 | 1,573 | 495 |
| Colombia | 893 | 1,112 | 1,183 |
| Saudi Arabia | 759 | 849 | 427 |
| Other | 1,247 | 1,193 | 928 |
| 25,874 | 29,134 | 25,292 |
5 Impairment charge
Tenaris conducts regular assessments of the carrying values of its assets. The recoverable value is based on the value
in use. The main key assumptions used in estimating the value in use are discount rate, growth rate and competitive,
economic and regulatory factors applied to determine cash flow projections, such as oil and gas prices, average
number of active oil and gas drilling rigs (rig count) and raw material costs.
In December 2024, even though the Company did not identify any impairment indicators, it conducted impairment
tests for the CGUs with goodwill in their carrying amounts and no impairment charges were recorded. The main
discount rates used were in a range between 13.4% and 18.2% and a nominal growth rate (which includes mainly
the inflation impact on prices and costs) of 2% was considered. For the CGUs carrying goodwill, a reasonably
possible change in key assumptions would not cause the carrying amount to exceed its recoverable amount.
In December 2023, considering that the recoverable amount of the CGUs obtained in prior years' tests and that the
assets and liabilities making up those units had not changed significantly, nor the key assumptions mentioned
above, the Company concluded that impairment tests for previous years were still valid. In addition, the Company
had considered the impact of updating the main discount rates, applying rates in a range between 12.5% and
21.4% for the CGUs under analysis. In 2023, a nominal growth rate (which included mainly the inflation impact on
prices and costs) of 2% was considered. Based on the facts mentioned above, the Company did not recognize any
impairment charges for the year 2023.
In December 2022, in the presence of impairment indicators, the Company conducted impairment tests and
reviewed the values of certain idle assets in its subsidiaries. The aforementioned analysis resulted in impairment
charges of $76.7 million, allocated in $63.1 million to the Tubes segment and $13.6 million to the Other segment.
The main discount rates used were in a range between 13.4% and 20.2%. In 2022, a nominal growth rate (which
included mainly the inflation impact on prices and costs) of 2% was considered.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
300
6 Other operating income and expenses
| Year ended December 31, | |||
| 2024 | 2023 | 2022 | |
| Other operating income | |||
| Results from sundry assets | 10,529 | 10,960 | 28,161 |
| Net rents | 4,417 | 4,702 | 5,084 |
| Reclassification of currency translation adjustment reserve | - | 878 | 71,252 |
| Bargain purchase gain | 2,212 | 3,162 | - |
| Result on sale of Venezuela awards | - | 33,341 | - |
| Other income | 43,492 | - | - |
| 60,650 | 53,043 | 104,497 | |
| Other operating expenses | |||
| Contributions to welfare projects and non-profit organizations | (17,657) | (15,538) | (13,668) |
| Allowance for doubtful receivables | (546) | (107) | (346) |
| Securities Exchange Commission investigation settlement | - | - | (78,100) |
| Provision for the ongoing litigation related to the acquisition of | |||
| participation in Usiminas | (107,215) | - | - |
| Other expense | - | (1,628) | (12,595) |
| (125,418) | (17,273) | (104,709) | |
| Other operating income and expenses, net | (64,768) | 35,770 | (212) |
Other operating income
Bargain purchase gain:
For the year 2024, related to Mattr’s pipe coating business unit acquisition. For more
information see note 34.
For the year 2023, related to Isoplus anticorrosion coating division acquisition.
Result on sale of Venezuela awards:
For the year 2023, related to the transfer of the awards obtained in connection
with the nationalizations of the Company’s interests in its majority-owned subsidiaries TAVSA – Tubos de Acero de
Venezuela S.A., Matesi Materiales Siderúrgicos S.A. and Complejo Siderúrgico de Guayana, C.A.
Reclassification of currency translation adjustment reserve:
During 2022, as result of NKKTubes’ definitive cease of
operations, the currency translation adjustment reserve belonging to the shareholders was reclassified to the income
statement.
Other income:
For the year 2024, includes mainly $17.6 million related to the recovery of various legal proceedings
in Brazil and $7 million related to an insurance recovery.
Other operating expenses
Provision for the ongoing litigation related to the acquisition of participation in Usiminas:
For the year 2024, related
to the provision described in note 27 “Contingencies, commitments and restrictions to the distribution of profits -
Contingencies - CSN claims relating to the January 2012 acquisition of Usiminas
”, and does not include the net
foreign exchange result.
Securities Exchange Commission investigation settlement:
For more information see note 27 “Contingencies,
commitments and restrictions to the distribution of profits -
Contingencies - Petrobras-related proceedings and
claims
”.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
301
7 Financial results
| Year ended December 31, | |||
| 2024 | 2023 | 2022 | |
| Interest income | 229,835 | 201,852 | 86,112 |
| Net result on changes in FV of financial assets at FVPL | 12,484 | 11,622 | (6,092) |
| Finance income | 242,319 | 213,474 | 80,020 |
| Finance cost | (61,212) | (106,862) | (45,940) |
| Net foreign exchange transactions results | 61,395 | 218,383 | 15,654 |
| Net foreign exchange derivatives contracts results | (12,727) | (8,974) | (25,666) |
| Other | (100,719) | (95,044) | (30,108) |
| Other financial results, net | (52,051) | 114,365 | (40,120) |
| Net financial results | 129,056 | 220,977 | (6,040) |
Finance Income:
In 2024, 2023 and 2022 includes $40.7 million, $61.2 million and $33.0 million of interest related
to instruments carried at FVPL, respectively.
In 2024, 2023 and 2022 includes $88.2 million, $30.9 million and $5.1 million of interest related to instruments
carried at FVOCI, respectively.
In 2022 also includes a realized loss of $10.5 million related to the change in FV of certain financial instruments
obtained in an operation of settlement of trade receivables.
Net foreign exchange transactions results:
In 2024 mainly includes result from the Argentine peso depreciation
against the U.S. dollar on Argentine peso denominated net financial position at subsidiaries with functional currency
U.S. dollar, the Brazilian real depreciation against the U.S. dollar on Brazilian denominated net financial position at
subsidiaries with functional currency U.S. dollar, together with the result from Euro depreciation against the U.S.
dollar on Euro denominated intercompany liabilities in subsidiaries with functional currency U.S. dollar, offset by
changes in currency translation adjustment reserve from an Italian subsidiary.
In 2023 mainly includes result from the Argentine peso depreciation against the U.S. dollar on Argentine peso
denominated net financial position at subsidiaries with functional currency U.S. dollar, the Brazilian real appreciation
against the U.S. dollar on Brazilian denominated net financial position at subsidiaries with functional currency U.S.
dollar, together with the result from Euro appreciation against the U.S. dollar on Euro denominated intercompany
liabilities in subsidiaries with functional currency U.S. dollar, offset by changes in currency translation adjustment
reserve from an Italian subsidiary.
In 2022 mainly includes result from the Argentine peso and Japanese yen depreciation against the U.S. dollar on
Argentine peso and Japanese yen denominated net financial position at subsidiaries with functional currency U.S.
dollar, together with the result from Euro depreciation against the U.S. dollar on Euro denominated intercompany
liabilities in subsidiaries with functional currency U.S. dollar, largely offset by changes in currency translation
adjustment reserve from an Italian subsidiary.
Net foreign exchange derivatives contracts results:
In 2024 includes mainly losses on derivatives covering net
receivables, fiscal and other liabilities in Brazilian real.
In 2023 includes mainly losses on derivatives covering net receivables in Brazilian real.
In 2022 includes mainly losses on derivatives covering net receivables in Brazilian real and net liabilities in Euro and
Japanese yen.
Other:
In 2024 includes approximately $84 million related to result of U.S. dollar denominated Argentine bonds
used to cancel commercial debt. For more information see note 29.
In 2024 also includes a $16 million loss related to a fee payable in connection with a collection involving the
Company’s Mexican subsidiary. See note III.A.(iv).
In 2023 and 2022 includes a net loss of $94.7 million and $29.8 million, respectively, related to the transfer of
Argentine sovereign bonds paid as dividend in kind from Argentinian subsidiaries to its foreign shareholders.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
302
8 Equity in earnings of non-consolidated companies
| Year ended December 31, | |||
| 2024 | 2023 | 2022 | |
| Earnings from non-consolidated companies | 8,548 | 104,897 | 242,743 |
| Remeasurement of previously held interest | - | 4,506 | - |
| Bargain purchase gain | - | 11,487 | - |
| Impairment loss on non-consolidated companies | - | - | (34,041) |
| Net loss related to participation increase in Usiminas | - | (25,486) | - |
| 8,548 | 95,404 | 208,702 | |
Earnings from non-consolidated companies:
For the year ended December 31, 2024, includes a loss of
approximately $43.3 million related to a provision for the ongoing litigation related to the acquisition of participation
in Usiminas.
Remeasurement of previously held interest and Bargain purchase gain:
For year ended December 31, 2023, include
$4.5 million and $11.5 million related to GPC acquisition.
Impairment loss on non-consolidated companies:
For the year ended December 31, 2022, $19.1 million related to
the investment in Usiminas and $14.9 million related to the joint venture with PAO Severstal (“Severstal”).
Net loss related to participation increase in Usiminas:
For more information see note 14 “Investments in non-
consolidated companies -
Usiminas
”.
9 Income tax
| Year ended December 31, | |||
| 2024 | 2023 | 2022 | |
| Current tax | (651,769) | (868,695) | (589,706) |
| Deferred tax | 172,089 | 193,739 | (27,530) |
| Tax charge | (479,680) | (674,956) | (617,236) |
The group is within the scope of the OECD Pillar Two model rules. Pillar Two legislation was adopted in Luxembourg,
the jurisdiction in which the Company is incorporated, and came into effect as from January 1, 2024. The group
applies the exception regarding the recognition and disclosure of deferred tax assets and liabilities related to Pillar
Two income taxes, as provided for in the amendments to IAS 12 issued in May 2023.
For the year 2024, Tenaris recognized an estimated current tax expense related to Pillar Two, amounting to $81.4
million.
The tax charge differs from the theoretical amount that would arise by applying the nominal tax rate valid in each
jurisdiction to the group's pre-tax income in that jurisdiction as follows:
| Year ended December 31, | |||
| 2024 | 2023 | 2022 | |
| Income before income tax | 2,556,453 | 4,632,789 | 3,165,937 |
| Tax calculated at the tax rate in each country | (599,944) | (1,127,428) | (705,727) |
| Effect of currency translation on tax base | (340,094) | (346,573) | (187,186) |
| Changes in the tax rates | (24,019) | 1,535 | (3,422) |
| Utilization of previously unrecognized tax losses | 588 | 787 | 29,560 |
| Tax revaluation, withholding tax and others | 483,789 | 796,723 | 249,539 |
| Tax charges | (479,680) | (674,956) | (617,236) |
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
303
Effect of currency translation on tax base:
Tenaris applies the liability method to recognize deferred income tax on
temporary differences between the tax bases of assets / liabilities and their carrying amounts in the financial
statements. By application of this method, Tenaris recognizes gains and losses on deferred income tax due to the
effect of the change in the value on the tax bases in subsidiaries (mainly Argentina and Mexico), which have a
functional currency different than their local currency. These gains and losses are required by IFRS even though the
revalued / devalued tax bases of the relevant assets will not result in any deduction / obligation for tax purposes in
future periods.
Changes in the tax rates:
For the year 2024, the effect relates to the impact of the reduction in Luxembourg's
corporate income tax rate that made the blended tax rate for a company registered in Luxembourg Ville decrease
from 24.94% to 23.87%. The new blended tax rate is applicable for fiscal years beginning on or after January 1,
2025, but its effect over temporary differences is recognized in 2024.
Tax revaluation, withholding tax and others:
Includes a positive effect from inflationary tax adjustments in Argentina
and Mexico of $368.2 million, $349.0 million and $250.4 million for the years 2024, 2023 and 2022, respectively.
It also includes a charge of $20.0 million, $164.3 million and $21.0 million for the years 2024, 2023 and 2022,
respectively related to withholding taxes for intra-group international operations. The years 2024 and 2023 include
a positive effect of $186.0 million and $550.3 million, respectively, arising from the recognition of previous year’s
tax losses carryforward deferred tax assets in the Luxembourg subsidiary. For the year 2024, the consumption of
such deferred tax assets for $86.9 million is included in the line “Tax calculated at the tax rate of each country”.
For more information see note 22. The year 2024 includes a charge of $81.4 million related to Pillar Two.
10 Dividends distribution
On November 6, 2024, the Company’s Board of Directors approved an interim dividend of $0.27 per outstanding
share ($0.54 per ADS), or approximately $299 million, paid on November 20, 2024, with record date on November
19, 2024 and ex-dividend date of November 18, 2024 in Europe and November 19, 2024 in the United States and
Mexico.
On April 30, 2024, the Company’s shareholders approved an annual dividend in the amount of $0.60 per
outstanding share ($1.20 per ADS). The amount approved by the shareholders included the interim dividend
previously paid in November 22, 2023 in the amount of $0.20 per outstanding share ($0.40 per ADS). The balance,
amounting to $0.40 per outstanding share ($0.80 per ADS), was paid on May 22, 2024, for an amount of
approximately $459 million. In the aggregate, the interim dividend paid in November 2023 and the balance paid in
May 2024 amounted to approximately $694 million.
On May 3, 2023, the Company’s shareholders approved an annual dividend in the amount of $0.51 per share
($1.02 per ADS). The amount approved by the shareholders included the interim dividend previously paid on
November 23, 2022 in the amount of $0.17 per share ($0.34 per ADS). The balance, amounting to $0.34 per share
($0.68 per ADS), was paid on May 24, 2023, for an amount of approximately $401 million. In the aggregate, the
interim dividend paid in November 2022 and the balance paid in May 2023 amounted to approximately $602
million.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
304
11 Property, plant and equipment, net
| Industrial | Vehicles, | |||||
| Land | buildings, | furniture | Work in | Spare | ||
| and civil | plant and | and | progress | parts and | Total | |
| buildings | production | fixtures | equipment | |||
| Year ended December 31, 2024 | equipment | |||||
| Cost | ||||||
| Values at the beginning of the year | 889,957 | 13,538,273 | 416,913 | 396,103 | 71,834 | 15,313,080 |
| Currency translation adjustment | (5,336) | (94,711) | (2,952) | (4,391) | (350) | (107,740) |
| Changes due to business combinations (*) | 12,949 | (24,063) | - | 653 | - | (10,461) |
| Additions | 2,176 | 1,028 | 433 | 616,218 | 15,658 | 635,513 |
| Transfers / Reclassifications | 47,989 | 548,790 | 31,275 | (633,440) | - | (5,386) |
| Disposals / Consumptions | (12,031) | (65,775) | (21,627) | (2,153) | (5,704) | (107,290) |
| Values at the end of the year | 935,704 | 13,903,542 | 424,042 | 372,990 | 81,438 | 15,717,716 |
| Depreciation and impairment | ||||||
| Accumulated at the beginning of the year | 164,894 | 8,696,044 | 351,309 | - | 22,654 | 9,234,901 |
| Currency translation adjustment | (699) | (67,918) | (2,686) | - | (189) | (71,492) |
| Depreciation charge | 16,266 | 457,264 | 20,707 | - | 14,966 | 509,203 |
| Transfers / Reclassifications | (333) | (2,101) | 1,594 | - | - | (840) |
| Disposals / Consumptions | (1,834) | (53,249) | (20,444) | - | - | (75,527) |
| Accumulated at the end of the year | 178,294 | 9,030,040 | 350,480 | - | 37,431 | 9,596,245 |
| At December 31, 2024 | 757,410 | 4,873,502 | 73,562 | 372,990 | 44,007 | 6,121,471 |
| Industrial | Vehicles, | |||||
| Land | buildings, | furniture | Work in | Spare | ||
| and civil | plant and | and | progress | parts and | Total | |
| buildings | production | fixtures | equipment | |||
| Year ended December 31, 2023 | equipment | |||||
| Cost | ||||||
| Values at the beginning of the year | 815,763 | 12,857,494 | 402,485 | 252,379 | 55,526 | 14,383,647 |
| Currency translation adjustment | 1,863 | 53,282 | 1,675 | 1,462 | 199 | 58,481 |
| Increase due to business combinations (**) | 64,413 | 256,899 | 831 | 71,838 | - | 393,981 |
| Additions | 330 | 3,661 | 820 | 546,515 | 19,671 | 570,997 |
| Transfers / Reclassifications | 12,031 | 435,550 | 22,530 | (471,381) | - | (1,270) |
| Disposals / Consumptions | (4,443) | (68,613) | (11,428) | (4,710) | (3,562) | (92,756) |
| Values at the end of the year | 889,957 | 13,538,273 | 416,913 | 396,103 | 71,834 | 15,313,080 |
| Depreciation and impairment | ||||||
| Accumulated at the beginning of the year | 152,272 | 8,313,971 | 340,526 | - | 20,615 | 8,827,384 |
| Currency translation adjustment | 390 | 38,074 | 1,584 | - | 105 | 40,153 |
| Depreciation charge | 12,256 | 411,861 | 19,839 | - | 1,934 | 445,890 |
| Transfers / Reclassifications | (16) | (391) | 27 | - | - | (380) |
| Disposals / Consumptions | (8) | (67,471) | (10,667) | - | - | (78,146) |
| Accumulated at the end of the year | 164,894 | 8,696,044 | 351,309 | - | 22,654 | 9,234,901 |
| At December 31, 2023 | 725,063 | 4,842,229 | 65,604 | 396,103 | 49,180 | 6,078,179 |
(*)
For the year 2024, related to Mattr’s pipe coating business unit acquisition. For more information see note 34.
(**)
For the year 2023, related to the GPC, Isoplus anticorrosion coating division, Republic Tube LLC’s OCTG pipe processing facility and Mattr’s
pipe coating business unit acquisitions.
Property, plant and equipment include capitalized interests for net amounts at December 31, 2024 and 2023 of
$27.2 million and $28.8 million, respectively. There were no new interests capitalized during 2024 and 2023.
Government grants recognized as a reduction of property, plant and equipment were not material for the years
2024 and 2023.
The Company’s Brazilian subsidiary Confab Industrial S.A. (“Confab”) holds certain real estate assets, with a carrying
value of $32.1 million, that are subject to a judicial mortgage aimed at securing the indemnification potentially
payable to Companhia Siderúrgica Nacional (“CSN") under a lawsuit brough by CSN against Confab and other
related companies. The litigation is currently pending, and no amount is currently owed by Confab. See note 27 (i)
“Contingencies, commitments and restrictions to the distribution of profits -
Contingencies - CSN claims relating to
the January 2012 acquisition of Usiminas
”.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
305
See note 28 for a description of certain restricted assets with a carrying value of $56.2 million held in Saudi Arabia
by the Company’s subsidiary SSPC, in which Tenaris holds a 47.79% interest.
For the year 2024 and 2023, the carrying amount of assets pledged as security for current and non-current
borrowings amounted to $147.9 million and $89.6 million, respectively, held in Saudi Arabia by the Company´s
subsidiary GPC, in which SSPC holds a 57.3% interest.
11 Intangible assets, net
| Information | Licenses, | Customer | |||
| system | patents and | Goodwill | relationships | Total | |
| Year ended December 31, 2024 | projects | trademarks (*) | |||
| Cost | |||||
| Values at the beginning of the year | 648,887 | 560,549 | 2,488,381 | 1,790,680 | 5,488,497 |
| Currency translation adjustment | (4,049) | (10) | (67) | (13) | (4,139) |
| Changes due to business combinations (**) | - | - | (13,621) | (14,590) | (28,211) |
| Additions | 43,445 | 14,998 | - | - | 58,443 |
| Transfers / Reclassifications | 4,584 | 70 | - | - | 4,654 |
| Disposals | (31,262) | - | - | (40) | (31,302) |
| Values at the end of the year | 661,605 | 575,607 | 2,474,693 | 1,776,037 | 5,487,942 |
| Amortization and impairment | |||||
| Accumulated at the beginning of the | |||||
| year | 576,722 | 407,217 | 1,384,674 | 1,742,774 | 4,111,387 |
| Currency translation adjustment | (3,764) | (6) | - | (11) | (3,781) |
| Amortization charge | 22,664 | 9,100 | - | 21,986 | 53,750 |
| Transfers / Reclassifications | 108 | - | - | - | 108 |
| Disposals | (31,231) | - | - | (40) | (31,271) |
| Accumulated at the end of the year | 564,499 | 416,311 | 1,384,674 | 1,764,709 | 4,130,193 |
| At December 31, 2024 | 97,106 | 159,296 | 1,090,019 | 11,328 | 1,357,749 |
| Information | Licenses, | Customer | |||
| system | patents and | Goodwill | relationships | Total | |
| Year ended December 31, 2023 | projects | trademarks (*) | |||
| Cost | |||||
| Values at the beginning of the year | 614,474 | 550,991 | 2,469,726 | 1,762,042 | 5,397,233 |
| Currency translation adjustment | 2,233 | 2 | 39 | - | 2,274 |
| Increase due to business combinations (***) | 105 | 116 | 18,616 | 28,638 | 47,475 |
| Additions | 39,375 | 9,073 | - | - | 48,448 |
| Transfers / Reclassifications | 437 | 367 | - | - | 804 |
| Disposals | (7,737) | - | - | - | (7,737) |
| Values at the end of the year | 648,887 | 560,549 | 2,488,381 | 1,790,680 | 5,488,497 |
| Amortization and impairment | |||||
| Accumulated at the beginning of the | |||||
| year | 561,119 | 398,417 | 1,384,674 | 1,720,515 | 4,064,725 |
| Currency translation adjustment | 2,140 | 1 | - | - | 2,141 |
| Amortization charge | 21,285 | 8,799 | - | 22,259 | 52,343 |
| Transfers / Reclassifications | (86) | - | - | - | (86) |
| Disposals | (7,736) | - | - | - | (7,736) |
| Accumulated at the end of the year | 576,722 | 407,217 | 1,384,674 | 1,742,774 | 4,111,387 |
| At December 31, 2023 | 72,165 | 153,332 | 1,103,707 | 47,906 | 1,377,110 |
(*)
Includes Proprietary Technology.
(**)
For the year 2024, related to Mattr’s pipe coating business unit acquisitions. For more information see note 34.
(***)
For the year 2023, related to the GPC, Isoplus anticorrosion coating division, Republic Tube LLC’s OCTG pipe processing facility and Mattr’s
pipe coating business unit acquisitions.
The geographical allocation of goodwill for the year ended December 31, 2024 was $944.2 million for North
America, $111.0 million for South America, $33.0 million for Asia Pacific, Middle East & Africa and $1.8 million for
Europe.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
306
The geographical allocation of goodwill for the year ended December 31, 2023 was $944.2 million for North
America, $111.0 million for South America, $33.0 million for Asia Pacific, Middle East & Africa and $15.5 million
for Europe.
The carrying amount of goodwill allocated by CGU, as of December 31, 2024, was as follows:
(all amounts in millions of U.S. dollars)
| Tubes Segment | |||
| CGU | Hydril Acquisition | Other | Total |
| Tamsa | 346 | 19 | 365 |
| Siderca | 265 | 93 | 358 |
| Hydril | 309 | - | 309 |
| Other | - | 58 | 58 |
| Total | 920 | 170 | 1,090 |
12 Right-of-use assets, net and lease liabilities
Right of use assets evolution
| Industrial | |||||
| Land and | Buildings, | Vehicles, | |||
| Civil | Plant and | furniture and | Others | Total | |
| Buildings | Production | fixtures | |||
| Year ended December 31, 2024 | Equipment | ||||
| Cost | |||||
| Opening net book amount | 66,464 | 148,380 | 43,217 | 3,668 | 261,729 |
| Currency translation adjustment | (167) | (439) | (692) | - | (1,298) |
| Additions | 16,034 | 52,040 | 22,663 | 584 | 91,321 |
| Transfers / Reclassifications | (5,027) | 5,027 | - | - | - |
| Disposals | (10,772) | (20,113) | (8,706) | - | (39,591) |
| At December 31, 2024 | 66,532 | 184,895 | 56,482 | 4,252 | 312,161 |
| Depreciation | |||||
| Accumulated at the beginning of the year | 27,972 | 75,567 | 25,229 | 823 | 129,591 |
| Currency translation adjustment | (68) | (283) | (412) | - | (763) |
| Depreciation charge | 20,448 | 34,719 | 13,786 | 948 | 69,901 |
| Transfers / Reclassifications | (1,514) | 1,550 | (36) | - | - |
| Disposals | (10,041) | (17,660) | (7,735) | - | (35,436) |
| Accumulated at the end of the year | 36,797 | 93,893 | 30,832 | 1,771 | 163,293 |
| At December 31, 2024 | 29,735 | 91,002 | 25,650 | 2,481 | 148,868 |
| Industrial | |||||
| Land and | Buildings, | Vehicles, | |||
| Civil | Plant and | furniture and | Others | Total | |
| Buildings | Production | fixtures | |||
| Year ended December 31, 2023 | Equipment | ||||
| Cost | |||||
| Opening net book amount | 43,570 | 125,677 | 30,291 | 1,182 | 200,720 |
| Currency translation adjustment | 99 | 243 | 263 | - | 605 |
| Increase due to business combinations (*) | 11,803 | 37 | 46 | - | 11,886 |
| Additions | 13,040 | 30,066 | 15,732 | 2,486 | 61,324 |
| Transfers / Reclassifications | 691 | - | (691) | - | - |
| Disposals | (2,739) | (7,643) | (2,424) | - | (12,806) |
| At December 31, 2023 | 66,464 | 148,380 | 43,217 | 3,668 | 261,729 |
| Depreciation | |||||
| Accumulated at the beginning of the year | 18,933 | 52,794 | 17,042 | 210 | 88,979 |
| Currency translation adjustment | 34 | 134 | 200 | - | 368 |
| Depreciation charge | 9,663 | 29,685 | 10,316 | 613 | 50,277 |
| Transfers / Reclassifications | 691 | - | (691) | - | - |
| Disposals | (1,349) | (7,046) | (1,638) | - | (10,033) |
| Accumulated at the end of the year | 27,972 | 75,567 | 25,229 | 823 | 129,591 |
| At December 31, 2023 | 38,492 | 72,813 | 17,988 | 2,845 | 132,138 |
(*)
For the year 2023, related to the GPC and Mattr’s pipe coating business unit acquisitions.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
307
Depreciation of right-of-use assets is mainly included in Tubes segment.
Lease liability evolution
| Year ended December 31, | ||
| 2024 | 2023 | |
| Opening net book amount | 134,433 | 112,177 |
| Changes due to business combinations (*) | (35) | 12,148 |
| Translation differences | (4,565) | 2,237 |
| Additions | 91,005 | 61,310 |
| Cancellations | (8,377) | (2,972) |
| Repayments (**) | (73,639) | (54,940) |
| Interest accrued | 6,104 | 4,473 |
| At December 31, | 144,926 | 134,433 |
(*)
For the year 2024, related to Mattr’s pipe coating business unit acquisitions. For more information see note 34.
For the year 2023, related to the GPC and Mattr’s pipe coating business unit acquisitions.
(**)
For the year 2024 includes repayments of $68.6 million in capital and $5.1 million of interest.
For the year 2023 includes repayments of $51.5 million in capital and $3.4 million of interest.
As of December 31, 2024, the amount of remaining payments with maturities of less than 1 year, between 2 and
5 years and more than 5 years was approximately 31%, 46% and 23%, respectively.
As of December 31, 2023, the amount of remaining payments with maturities of less than 1 year, between 2 and
5 years and more than 5 years was approximately 28%, 45% and 27%, respectively.
Expenses related to short-term leases, leases of low value assets and variable leases (included in
Cost of sales and
Selling, general and administrative expenses
) were not material for the years 2024 and 2023.
13 Investments in non-consolidated companies
| Year ended December 31, | ||
| 2024 | 2023 | |
| At the beginning of the year | 1,608,804 | 1,540,646 |
| Translation differences | (47,840) | 110,801 |
| Equity in earnings of non-consolidated companies | 8,548 | 79,411 |
| Dividends and distributions declared | (71,212) | (69,216) |
| Acquisition of non-consolidated companies | - | 22,661 |
| Decrease due to step-acquisition | - | (23,453) |
| Increase / (decrease) in equity reserves and others | 45,357 | (52,046) |
| At the end of the year | 1,543,657 | 1,608,804 |
Equity in earnings of non-consolidated companies:
For the year 2023, includes a loss of $25.5 million related to the
participation increase in Usiminas and does not include $4.5 million and $11.5 million related to GPC acquisition
since May 17, 2023, which is the date of its consolidation. For more information see note 8.
Dividends and distributions declared:
Related to Ternium and Usiminas. During 2024 and 2023 $73.8 million and
$68.8 million respectively were collected.
Acquisition of non-consolidated companies:
For the year 2023, related to the investment in Usiminas.
Decrease due to step-acquisition:
For the year 2023, related to GPC acquisition.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
308
The principal non-consolidated companies are:
| % ownership at December 31, | Book value at December 31, | ||||
| Company | Country of incorporation | 2024 | 2023 | 2024 | 2023 |
| a) Ternium (*) | Luxembourg | 11.46% | 11.46% | 1,377,911 | 1,430,616 |
| b) Usiminas (**) | Brazil | 3.96% | 3.96% | 102,812 | 123,654 |
| c) Techgen | Mexico | 22.00% | 22.00% | 59,782 | 53,556 |
| Others | 3,152 | 978 | |||
| 1,543,657 | 1,608,804 | ||||
(*)
Including treasury shares.
(**)
At December 31, 2024 and 2023, the voting rights were 6.76%.
a) Ternium
Ternium is a steel producer with production facilities in Mexico, Brazil, Argentina, Colombia, the Southern United
States and Central America and is one of Tenaris’s main suppliers of round steel bars and flat steel products for its
pipes business.
At December 31, 2024, the closing price of Ternium’s ADSs as quoted on the New York Stock Exchange was $29.08
per ADS, giving Tenaris’s ownership stake a market value of approximately $668.0 million. At December 31, 2024,
the carrying value of Tenaris’s ownership stake in Ternium, based on Ternium’s IFRS Financial Statements, was
approximately $1,377.9 million. The Company reviews its participation in Ternium whenever events or
circumstances indicate that the asset’s carrying amount may not be recoverable. As of December 31, 2024, the
Company concluded that the carrying amount does not exceed the recoverable value of the investment.
Summarized selected financial information of Ternium, including the aggregated amounts of assets, liabilities,
revenues and profit or loss is as follows:
| Ternium | ||
| 2024 | 2023 | |
| Non-current assets | 12,050,457 | 12,148,560 |
| Current assets | 11,078,090 | 12,030,544 |
| Total assets | 23,128,547 | 24,179,104 |
| Non-current liabilities | 3,157,819 | 3,566,643 |
| Current liabilities | 3,839,159 | 3,800,602 |
| Total liabilities | 6,996,978 | 7,367,245 |
| Total equity | 16,131,569 | 16,811,859 |
| Non-controlling interests | 4,163,383 | 4,393,264 |
| Revenues | 17,649,060 | 17,610,092 |
| Gross profit | 2,888,836 | 3,559,355 |
| Net (loss) / income for the year attributable to shareholders' equity | (53,672) | 676,043 |
| Other comprehensive income | 211,817 | 465,885 |
| Total comprehensive income | 158,145 | 1,141,928 |
b) Usiminas
Usiminas is a Brazilian producer of high-quality flat steel products used in the energy, automotive and other
industries.
At December 31, 2024, the closing price of the Usiminas’ ordinary and preferred shares, as quoted on the B3 -
Brasil Bolsa Balcão S.A, was BRL5.32 ($0.86) and BRL5.32 ($0.86), respectively, giving Tenaris’s ownership stake a
market value of approximately $41.9 million. As of that date, the carrying value of Tenaris’s ownership stake in
Usiminas was approximately $102.8 million. The difference between the carrying value of Tenaris’s ownership stake
in Usiminas and its interest over Usiminas’ shareholders’ equity corresponds to the purchase price allocation
performed in 2023.
In 2023, following the acquisition of shares referred to in note II.B.2).b) and considering the carrying value of the
previously held interest, the price paid for the acquisition of the additional Usiminas shares and the fair value
measurement of the Usiminas shares (conducted at the T/T Group level) the Company recorded a net loss of $25.5
million included in
Equity in earnings of non-consolidated companies
in the Consolidated Income Statement.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
309
The Company reviews its participation in Usiminas whenever events or circumstances indicate that the asset’s
carrying amount may not be recoverable. As of December 31, 2024, the Company concluded that the carrying
amount did not exceed the recoverable value of the investment.
Summarized selected financial information of Usiminas, including the aggregated amounts of assets, liabilities,
revenues and profit or loss is as follows:
| Usiminas | ||
| 2024 | 2023 | |
| Non-current assets | 3,623,996 | 4,591,763 |
| Current assets | 3,234,742 | 3,589,129 |
| Total assets | 6,858,738 | 8,180,892 |
| Non-current liabilities | 1,357,347 | 1,672,676 |
| Current liabilities | 772,412 | 1,139,031 |
| Total liabilities | 2,129,758 | 2,811,706 |
| Total equity | 4,728,980 | 5,369,186 |
| Non-controlling interests | 452,481 | 556,418 |
| Revenues | 4,800,787 | 5,531,985 |
| Gross profit | 308,043 | 357,845 |
| Net (loss) / income for the year attributable to shareholders' equity | (27,084) | 278,402 |
| Other comprehensive income | 31,564 | (72,062) |
| Total comprehensive income | 4,480 | 206,340 |
c) Techgen
Techgen is a Mexican company that operates a natural gas-fired combined cycle electric power plant in the Pesquería
area of the State of Nuevo León, Mexico, with a power capacity of 900 megawatts. As of December 31, 2024,
Tenaris held 22% of Techgen’s share capital, and its affiliates, Ternium and Tecpetrol (both controlled by San
Faustin), beneficially owned 48% and 30% respectively. As of December 31, 2024, the carrying value of Tenaris’s
ownership stake in Techgen was approximately $59.8 million.
Techgen entered into certain transportation capacity agreements and an agreement for the purchase of clean
energy certificates. As of December 31, 2024, Tenaris’s exposure under these agreements amounted to $36.3
million and $16.6 million respectively.
Techgen’s sponsors granted certain subordinated loans to Techgen. As of December 31, 2024, the aggregate
outstanding principal amount under these subordinated loans was $306.5 million, of which $67.4 million
correspond to Tenaris’s contribution.
On February 13, 2019, Techgen entered into a $640 million syndicated loan agreement with several banks to
refinance an existing loan, resulting in the release of certain corporate guarantees previously issued by Techgen’s
shareholders to secure the replaced facility.
The existing syndicated loan agreement is “non-recourse” on the sponsors. Techgen’s obligations thereunder are
guaranteed by a Mexican security trust (covering shares, assets, accounts and contract rights), account pledges and
certain direct agreements –customary for these type of transactions–. The commercial terms and conditions
governing the purchase by the Company’s Mexican subsidiary, Tamsa, of 22% of the energy generated by Techgen
remain substantially unchanged.
Under the loan agreement, Techgen is committed to maintain a debt service reserve account covering debt service
becoming due during two consecutive quarters; such account is funded by stand-by letters of credit issued for the
account of Techgen’s sponsors in proportion to their respective participations in Techgen. Accordingly, the
Company applied for stand-by letters of credit covering 22% of the debt service coverage ratio, which as of
December 31, 2024, amounted to $10.9 million.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
310
15 Receivables non-current, net
| Year ended December 31, | ||
| 2024 | 2023 | |
| Employee advances and loans | 9,120 | 7,395 |
| Tax credits (*) | 66,636 | 53,483 |
| Receivables from related parties | 69,843 | 69,820 |
| Legal deposits | 6,858 | 9,355 |
| Advances to suppliers and other advances | 37,434 | 27,043 |
| Others | 15,711 | 18,863 |
| 205,602 | 185,959 | |
(*)
As of December 31, 2024 and 2023, included approximately $54.2 million and $40.6 million, respectively, related to ICMS (Tax on Sales and
Services) from Brazilian subsidiaries.
16 Inventories, net
| Year ended December 31, | ||
| 2024 | 2023 | |
| Finished goods | 1,332,646 | 1,401,754 |
| Goods in process | 993,294 | 1,068,956 |
| Raw materials | 504,124 | 569,837 |
| Supplies | 712,059 | 648,443 |
| Goods in transit | 370,993 | 441,217 |
| 3,913,116 | 4,130,207 | |
| Allowance for obsolescence, see note 25 (i) | (203,174) | (209,110) |
| 3,709,942 | 3,921,097 | |
17 Receivables and prepayments, net
| Year ended December 31, | ||
| 2024 | 2023 | |
| Prepaid expenses and other receivables | 53,318 | 56,564 |
| Government entities | 2,420 | 1,330 |
| Employee advances and loans | 11,695 | 14,316 |
| Advances to suppliers and other advances | 35,965 | 48,455 |
| Government tax refunds on exports | 16,969 | 8,210 |
| Receivables from related parties | 3,585 | 5,759 |
| Others | 58,756 | 50,173 |
| 182,708 | 184,807 | |
| Allowance for other doubtful accounts, see note 25 (i) | (3,094) | (3,439) |
| 179,614 | 181,368 | |
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
311
18 Current tax assets and liabilities
| Year ended December 31, | ||
| Current tax assets | 2024 | 2023 |
| Income tax assets | 135,621 | 122,257 |
| V.A.T. credits | 195,745 | 132,972 |
| Other prepaid taxes | 1,255 | 1,172 |
| 332,621 | 256,401 | |
| Year ended December 31, | ||
| Current tax liabilities | 2024 | 2023 |
| Income tax liabilities | 277,712 | 344,565 |
| V.A.T. liabilities | 16,599 | 60,047 |
| Other taxes | 71,981 | 83,665 |
| 366,292 | 488,277 | |
19 Trade receivables, net
| Year ended December 31, | ||
| 2024 | 2023 | |
| Current accounts | 1,923,620 | 2,471,565 |
| Receivables from related parties | 32,012 | 58,370 |
| 1,955,632 | 2,529,935 | |
| Allowance for doubtful accounts, see note 25 (i) | (48,125) | (49,046) |
| 1,907,507 | 2,480,889 | |
The following table sets forth details of the aging of trade receivables:
| At December 31, 2024 | Trade | Not Due | Past due | |
| Receivables | 1 - 180 days | > 180 days | ||
| Guaranteed | 288,388 | 254,777 | 33,341 | 270 |
| Not guaranteed | 1,667,244 | 1,305,338 | 298,988 | 62,918 |
| Guaranteed and not guaranteed | 1,955,632 | 1,560,115 | 332,329 | 63,188 |
| Expected loss rate | 0.03% | 0.01% | 0.09% | 0.33% |
| Allowance for doubtful accounts | (525) | (147) | (323) | (55) |
| Nominative allowance for doubtful accounts | (47,600) | - | (303) | (47,297) |
| Net Value | 1,907,507 | 1,559,968 | 331,703 | 15,836 |
| At December 31, 2023 | Trade | Not Due | Past due | |
| Receivables | 1 - 180 days | > 180 days | ||
| Guaranteed | 261,113 | 236,714 | 23,991 | 408 |
| Not guaranteed | 2,268,822 | 1,613,626 | 590,236 | 64,960 |
| Guaranteed and not guaranteed | 2,529,935 | 1,850,340 | 614,227 | 65,368 |
| Expected loss rate | 0.06% | 0.02% | 0.18% | 0.46% |
| Allowance for doubtful accounts | (1,636) | (312) | (1,249) | (75) |
| Nominative allowance for doubtful accounts | (47,410) | - | (748) | (46,662) |
| Net Value | 2,480,889 | 1,850,028 | 612,230 | 18,631 |
Trade receivables are mainly denominated in U.S. dollars.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
312
20 Cash and cash equivalents and other investments
| Year ended December 31, | ||
| 2024 | 2023 | |
| Cash and cash equivalents | ||
| Cash at banks | 290,901 | 370,487 |
| Liquidity funds | 355,044 | 223,424 |
| Short-term investments | 29,311 | 1,043,910 |
| 675,256 | 1,637,821 | |
| Other investments - current | ||
| Fixed income (time-deposit, zero coupon bonds, commercial papers) | 722,328 | 896,166 |
| Bonds and other fixed income | 1,273,673 | 834,281 |
| Fund investments | 376,998 | 239,184 |
| 2,372,999 | 1,969,631 | |
| Other investments - non-current | ||
| Bonds and other fixed income | 857,959 | 398,220 |
| Fixed income (time-deposit, zero coupon bonds, commercial papers) | 140,292 | - |
| Others | 7,049 | 7,411 |
| 1,005,300 | 405,631 | |
21 Borrowings
| Year ended December 31, | ||
| 2024 | 2023 | |
| Non-current | ||
| Bank borrowings | 11,399 | 48,304 |
| 11,399 | 48,304 | |
| Current | ||
| Bank borrowings | 411,541 | 513,909 |
| Bank overdrafts | 14,458 | 21,224 |
| 425,999 | 535,133 | |
| Total Borrowings | 437,398 | 583,437 |
The maturity of borrowings is as follows:
| At December 31, 2024 | 1 year or less | 1 - 2 years | 2 – 3 years | Over 3 years | Total |
| Borrowings | 425,999 | 11,399 | - | - | 437,398 |
| Total borrowings | 425,999 | 11,399 | - | - | 437,398 |
| Interest to be accrued | 6,270 | 672 | - | - | 6,942 |
| Total | 432,269 | 12,071 | - | - | 444,340 |
| At December 31, 2023 | 1 year or less | 1 - 2 years | 2 – 3 years | Over 3 years | Total |
| Borrowings | 535,133 | 46,804 | 1,500 | - | 583,437 |
| Total borrowings | 535,133 | 46,804 | 1,500 | - | 583,437 |
| Interest to be accrued | 10,510 | 3,533 | 283 | - | 14,326 |
| Total | 545,643 | 50,337 | 1,783 | - | 597,763 |
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
313
Significant borrowings include:
| In millions of U.S. dollars | ||||
| Disbursement date | Borrower | Type | Final maturity | Outstanding |
| 2024 | Tubos de Acero de Mexico S.A. | Bilateral | 2025 | 200 |
| 2024 | Tenaris Tubocaribe Ltda. | Bilateral | 2025 | 40 |
| 2017 | Global Pipe Company | Bilateral | 2026 | 26 |
| 2023 | Siderca SAIC | Bilateral | 2025 | 20 |
As of December 31, 2024, Tenaris was in compliance with all of its covenants, or obtained the necessary waivers
from the applicable financial institution if the covenants were not met.
The weighted average interest rates before tax shown below were calculated using the rates set for each instrument
in its corresponding currency as of December 31, 2024 and 2023, considering hedge accounting where applicable.
| 2024 | 2023 | |
| Total borrowings | 6.52% | 10.56% |
Breakdown of long-term and short-term borrowings by currency and rate is as follows:
Non-current borrowings
| Year ended December 31, | |||
| Currency | Interest rates | 2024 | 2023 |
| USD | Variable | - | 20,000 |
| SAR | Fixed | 9,903 | 23,803 |
| SAR | Variable | 1,496 | 4,501 |
| Total non-current borrowings | 11,399 | 48,304 | |
Current borrowings
| Year ended December 31, | |||
| Currency | Interest rates | 2024 | 2023 |
| USD | Variable | 260,866 | 221,008 |
| USD | Fixed | 9,173 | 111,654 |
| BRL | Variable | - | 39,947 |
| EUR | Fixed | 14,278 | 25,104 |
| ARS | Fixed | 8,551 | 23,462 |
| SAR | Variable | 3,018 | 3,035 |
| SAR | Fixed | 130,113 | 110,923 |
| Total current borrowings | 425,999 | 535,133 | |
Borrowings evolution
| Year ended December 31, 2024 | ||
| 2024 | 2023 | |
| At the beginning of the year | 583,437 | 728,762 |
| Translation differences | (6,805) | (74,806) |
| Proceeds and repayments, net | (128,761) | (211,797) |
| Interests accrued less payments | (3,707) | (2,691) |
| Increase due to business combinations (*) | - | 122,839 |
| Overdrafts variation | (6,766) | 21,130 |
| At the end of the year | 437,398 | 583,437 |
(*)
For the year 2023, related to GPC acquisition.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
314
22 Deferred tax assets and liabilities
Deferred income taxes are calculated in full on temporary differences under the liability method using the tax rate
of each country.
The evolution of deferred tax assets and liabilities during the year is as follows:
Deferred tax liabilities
| Fixed assets | Inventories | Intangible assets | Total | |
| and other | ||||
| At the beginning of the year | 618,874 | 114,335 | 160,202 | 893,411 |
| Translation differences | (194) | (72) | (174) | (440) |
| Changes due to business combinations (*) | 1,223 | - | 2,033 | 3,256 |
| Charged to other comprehensive income | - | - | (904) | (904) |
| Income statement credit | (51,265) | (39,033) | (46,940) | (137,238) |
| At December 31, 2024 | 568,638 | 75,230 | 114,217 | 758,085 |
| Fixed assets | Inventories | Intangible assets | Total | |
| and other | ||||
| At the beginning of the year | 575,667 | 43,532 | 114,542 | 733,741 |
| Translation differences | 41 | 113 | 397 | 551 |
| Increase due to business combinations (**) | 4,175 | 7,563 | 5,498 | 17,236 |
| Charged to other comprehensive income | - | - | 138 | 138 |
| Income statement charge | 38,991 | 63,127 | 39,627 | 141,745 |
| At December 31, 2023 | 618,874 | 114,335 | 160,202 | 893,411 |
(*)
For the year 2024, related to Mattr’s pipe coating business unit acquisition. For more information see note 34.
(**)
For the year 2023, related to the GPC, Isoplus anticorrosion coating division and Mattr’s pipe coating business unit acquisitions.
Deferred tax assets
| Provisions | |||||
| and | Inventories | Tax losses | Other | Total | |
| allowances | |||||
| At the beginning of the year | 31,511 | 199,019 | 634,894 | 185,997 | 1,051,421 |
| Translation differences | (22) | (277) | (76) | (829) | (1,204) |
| Changes due to business combinations (*) | - | 88 | (414) | 1,821 | 1,495 |
| Charged to other comprehensive income | - | - | (2,006) | 885 | (1,121) |
| Income statement credit / (charge) | 24,436 | (44,915) | 82,400 | (27,070) | 34,851 |
| At December 31, 2024 | 55,925 | 153,915 | 714,798 | 160,804 | 1,085,442 |
| Provisions | |||||
| and | Inventories | Tax losses | Other | Total | |
| allowances | |||||
| At the beginning of the year | 25,817 | 180,152 | 310,589 | 156,984 | 673,542 |
| Translation differences | 6 | 24 | (1) | 611 | 640 |
| Increase due to business combinations (**) | 1,374 | 223 | 1,875 | 35,941 | 39,413 |
| Charged to other comprehensive income | - | - | - | 2,342 | 2,342 |
| Income statement credit / (charge) | 4,314 | 18,620 | 322,431 | (9,881) | 335,484 |
| At December 31, 2023 | 31,511 | 199,019 | 634,894 | 185,997 | 1,051,421 |
(*)
For the year 2024, related to Mattr’s pipe coating business unit acquisition. For more information see note 34.
(**)
For the year 2023, related to the GPC, Isoplus anticorrosion coating division and Mattr’s pipe coating business unit acquisitions.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
315
Deferred tax assets related to tax losses of Tenaris subsidiaries are recognized to the extent it is probable that future
taxable profits will be available, against which such losses can be utilized. The utilization of such tax losses may also
be restricted by the nature of the profit, expiration dates and / or potential limitations on their yearly consumption.
In determining the amount of deferred taxes to be recognized, Tenaris considered existing evidence, both positive
and negative, including the historical taxable profits and the projections of future taxable profits prepared by
management to assess the probability that the deferred tax assets will be realized. Management applies significant
judgment in assessing the likelihood that future taxable profits will be available.
Deferred tax assets related to tax losses as of the end of 2024 and 2023 include $623.8 million and $550.3 million
respectively, recognized in its Luxembourg subsidiary mainly due to impairment charges over certain undertakings
in the past years. Under the Luxembourg tax law, tax losses generated before 2017 can be carried forward
indefinitely and are not subject to any yearly consumption limitation. Losses incurred as from 2017 may be carried
forward for a maximum of 17 years.
Tenaris has concluded as of end 2024 and 2023 that it is probable that sufficient future taxable profits will be
generated by business carried out by its Luxembourg subsidiary which has expanded its activities including sales,
distribution, logistics and marketing of steel products and other related services, against which the above-mentioned
tax losses could be utilized prior to their expiration.
Deferred tax assets related to tax losses as of the end of 2024 and 2023 also include $79.4 million and $77.9 million
respectively, from U.S. subsidiaries mainly related to the acquisition of IPSCO in 2020. Tenaris has concluded that
these deferred tax assets will be recoverable based on the business plans and budgets.
Approximately 97% of the recognized tax losses have an expiration date in more than 5 years or do not expire.
As of December 31, 2024, the unrecognized deferred tax assets originating in tax losses or tax credits amounted to
$2,683.5 million.
Approximately 98% of the unrecognized deferred tax assets have an expiration date in more than 5 years or do not
expire.
The estimated recovery analysis of deferred tax assets and settlement of deferred tax liabilities, which takes into
consideration management assumptions and estimates, is as follows:
| Year ended December 31, | ||
| 2024 | 2023 | |
| Deferred tax assets to be recovered after 12 months | 755,743 | 655,415 |
| Deferred tax liabilities to be settled after 12 months | 696,693 | 689,976 |
Deferred income tax assets and liabilities are offset when (1) there is a legally enforceable right to set-off current
tax assets against current tax liabilities and (2) when the deferred income taxes relate to the same fiscal authority
on either the same taxable entity or different taxable entities where there is an intention to settle the balances on
a net basis. The following amounts, determined after appropriate set-off, are shown in the Consolidated Statement
of Financial Position:
| Year ended December 31, | ||
| 2024 | 2023 | |
| Deferred tax assets | 831,298 | 789,615 |
| Deferred tax liabilities | 503,941 | 631,605 |
| 327,357 | 158,010 | |
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
316
The movement in the net deferred income tax asset / (liability) account is as follows:
| Year ended December 31, | ||
| 2024 | 2023 | |
| At the beginning of the year | 158,010 | (60,199) |
| Translation differences | (764) | 89 |
| Changes due to business combinations (*) | (1,761) | 22,177 |
| Charged to other comprehensive income | (217) | 2,204 |
| Income statement credit | 172,089 | 193,739 |
| At the end of the year | 327,357 | 158,010 |
(*)
For the year 2024, related to Mattr’s pipe coating business unit acquisitions. For more information see note 34.
For the year 2023, related to the GPC, Isoplus anticorrosion coating division and Mattr’s pipe coating business unit acquisitions.
23 Other liabilities
(i)
Other liabilities – Non-current
| Year ended December 31, | ||
| 2024 | 2023 | |
| Post-employment benefits | 131,564 | 117,506 |
| Other long-term benefits | 101,260 | 91,435 |
| Miscellaneous | 68,927 | 62,327 |
| 301,751 | 271,268 | |
Post-employment benefits
| Year ended December 31, | ||
| 2024 | 2023 | |
| Unfunded | 129,032 | 112,532 |
| Funded | 2,532 | 4,974 |
| 131,564 | 117,506 | |
At December 31, 2024 and 2023 the weighted average duration of liabilities related to post-employment benefits
was 7 and 6 years, respectively.
▪ Unfunded
| Year ended December 31, | ||
| 2024 | 2023 | |
| Values at the beginning of the year | 112,532 | 103,822 |
| Current service cost | 7,206 | 6,537 |
| Interest cost | 14,692 | 11,707 |
| Curtailments and settlements | (131) | (675) |
| Remeasurements (*) | 7,506 | 8,899 |
| Translation differences | (6,865) | (12,687) |
| Increase due to business combinations (**) | - | 4,531 |
| Benefits paid from the plan | (8,345) | (8,762) |
| Other | 2,437 | (840) |
| At the end of the year | 129,032 | 112,532 |
(*)
For the year 2024 a loss of $1.6 million is attributable to demographic assumptions and a loss of $5.9 million to financial assumptions.
For the year 2023 a loss of $0.6 million is attributable to demographic assumptions and a loss of $8.3 million to financial assumptions.
(**)
For the year 2024, related to Mattr’s pipe coating business unit acquisition. For more information see note 34.
For the year 2023, related to the GPC, Isoplus anticorrosion coating division and Mattr’s pipe coating business unit acquisitions.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
317
The actuarial assumptions for the most relevant plans were as follows:
| Year ended December 31, | ||
| 2024 | 2023 | |
| Discount rate | 3% - 8% | 3% - 7% |
| Rate of compensation increase | 2% - 6% | 2% - 5% |
As of December 31, 2024, an increase / (decrease) of 1% in the discount rate assumption of the main plans would
have generated a (decrease) / increase on the defined benefit obligation of $6.6 million and $5.7 million respectively,
and an increase / (decrease) of 1% in the rate of compensation assumption of the main plans would have generated
an increase / (decrease) impact on the defined benefit obligation of $4.3 million and $4.8 million respectively. The
above sensitivity analyses are based on a change in discount rate and rate of compensation while holding all other
assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be
correlated.
▪ Funded
The amounts recognized in the statement of financial position for the current annual period and the previous annual
period are as follows:
| Year ended December 31, | ||
| 2024 | 2023 | |
| Present value of funded obligations | 91,698 | 123,234 |
| Fair value of plan assets | (102,653) | (134,052) |
| Asset (*) | (10,955) | (10,818) |
(*)
In 2024 and 2023, $13.5 million and $15.8 million corresponding to plans with surplus balances that were reclassified within other non-
current assets, respectively, consequently the net post-employment benefits funded exposed as liabilities amounted to $2.5 million and $5.0
million respectively.
The movement in the present value of funded obligations is as follows:
| Year ended December 31, | ||
| 2024 | 2023 | |
| At the beginning of the year | 123,234 | 116,617 |
| Translation differences | (5,627) | 1,940 |
| Current service cost | 176 | - |
| Interest cost | 5,424 | 5,715 |
| Remeasurements (*) | (182) | 2,142 |
| Increase due to business combinations (**) | - | 4,708 |
| Benefits paid | (8,300) | (8,459) |
| Other | (23,027) | 571 |
| At the end of the year | 91,698 | 123,234 |
(*)
For the year 2024 a loss of $0.1 million is attributable to demographic assumptions and a loss of $0.1 million to financial assumptions.
For the year 2023 a loss of $0.9 million is attributable to demographic assumptions and a loss of $1.3 million to financial assumptions.
(**)
For the years 2024 and 2023, related to Mattr’s pipe coating business unit acquisition. For more information see note 34.
The movement in the fair value of plan assets is as follows:
| Year ended December 31, | ||
| 2024 | 2023 | |
| At the beginning of the year | (134,052) | (126,842) |
| Translation differences | 7,047 | (1,897) |
| Return on plan assets | (6,010) | (6,121) |
| Remeasurements | (302) | (4,225) |
| Increase due to business combinations (*) | - | (3,903) |
| Contributions paid to the plan | (1,269) | - |
| Benefits paid from the plan | 8,300 | 8,459 |
| Other | 23,633 | 477 |
| At the end of the year | (102,653) | (134,052) |
(*)
For the years 2024 and 2023, related to Mattr’s pipe coating business unit acquisition. For more information see note 34.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
318
The major categories of plan assets as a percentage of total plan assets are as follows:
| Year ended December 31, | ||
| 2024 | 2023 | |
| Equity instruments | 3% | 18% |
| Debt instruments | 60% | 33% |
| Others (*) | 37% | 49% |
(*)
For the years 2024 and 2023, mainly include annuities purchased from an insurance company for the benefit of current and future retirees.
There are no unusual, entity-specific, or plan-specific risks in terms of the plan assets of funded pension plans.
The actuarial assumptions for the most relevant plans were as follows:
| Year ended December 31, | ||
| 2024 | 2023 | |
| Discount rate | 5% - 6% | 5% - 5% |
| Rate of compensation increase | 3% - 3% | 0% - 3% |
The expected return on plan assets is determined by considering the expected returns available on the assets
underlying the current investment policy. Expected return on plan assets is determined based on long-term,
prospective rates of return as of the end of the reporting period.
As of December 31, 2024, an increase / (decrease) of 1% in the discount rate assumption of the main plans would
have generated a (decrease) / increase on the defined benefit obligation of $8.8 million and $7.4 million respectively,
and an increase / (decrease) of 1% in the compensation rate assumption of the main plans would have generated
an increase / (decrease) on the defined benefit obligation of $0.6 million and $0.7 million respectively. The above
sensitivity analyses are based on a change in discount rate and rate of compensation while holding all other
assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be
correlated.
The expected employer contributions for the year 2025 are not material.
The methods and types of assumptions used in preparing the sensitivity analyses did not change compared to the
previous period.
(ii)
Other liabilities – Current
| Year ended December 31, | ||
| 2024 | 2023 | |
| Payroll and social security payable | 270,016 | 301,213 |
| Shares to be settled under buyback program | 243,264 | 86,240 |
| Miscellaneous | 72,495 | 35,192 |
| 585,775 | 422,645 | |
24 Non-current allowances and provisions
Liabilities
| Year ended December 31, | ||
| 2024 | 2023 | |
| Values at the beginning of the year | 101,453 | 98,126 |
| Translation differences | (11,718) | 4,260 |
| Changes due to business combinations (*) | (900) | 1,500 |
| Additional allowance | 10,077 | 1,901 |
| Reclassifications | (9,839) | (164) |
| Used and other movements | (6,967) | (4,170) |
| Values at the end of the year | 82,106 | 101,453 |
Non-current allowances and provisions related to liabilities include lawsuits and other legal proceedings, including employee, tax and
environmental-related claims.
(*)
For the years 2024 and 2023, related to Mattr’s pipe coating business unit acquisition. For more information see note 34.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
319
25 Current allowances and provisions
(i) Deducted from assets
| Allowance for | Allowance for other | Allowance for | |
| Year ended December 31, 2024 | doubtful accounts - | doubtful accounts - | inventory |
| Trade receivables | Other receivables | obsolescence | |
| Values at the beginning of the year | (49,046) | (3,439) | (209,110) |
| Translation differences | 194 | 324 | 897 |
| Changes due to business combinations (*) | (1,151) | - | (3,676) |
| (Additional) / reversal allowances | 1,095 | (546) | (41,240) |
| Used and other movements | 783 | 567 | 49,955 |
| At December 31, 2024 | (48,125) | (3,094) | (203,174) |
| Allowance for | Allowance for other | Allowance for | |
| Year ended December 31, 2023 | doubtful accounts - | doubtful accounts - | inventory |
| Trade receivables | Other receivables | obsolescence | |
| Values at the beginning of the year | (45,495) | (3,479) | (222,666) |
| Translation differences | (128) | (88) | (452) |
| Increase due to business combinations (**) | (899) | - | (9,179) |
| (Additional) allowances | (3,590) | (107) | (13,581) |
| Used | 1,066 | 235 | 36,768 |
| At December 31, 2023 | (49,046) | (3,439) | (209,110) |
(*)
For the year 2024, related to Mattr’s pipe coating business unit acquisition. For more information see note 34.
(**)
For the year 2023, related to the GPC, Isoplus anticorrosion coating division and Mattr’s pipe coating business unit acquisitions.
(ii) Liabilities
| Other claims and | |||
| Year ended December 31, 2024 | Sales risks | contingencies (*) | Total |
| Values at the beginning of the year | 19,940 | 16,019 | 35,959 |
| Translation differences | (1,301) | (18,978) | (20,279) |
| Changes due to business combinations (**) | - | 722 | 722 |
| Additional provisions | 21,296 | 106,198 | 127,494 |
| Reclassifications | - | 9,839 | 9,839 |
| Used | (23,564) | (10,827) | (34,391) |
| At December 31, 2024 | 16,371 | 102,973 | 119,344 |
| Other claims and | |||
| Year ended December 31, 2023 | Sales risks | contingencies (*) | Total |
| Values at the beginning of the year | 3,186 | 7,999 | 11,185 |
| Translation differences | 285 | (208) | 77 |
| Increase due to business combinations(**) | - | 5,317 | 5,317 |
| Additional provisions | 30,057 | 6,941 | 36,998 |
| Reclassifications | - | 164 | 164 |
| Used | (13,588) | (4,194) | (17,782) |
| At December 31, 2023 | 19,940 | 16,019 | 35,959 |
(*)
Other claims and contingencies mainly include lawsuits and other legal proceedings, including employee, tax and environmental-related claims.
For the year 2024, includes $89.4 million related the ongoing litigation related to the acquisition of participation in Usiminas. For more
information see note 27 (i).
(**)
For the years 2024 and 2023, related to Mattr’s pipe coating business unit acquisition. For more information see note 34.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
320
26 Derivative financial instruments
Net fair values of derivative financial instruments
The net fair values of derivative financial instruments, in accordance with IFRS 13, are:
| Year ended December 31, | ||
| 2024 | 2023 | |
| Other derivatives | 7,484 | 9,801 |
| Contracts with positive fair values | 7,484 | 9,801 |
| Other derivatives | (8,300) | (11,150) |
| Contracts with negative fair values | (8,300) | (11,150) |
| Total | (816) | (1,349) |
Other derivatives include contracts which are designated to hedge positions other than borrowings and investments.
Foreign exchange and commodities derivative contracts and hedge accounting
Tenaris applies hedge accounting to certain cash flow hedges of highly probable forecast transactions. The net fair
values of exchange rate derivatives and those derivatives that were designated for hedge accounting as of December
31, 2024 and 2023 were as follows:
| Purchase currency | Sell currency | Term | Fair Value | Hedge Accounting Reserve | ||
| 2024 | 2023 | 2024 | 2023 | |||
| BRL | USD | 2025 | (2,818) | 49 | 1,776 | 49 |
| EUR | USD | 2025 | (2,551) | 5,557 | (2,091) | 624 |
| USD | BRL | 2025 | 1,579 | (1,009) | - | - |
| USD | CAD | 2025 | 1,465 | (836) | - | - |
| USD | EUR | 2025 | 1,089 | (2,966) | 383 | 7,142 |
| MXN | USD | 2025 | 770 | - | - | - |
| USD | KWD | 2025 | 569 | (50) | - | (388) |
| USD | MXN | 2025 | (282) | (2,125) | - | - |
| USD | NGN | 2025 | (212) | - | - | - |
| USD | COP | 2025 | 202 | - | - | - |
| USD | GBP | 2025 | 134 | (51) | - | - |
| USD | CNY | 2025 | 73 | (335) | - | 501 |
| RON | USD | 2025 | (31) | 261 | - | - |
| Others | 2025 | 5 | (49) | 120 | - | |
| Total | (8) | (1,554) | 188 | 7,928 | ||
| Commodity Derivatives | Term | Fair Value | Hedge Accounting Reserve | ||
| 2024 | 2023 | 2024 | 2023 | ||
| LME Scrap | 2025 | (1,974) | 1,376 | (1,974) | 1,376 |
| PSV Gas | 2025 | 1,097 | (2,566) | 1,097 | (2,566) |
| Nickel | 2025 | 52 | 1,966 | 52 | 1,966 |
| Houston Ship Channel Gas | 2025 | 34 | (231) | 34 | (231) |
| Electric Energy | 2025 | (17) | (340) | (17) | (340) |
| Total | (808) | 205 | (808) | 205 | |
Following is a summary of the hedge reserve evolution:
| Equity Reserve | Movements | Equity Reserve | Movements | Equity Reserve | |
| Dec-2022 | 2023 | Dec-2023 | 2024 | Dec-2024 | |
| Foreign Exchange & Commodities | 13,122 | (4,989) | 8,133 | (8,753) | (620) |
| Total Cash flow Hedge | 13,122 | (4,989) | 8,133 | (8,753) | (620) |
Tenaris estimates that the majority of the cash flow hedge reserve corresponding to derivatives instruments at
December 31, 2024 will be recycled to the Consolidated Income Statement during 2025. For information on hedge
accounting reserve, see section III.D to these Consolidated Financial Statements.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
321
27 Contingencies, commitments and restrictions on the distribution of profits
(i) Contingencies
Tenaris is from time to time subject to various claims, lawsuits and other legal proceedings, including customer,
employee, tax and environmental-related claims, in which third parties are seeking payment for alleged damages,
reimbursement for losses, or indemnity. Management, with the assistance of legal counsel, periodically reviews the
status of each significant matter and assesses potential financial exposure.
Some of these claims, lawsuits and other legal proceedings involve highly complex issues, and often these issues
are subject to substantial uncertainties and, therefore, the probability of loss and an estimation of damages are
difficult to ascertain. Accordingly, with respect to a large portion of such claims, lawsuits and other legal
proceedings, the Company is unable to make a reliable estimate of the expected financial effect that will result from
ultimate resolution of the proceeding. In those situations, the Company has not accrued a provision for the potential
outcome of these cases.
If a potential loss from a claim, lawsuit or other proceeding is considered probable and the amount can be
reasonably estimated, a provision is recorded. Accruals for loss contingencies reflect a reasonable estimate of the
losses to be incurred based on information available to management as of the date of preparation of the financial
statements and take into consideration litigation and settlement strategies. In a limited number of ongoing cases,
the Company was able to make a reliable estimate of the expected loss or range of probable loss and, depending
on the likelihood of occurrence, in some of such cases has accrued a provision for such loss but believes that
publication of this information on a case-by-case basis would seriously prejudice the Tenaris’s position in the
ongoing legal proceedings or in any related settlement discussions. Accordingly, in these cases, the Company has
disclosed information with respect to the nature of the contingency but has not disclosed its estimate of the range
of potential loss.
The Company believes that the aggregate provisions recorded for potential losses in these Consolidated Financial
Statements are adequate based upon currently available information. However, if management’s estimates prove
incorrect, current reserves could be inadequate and the Company could incur a charge to earnings which could
have a material adverse effect on its results of operations, financial condition, net worth and cash flows.
Below is a summary description of Tenaris’s material legal proceedings which are outstanding as of the date of
these Consolidated Financial Statements. In addition, the Company is subject to other legal proceedings, none of
which is believed to be material.
▪
CSN claims relating to the January 2012 acquisition of Usiminas
The Company is party to a longstanding lawsuit filed in Brazil by Companhia Siderúrgica Nacional (“CSN”), and
various entities affiliated with CSN against the Company’s Brazilian subsidiary Confab and three subsidiaries of
Ternium, all of which compose the T/T Group under the Usiminas shareholders agreement. The entities named in
the CSN lawsuit had acquired participations in Usiminas in January 2012. The CSN lawsuit alleges that, under
applicable Brazilian laws and rules, the acquirers were required to launch a tag-along tender offer to all non-
controlling holders of Usiminas ordinary shares for a price per share equal to 80% of the price per share paid in
such acquisition, or BRL28.8, and sought an order to compel the acquirers to launch an offer at that price plus
interest. If so ordered, the offer would need to be made to 182,609,851 ordinary shares of Usiminas not belonging
to Usiminas’ control group. Confab’s share in the offer would be 17.9%.
On September 23, 2013, the first instance court dismissed the CSN lawsuit, and on February 8, 2017, the court of
appeals maintained the understanding of the first instance court. On August 18, 2017, CSN filed an appeal to the
Superior Court of Justice (“SCJ”) seeking the review and reversal of the decision issued by the Court of Appeals.
On September 10, 2019, the SCJ declared CSN’s appeal admissible. On March 7, 2023, the SCJ, by majority vote,
rejected CSN’s appeal.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
322
CSN made several submissions in connection with the SCJ’s March 7, 2023 decision, including a motion for
clarification that challenged the merits of the SCJ decision. Decisions at the SCJ are adopted by majority vote. At an
October 17, 2023 session, two justices of the SCJ voted in favor of remanding the case to the first instance for it to
be retried following production and assessment of the new evidence, and two justices of the SCJ voted, without
requiring any further evidence, in favor of granting CSN’s motion for clarification and reversing the March 7, 2023
decision that rejected CSN’s appeal; because the fifth member of SCJ excused himself from voting, a justice from
another panel at the SCJ was summoned to produce the tie-breaking vote. On June 18, 2024, the SCJ completed
its voting on CSN’s motion for clarification and reversed, by majority vote, its March 7, 2023 decision, and resolved
that Confab and the three subsidiaries of Ternium should pay CSN an indemnification in connection with the
acquisition by the T/T Group of a participation in Usiminas in January 2012, with CSN being allowed to retain
ownership of the Usiminas ordinary shares it currently owns.
On August 1, 2024, Confab and the other T/T Group entities filed a motion for clarification against the SCJ decision
and, subsequently, CSN filed its reply. On December 6, 2024, the SCJ rejected this motion for clarification,
confirming the obligation of Confab and the other T/T Group entities to pay indemnification in connection with the
2012 acquisition of the participations in Usiminas. Notwithstanding the foregoing, the SCJ unanimously resolved to
modify the applicable monetary adjustment mechanism and to cap the applicable attorney’s fees, thereby lowering
the aggregate amount that would be payable if CSN ultimately prevails in this claim. Based on such SCJ decision,
assuming monetary adjustment thorough December 31, 2024, and attorney’s fees in the amount of BRL5 million,
the revised aggregate amount potentially payable by Confab if CSN finally prevails on its claims, would be of
approximately BRL553.4 million (approximately $89.4 million at the BRL/$ rate as of such date).
The Company continues to believe that all of CSN's claims and allegations are unsupported and without merit, as
confirmed by several opinions of Brazilian legal counsel, two decisions issued by the Brazilian securities regulator in
February 2012 and December 2016, the first and second instance court decisions and the March 7, 2023 SCJ
decision referred to above, and that in connection with the Usiminas acquisition the T/T Group was not required
either to launch a tender offer or to pay indemnification to CSN. Accordingly, on February 10, 2025, Confab and
the other T/T Group entities filed an extraordinary appeal against the SCJ decisions that ordered an indemnification
payment, seeking their review and reversal by the Supreme Federal Tribunal. The Company, however, cannot predict
the ultimate resolution of the matter.
▪
Veracel celulose accident litigation
On September 21, 2007, an accident occurred in the premises of Veracel Celulose S.A. (“Veracel”) in connection
with a rupture in one of the tanks used in an evaporation system manufactured by Confab. The Veracel accident
allegedly resulted in material damages to Veracel. Itaú Seguros S.A. (“Itaú”), Veracel’s insurer at the time of the
Veracel accident and then replaced by Chubb Seguros Brasil S/A (“Chubb”), initiated a lawsuit against Confab
seeking reimbursement of damages paid to Veracel in connection with the Veracel accident. Veracel initiated a
second lawsuit against Confab seeking reimbursement of the amount paid as insurance deductible with respect to
the Veracel accident and other amounts not covered by insurance. Itaú and Veracel claimed that the Veracel accident
was caused by failures and defects attributable to the evaporation system manufactured by Confab. Confab believes
that the Veracel accident was caused by the improper handling by Veracel’s personnel of the equipment supplied
by Confab in violation of Confab’s instructions. The two lawsuits were consolidated and are considered by the 6
th
Civil Court of São Caetano do Sul. However, each lawsuit will be adjudicated separately.
On September 28, 2018, Confab and Chubb entered into a settlement agreement pursuant to which on October
9, 2018, Confab paid an amount of approximately $3.5 million to Chubb, without assuming any liability for the
accident or the claim.
On October 10, 2018, Confab was notified that the court had issued rulings for both lawsuits. Both decisions were
unfavorable to Confab:
▪ With respect to Chubb’s claim, the court subsequently homologated the above-mentioned settlement and,
accordingly, the claim was finalized.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
323
▪ With respect to Veracel’s claim, Confab was ordered to pay the insurance deductible and other concepts
not covered by insurance, currently estimated to amount to BRL110.5 million (approximately $17.8 million)
including interest, fees and expenses. Both parties filed motions for clarification against the court’s decision,
which were partially granted. Although the contract between Confab and Veracel expressly provided that
Confab would not be liable for damages arising from lost profits, the court award would appear to include
BRL94.8 million (approximately $15.3 million) of damages arising therefrom. Confab has additional defence
arguments in respect of a claim for lost profits. On December 18, 2018, Confab filed an appeal against the
first instance court decision, and on April 30, 2019, Veracel filed its response to the appeal. In June 2022,
the court resolved that it lacked jurisdiction to decide on the appeal, which was re-allocated to another
court. On August 26, 2024, the court issued a decision rejecting certain procedural objections and ordering
that new expert evidence be produced. As a result, the trial was redirected to the first instance court for
new technical evidence to be produced by a new expert. On September 9, 2024, Veracel filed a motion for
clarification, which was responded by Confab on October 23, 2024, and remains pending decision. At this
stage, the Company cannot predict the outcome of the claim or the amount or range of loss in case of an
unfavourable outcome.
▪
Petrobras-related proceedings and claims
Upon learning that Brazilian, Italian and Swiss authorities were investigating whether certain payments were made
prior to 2014 from accounts of entities presumably associated with affiliates of the Company to accounts allegedly
linked to individuals related to Petróleo Brasileiro S.A. (“Petrobras”) and whether any such payments were intended
to benefit the Company’s Brazilian subsidiary Confab, the Audit Committee of the Company's Board of Directors
engaged external counsel in connection with the Company’s review of these matters. In addition, the Company
voluntarily notified the U.S. Securities and Exchange Commission (“SEC”) and the U.S. Department of Justice
(“DOJ”) in October 2016. The Company conducted, with the assistance of external counsel, an internal investigation
and found no evidence corroborating any involvement by the Company or its directors, officers or employees in
respect of improper payments. An internal investigation commissioned by Petrobras also found no evidence that
Confab obtained any unfair commercial benefit or advantage from Petrobras in return for payments, including
improperly obtained contracts. On June 2, 2022, the Company resolved the investigation by the SEC, and the DOJ
informed that it had closed its parallel inquiry without taking action. Under the settlement with the SEC, the
Company neither admits nor denies the SEC’s findings and on June 24, 2022, paid $53.1 million in disgorgement
and prejudgment interest and $25 million for a civil penalty to conclude the matter.
In July 2019, the Company learned that the public prosecutors’ office of Milan, Italy, had completed a preliminary
investigation into the same alleged payments and had included in the investigation, among other persons, the
Company’s Chairman and chief executive officer, two other board members, Gianfelice Rocca and Roberto Bonatti,
and the Company’s controlling shareholder, San Faustin. The Company was not a party to the proceedings. On
March 22, 2022, upon completion of the evidentiary phase of the trial, the acting prosecutor requested the first-
instance court in Milan in charge of the case to impose sanctions on our Chairman and chief executive officer, on
the other two board members, and on San Faustin. On May 26, 2022, the first-instance court dismissed the case
brought by the public prosecutor against the defendants for lack of jurisdiction and stated that the criminal
proceeding should not have been initiated. On February 22, 2024, the court of appeals referred the case to the
court of cassation, which, on May 23, 2024, confirmed the decision of the first-instance court and closed the case.
In June 2020, the Brazilian public prosecutors’ office requested the indictment of several individuals, including three
executives or former executives of Confab and a former agent of Confab, charging them with the alleged crimes
of corruption in relation to contracts executed between 2007 and 2010, and money laundering in relation to
payments between 2009 and 2013. On December 11, 2024, the Confab executives were acquitted. The acquittal
has already been appealed, so the criminal proceedings continue to be underway. Neither the Company nor Confab
is a party to these criminal proceedings.
In addition, Petrobras and the Brazilian public prosecutors filed civil claims for alleged damages arising from the
same events against, among others, Confab and the Confab executives named in the criminal proceedings referred
to above. Confab became aware of these civil claims in September 2022. As of December 31, 2024, the aggregate
amount of these claims was estimated at BRL193.2 million (or approximately $31.2 million). The plaintiffs also seek
that Confab be prohibited from contracting with, or receiving benefits or exemptions from, the Brazilian state for
an unspecified term. Confab believes these claims do not address either the defence arguments or the evidence
available to the plaintiffs in Brazil and presented in other jurisdictions and is contesting them. At this stage, the
Company cannot predict the outcome of these civil proceedings.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
324
In late March 2024, the Company became aware of a resolution of Brazil’s General Controllers Office, which opened
administrative responsibility proceedings against Confab and other non-Tenaris affiliates and formed an
investigative commission charged with investigating the same purported irregularities. Confab received notice of
these proceedings in February 2025, and believes that the General Controllers’ Office’s allegations do not address
either the defence arguments or the evidence available to the plaintiffs in Brazil and presented in other jurisdictions.
Although the Company is defending itself, it cannot predict the outcome of these administrative proceedings.
▪
Administrative proceeding concerning Brazilian tax credits
Confab is a party to an administrative proceeding concerning the recognition and transfer of tax credits for an
amount allegedly exceeding the amount that Confab would have been entitled to recognize and / or transfer. The
proceeding resulted in the imposition of a fine against Confab representing approximately 75% of the allegedly
undue credits, which was appealed by Confab. On January 21, 2019, Confab was notified of an administrative
decision denying Confab’s appeal, thereby upholding the tax determination and the fine against Confab. On
January 28, 2019, Confab challenged such administrative decision. Special appeals were filed by Confab in July
2023 and by the Brazilian General Tax Attorney in September 2023. The parties are currently awaiting a resolution.
In case of an unfavorable resolution, Confab may appeal before the courts. The estimated amount of this claim is
BRL62.1 million (approximately $10.0 million). At this stage, the Company cannot predict the outcome of this claim.
▪
U.S. patent infringement litigation
Tenaris Coiled Tubes, LLC (“TCT”), a U.S. subsidiary of the Company, was sued in 2017 by its competitor Global
Tubing, alleging defamatory conduct by TCT and seeking a declaration that certain Global Tubing products do not
infringe patents held by TCT. TCT counterclaimed that certain Global Tubing products did infringe patents held by
TCT, and Global Tubing has since sought to invalidate such patents. On December 13, 2019, Global Tubing filed
an amended complaint (including the Company as defendant), alleging, among other things, that TCT and the
Company had misled the patent office. On March 20, 2023, the judge granted summary judgment in favor of
Global Tubing, concluding that the patents at issue are unenforceable due to inequitable conduct during the patent
prosecution process. TCT appealed this judgment, and Global Tubing appealed a previous ruling of the judge. Global
Tubing also filed a brief seeking to recover attorneys’ fees, without specifying the amount of those fees. Although
it is not possible to predict the final outcome of this matter, the Company believes that any potential losses arising
from this case will not be material.
▪
U.S. Antidumping Duty Investigations
On October 27, 2021, the U.S. Department of Commerce (“DOC”) initiated antidumping duty investigations of oil
country tubular goods (“OCTG”) from Argentina, Mexico, and Russia. After the DOC issued affirmative preliminary
and final antidumping determinations with respect to imports from Argentina, Mexico and Russia on October 27,
2022, the International Trade Commission (“ITC”) determined that the imports under investigation caused injury to
the U.S. OCTG industry. Tenaris and other parties have appealed the agency determinations from the investigation
to the Court of International Trade, and, with respect to certain claims, to the Court of Appeals for the Federal
Circuit. In addition, in response to a request from the Government of Argentina, the World Trade Organization
(“WTO”) established a panel of experts to consider whether the DOC’s antidumping order applicable to Argentina
is consistent with the international obligations of the United States. As a result of the investigation, and unless
overturned on appeal, Tenaris is required to pay antidumping duty deposits (at a rate of 78.30% for imports from
Argentina and 44.93% for imports from Mexico) until such time the imports are reviewed by the DOC to determine
whether final duties are necessary for the specific period under review. Tenaris has been paying such deposits since
May 11, 2022, reflecting the amount of such deposits in its costs. The deposit rates may be reset periodically based
on the results of the review process. It is possible that, through the periodic review process, the deposits may be
either returned to Tenaris in whole or in part, or may be increased.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
325
(ii)
Commitments and guarantees
Set forth is a description of the Tenaris’s main outstanding commitments:
▪ Certain subsidiaries of the Company entered into a long-term contract with Praxair S.A. for the service of oxygen
and nitrogen supply. As of December 31, 2024, the aggregate amount to take or pay the committed volumes for
an original 14-year term totaled approximately $28.1 million.
▪ A Mexican subsidiary of the Company entered into a 25-year contract (effective as of December 1, 2016, through
December 1, 2041) with Techgen for the supply of 197 MW (which represents 22% of Techgen’s capacity).
Monthly payments are determined on the basis of capacity charges, operation costs, back-up power charges, and
transmission charges. As of the seventh contract year (as long as Techgen’s existing or replacing bank facility has
been repaid in full), the Company’s subsidiary has the right to suspend or early terminate the contract if the rate
payable under the agreement is higher than the rate charged by the Mexican
Comisión Federal de Electricidad
(“CFE”) or its successors. The Company’s subsidiary may instruct Techgen to sell to any affiliate, to CFE, or to any
other third party all or any part of unused contracted energy under the agreement and the Company’s subsidiary
will benefit from the proceeds of such sale.
▪ A U.S. subsidiary of the Company is a party to a contract with Nucor Steel Memphis Inc. under which it is
committed to purchase on a monthly basis a specified minimum volume of steel bars, at prices subject to quarterly
adjustments. The contract became effective in April 2021, with an original duration of 3 years. In September 2023,
the parties agreed to extend its term until December 31, 2024 and in October 2024, agreed a renovation until
December 31,2025. As of December 31, 2024, the estimated aggregate contract amount calculated at current
prices, was approximately $57.7 million. The contract gives the subsidiary of the Company the right to temporarily
reduce the quantities to be purchased thereunder to 75% of the agreed-upon minimum volume in cases of
material adverse changes in prevailing economic or market conditions.
▪ In connection with the closing of the acquisition of IPSCO, a U.S. subsidiary of the Company entered into a 6-year
master distribution agreement (the “MDA”) with PAO TMK (“TMK”) whereby, since January 2, 2020, Tenaris
became the exclusive distributor of TMK’s OCTG and line pipe products in United States and Canada. At the end
of the MDA’s 6-year term, TMK would have the option to extend the duration of its term for an additional 12-
month period. Under the MDA, the Company is required to purchase specified minimum volumes of TMK-
manufactured OCTG and line pipe products, based on the aggregate market demand for the relevant product
category in the United States in the relevant year. In February 2022, however, the Company and TMK agreed that
there would be no minimum yearly purchase requirement for the OCTG product category for 2022, and there
would be no minimum yearly purchase requirement for TMK line pipe products under the MDA neither for 2022,
nor for any subsequent contract year until expiration of the MDA’s term. In addition, no purchases of TMK
products were made during 2023 or 2024.
▪ Certain subsidiaries of the Company entered into a long-term contract with the supplier JFE Steel Corporation for
the purchase of tubular material, including 13 chrome alloy products. Such contract foresees a penalty for a
maximum amount of $25.1 million in case of early termination. The contract is valid until June 30, 2029.
▪ Certain subsidiaries of the Company entered into short-term agreements with Vestas Group for the supply of
materials and services related to the construction of a wind farm in Argentina. As of December 31, 2024, the
amount related to these commitments was $90.1 million.
▪ An Argentine subsidiary of the Company entered into short-term agreements with COARCO S.A. for execution
of civil and electrical works, including auxiliary services, related with the construction of a wind farm in Argentina.
As of December 31, 2024, the amount related to these commitments was $39.9 million.
▪ A U.S. subsidiary of the Company entered into a one-year agreement with U.S. Steel Corporation under which it
is committed to take or pay on a monthly basis a specified minimum volume of steel billets, at prices calculated
on a monthly basis. As of December 31, 2024, the estimated aggregate contract amount, calculated at current
prices, stands at approximately $31.2 million.
▪ An Argentine subsidiary of the Company entered into a contract with Usiminas from which it committed to
purchase steel coils for a remaining amount of approximately $88.2 million to use for manufacturing welded pipes
for the VMOS project in the Vaca Muerta shale in Argentina.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
326
In addition, Tenaris (i) applied for stand-by letters of credit as well as corporate guarantees covering certain
obligations of Techgen as described in note 14 (c) and (ii) issued performance guarantees mainly related to long-
term commercial contracts with several customers and Tenaris companies for approximately $4.1 billion as of
December 31, 2024.
(iii) Restrictions on the distribution of profits and payment of dividends
In accordance with Luxembourg Law, the Company is required to transfer a minimum of 5% of its net profit for
each financial year to a legal reserve is until such reserve equals 10% of the issued share capital.
On April 30, 2024, the extraordinary general meeting of shareholders approved the cancelation of 17,779,302
ordinary shares held in treasury by the Company and the corresponding reduction of the issued share capital of the
Company and, accordingly, the legal reserve was proportionally reduced. As of December 31, 2024, this reserve
remains fully allocated and additional allocations to the reserve are not required under Luxembourg law. Dividends
may not be paid out of the legal reserve.
The Company may pay dividends to the extent, among other conditions, that it has distributable retained earnings
calculated in accordance with Luxembourg law and regulations.
28 Cancellation of title deed in Saudi Steel Pipe Company
In early 2021, the Company learned through the Saudi Ministry of Justice’s online portal that the electronic title
deeds to certain land plots of its Saudi Arabian subsidiary SSPC had become inactive due to cancellation by court
order.
The affected land plots, with a total surface of 811,284 square meters, are located in Dammam, Saudi Arabia, and
were purchased from a private entity on February 2010, pursuant to a written purchase agreement duly executed
by SSPC in full compliance with the laws of the Kingdom of Saudi Arabia. The purchase of the land occurred before
Tenaris’s acquisition of a 47.79% interest in SSPC in 2019. The affected plots are not part of the production facility
of SSPC, have been partially used as a warehouse, and have a carrying value on Tenaris’s financial statements of
$56.2 million.
As of the date hereof, neither the cancellation nor the court order have been notified to SSPC or otherwise been
made public by the authorities, and the legal basis for the court order is unknown. On May 4, 2021, SSPC filed a
petition with an ad-hoc created special committee at the Saudi Ministry of Justice, seeking to have its title deeds
reinstated. At this time, it is not possible to predict the outcome of this matter.
29 Foreign exchange control measures in Argentina
Between September 2019 and December 13, 2023, the Argentine government imposed significant restrictions on
foreign exchange transactions. Although after a new administration took office in Argentina in December 2023
certain restrictions were eased and other changes to such regulations are expected, at the date of these
Consolidated Financial Statements the application of existing foreign exchange regulations remains uncertain, and
the scope and timing of upcoming changes remain unknown. The main currently applicable measures are described
below:
▪ Foreign currency proceeds derived from exports of goods must be sold into the Argentine foreign exchange
market (“MULC”) and converted into Argentine pesos within 60 days (if made to related parties) or 180 days
(if made to unrelated parties) from shipment date, or, if collected earlier, within five days of collection. Foreign
currency proceeds from exports of services must be sold into the MULC and converted into Argentine pesos
within five business days of collection. As from December 13, 2023, up to 20% of export proceeds can be
sold for Argentine pesos through securities transactions resulting in a higher implicit exchange rate, as
described further below. This percentage has remained stable during the twelve-month period ended
December 31, 2024, but it is unclear if it will be further modified in the short term.
▪ Access to the MULC to pay for imports of services that were rendered or accrued as from December 13,
2023, does not require government approval, but payment is deferred for 30 calendar days as from the date
of supply or accrual of the service (if the service was rendered by a non-related party) or 180 calendar days
(if rendered by a related party).
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
327
▪ Access to the MULC to pay for imports of goods with customs clearance as from December 13, 2023, does
not require government approval. Payment of the price of such imports is deferred for varying periods of
time depending on the date of customs clearance; in the case of imports of goods with customs clearance
on or after October 21, 2024, the price may be paid in full as from the 30
th
calendar day as from the date of
custom clearance. Advance payments or at sight cannot be made. In December 2024, the government
eliminated the tax on imports.
▪ Access to the MULC to make dividend payments requires prior Argentine Central Bank approval. When
required, Argentine Central Bank approvals are rarely, if ever, granted.
The above-described measures substantially limit the ability of Argentine companies to obtain foreign currency and
make certain payments and distributions out of Argentina through the MULC at the official exchange rate.
Access to foreign currency and transfers out of Argentina can be achieved, however, through securities transactions
involving bonds or shares with multiple listings, resulting in a different implicit exchange rate, generally higher than
the official exchange rate. Such transactions are subject to certain restrictions and limits, which change from time
to time, and often result in a financial loss being generated at the time of making any such transaction. For example,
in the past, the Argentine Securities Commission imposed several additional restrictions on such securities
transactions, including a requirement to give prior notice to the Argentine government of any proposed transfer of
securities outside of Argentina and a limitation on the amount of any such transfers. It is still unclear if or when the
new Argentine Securities Commission’s authorities will eliminate or loosen the remaining restrictions.
The exchange rate of the Argentine peso against the U.S. dollar devaluated by more than 100% upon the change
of government in December 2023. Since then and until December 2024, the new Administration maintains a
“crawling peg” policy by devaluating the Argentine currency at a rate of approximately 2% per month, rate which
will be reduced to 1% per month as from February 1, 2025. The extent and rate of the crawling peg remains
unclear. Tenaris’s financial position in Argentine pesos as of December 31, 2024, amounted to a net short exposure
of approximately $40.6 million. In the event of an additional devaluation, our Argentine subsidiaries, which hold
U.S. dollar-denominated Argentine bonds for an aggregated value of $217.9 million, may be adversely affected,
and will also suffer a loss on deferred tax charge as a result of a deterioration on the tax value of their fixed assets.
At this time, the Company is unable to estimate all impacts of a new devaluation of the Argentine peso against the
U.S. dollar.
As of December 31, 2024, the total equity of Argentine subsidiaries represented approximately 11% of Tenaris’s
total equity and the sales made by Argentine subsidiaries during the period ended December 31, 2024, amounted
approximately to 19% of Tenaris’s total sales. Assets and liabilities denominated in Argentine peso as of December
31, 2024, are valued at the prevailing official exchange rate.
This context of volatility and uncertainty remains in place as of the issue date of these Consolidated Financial
Statements. Management continues to monitor closely the evolution of the main variables affecting its business,
identifying the potential impact thereof on its financial and economic situation and determining the appropriate
course of action in each case. These Consolidated Financial Statements should be read taking into account these
circumstances.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
328
30 Cash flow disclosures
| Year ended December 31, | ||||
| 2024 | 2023 | 2022 | ||
| (i) | Changes in working capital (*) | |||
| Inventories | 184,996 | 186,903 | (1,329,865) | |
| Receivables and prepayments, contract assets and current tax assets | (60,456) | 64,000 | (155,449) | |
| Trade receivables | 550,334 | 153,920 | (1,208,278) | |
| Other liabilities | (100,133) | 28,275 | 57,389 | |
| Customer advances | (71,100) | (101,646) | 151,066 | |
| Trade payables | (216,724) | (149,024) | 353,892 | |
| 286,917 | 182,428 | (2,131,245) | ||
| (ii) | Income tax accruals less payments | |||
| Tax accrued | 479,680 | 674,956 | 617,236 | |
| Taxes paid | (702,190) | (818,347) | (359,585) | |
| (222,510) | (143,391) | 257,651 | ||
| (iii) | Interest accruals less payments, net | |||
| Interest accrued, net | (181,107) | (106,612) | (34,080) | |
| Interest received | 240,809 | 147,473 | 68,335 | |
| Interest paid | (60,769) | (94,341) | (32,775) | |
| (1,067) | (53,480) | 1,480 | ||
(*)
Changes in working capital do not include non-cash movements due to the variations in the exchange rates used by subsidiaries with functional
currencies different from the U.S. dollar.
31 Related party transactions
As of December 31, 2024:
▪ San Faustin S.A., a Luxembourg
société anonyme
, owned 713,605,187 shares in the Company, representing
61.37% of the Company’s share capital and 65.81% of the voting rights.
▪ San Faustin owned all of its shares in the Company through its wholly-owned subsidiary Techint Holdings
S.à.r.l., a Luxembourg
société à responsabilité limitée
(“Techint”), who is the holder of record of the above-
mentioned Tenaris shares.
▪ Rocca & Partners Stichting Administratiekantoor Aandelen San Faustin, a private foundation located in the
Netherlands (Stichting) (“RP STAK”) held voting shares in San Faustin sufficient in number to control San
Faustin.
▪ No person or group of persons controls RP STAK .
Based on the information most recently available to the Company, Tenaris’s directors and senior management as a
group owned 0.07% of the Company’s share capital and 0.08% of the voting rights.
Transactions and balances disclosed as with “associated companies” are those with companies over which Tenaris
exerts significant influence in accordance with IFRS, but does not have control. Transactions and balances disclosed
as with “joint ventures” are those with companies over which Tenaris exerts joint control in accordance with IFRS,
but does not have control. All other transactions and balances with related parties which are not non-consolidated
parties and which are not consolidated are disclosed as “other related parties”.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
329
| Year ended December 31, | ||||
| (i) | Transactions | 2024 | 2023 | 2022 |
| (a) Sales of goods, services and other transactions | ||||
| Sales of goods to associated companies | 37,551 | 56,152 | 100,019 | |
| Sales of goods to other related parties | 83,250 | 121,679 | 151,884 | |
| Sales of services and others to associated companies | 3,456 | 1,564 | 1,472 | |
| Sales of services and others to joint ventures | 139 | 135 | 131 | |
| Sales of services and others to other related parties | 127,940 | 109,553 | 109,123 | |
| 252,336 | 289,083 | 362,629 | ||
| (b) Purchases of goods, services and other transactions | ||||
| Purchases of goods to associated companies | 154,772 | 324,556 | 555,257 | |
| Purchases of goods to joint ventures | 23,466 | 72,741 | 101,620 | |
| Purchases of goods to other related parties | 70,425 | 61,366 | 51,040 | |
| Purchases of services and others to associated companies | 17,544 | 13,349 | 13,759 | |
| Purchases of services and others to other related parties | 55,576 | 76,751 | 36,767 | |
| 321,783 | 548,763 | 758,443 | ||
| (c) Financial Results | ||||
| Income from joint ventures | 6,218 | 5,645 | 3,804 | |
| 6,218 | 5,645 | 3,804 | ||
| (d) Dividends | ||||
| Dividends received from associated companies | 71,211 | 69,216 | 64,189 | |
| Dividends distributed to Techint Holdings S.àr.l. | 478,115 | 385,347 | 321,122 | |
| At December 31, | |||
| (ii) | Period-end balances | 2024 | 2023 |
| (a) Arising from sales / purchases of goods / services and other | |||
| transactions | |||
| Receivables from associated companies | 3,133 | 7,589 | |
| Receivables from joint ventures | 68,759 | 63,374 | |
| Receivables from other related parties | 47,713 | 62,986 | |
| Payables to associated companies | (23,531) | (21,012) | |
| Payables to joint ventures | (52) | (28,361) | |
| Payables to other related parties | (12,165) | (11,488) | |
| 83,857 | 73,088 | ||
| (b) Financial debt | |||
| Finance lease liabilities from associated companies | (1,026) | (1,459) | |
| Finance lease liabilities from other related parties | (260) | (375) | |
| (1,286) | (1,834) | ||
In addition to the tables above, the Company issued various guarantees in favor of Techgen; for further details,
please see note 14 (c) and note 27 (ii) to these Consolidated Financial Statements. No other material guarantees
were issued in favor of other related parties.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
330
Directors and senior management compensation
During the years ended December 31, 2024, 2023 and 2022, the cash compensation of Directors and Senior
managers amounted to $33.4 million, $47.5 million and $35.2 million respectively. These amounts include cash
benefits paid to certain senior managers in connection with the pre-existing retirement plans. In addition, Directors
and Senior managers received 448, 388 and 437 thousand units for a total amount of $6.9 million, $5.6 million
and $5.1 million respectively in connection with the Employee retention and long-term incentive program
mentioned in note II.P.3 “Employee benefits –
Other long-term benefits”
to these Consolidated Financial
Statements.
32 Principal accountant fees
Total fees accrued for professional services rendered to Tenaris S.A. and its subsidiaries by Ernst & Young S.A. (“EY”)
for the year 2024 and by PricewaterhouseCoopers, Société coopérative (“PwC”) for the years 2023 and 2022
are detailed as follows:
| Year ended December 31, | |||
| 2024 | 2023 | 2022 | |
| Audit fees | 4,569 | 4,386 | 3,966 |
| Audit-related fees | 51 | 273 | 255 |
| Tax fees | 78 | 148 | - |
| All other fees | - | 14 | 11 |
| Total | 4,698 | 4,821 | 4,232 |
In addition, in the year 2023, PwC rendered $242 thousand for tax services to the recently acquired Mattr’s pipe
coating business unit.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
331
33 Principal subsidiaries
The following is a list of Tenaris’s principal subsidiaries and its direct and indirect percentage of ownership of each
controlled company at December 31, 2024, 2023 and 2022.
| Country of | Percentage of ownership | ||||
| Company | Incorporation | Main activity | at December 31, (*) | ||
| 2024 | 2023 | 2022 | |||
| ALGOMA TUBES INC. | Canada | Manufacturing of welded and seamless | 100% | 100% | 100% |
| steel pipes | |||||
| BREDERO SHAW INTERNATIONAL B.V. and | Netherlands | Holding company and supplier of pipe | 100% | 100% | NA |
| subsidiaries | coating services | ||||
| CONFAB INDUSTRIAL S.A. and subsidiaries | Brazil | Manufacturing of welded steel pipes | 100% | 100% | 100% |
| DALMINE S.p.A. and subsidiaries (a) | Italy | Manufacturing of seamless steel pipes | 100% | 100% | 100% |
| EXIROS B.V. and subsidiaries (b) | Netherlands | Procurement and trading services | 50% | 50% | 50% |
| HYDRIL COMPANY | USA | Manufacturing and marketing of | 100% | 100% | 100% |
| premium connections | |||||
| MAVERICK TUBE CORPORATION and subsidiaries | USA | Manufacturing of welded and seamless | 100% | 100% | 100% |
| steel pipes | |||||
| P.T. SEAMLESS PIPE INDONESIA JAYA | Indonesia | Manufacturing of seamless steel | 89% | 89% | 89% |
| products | |||||
| SILCOTUB S.A. | Romania | Manufacturing of seamless steel pipes | 100% | 100% | 100% |
| SAUDI STEEL PIPE CO. and subsidiaries (c) | Saudi Arabia | Manufacturing of welded steel pipes | 48% | 48% | 48% |
| SIAT SOCIEDAD ANONIMA | Argentina | Manufacturing of welded steel pipes | 100% | 100% | 100% |
| SIDERCA SOCIEDAD ANONIMA INDUSTRIAL Y | Argentina | Manufacturing of seamless steel pipes | 100% | 100% | 100% |
| COMERCIAL and subsidiaries (d) | |||||
| TALTA - TRADING E MARKETING SOCIEDADE | Portugal | Holding company | 100% | 100% | 100% |
| UNIPESSOAL LDA. | |||||
| TENARIS BAY CITY, INC. | USA | Manufacturing of welded and seamless | 100% | 100% | 100% |
| steel pipes | |||||
| TENARIS CONNECTIONS BV | Netherlands | Development, management and | 100% | 100% | 100% |
| licensing of intellectual property | |||||
| TENARIS FINANCIAL SERVICES S.A. | Uruguay | Financial operations | 100% | 100% | 100% |
| TENARIS GLOBAL SERVICES (CANADA) INC. | Canada | Marketing of steel products | 100% | 100% | 100% |
| TENARIS GLOBAL SERVICES (U.S.A.) | USA | Marketing of steel products | 100% | 100% | 100% |
| CORPORATION | |||||
| TENARIS GLOBAL SERVICES (UK) LTD | United | Holding company and marketing of | 100% | 100% | 100% |
| Kingdom | steel products | ||||
| TENARIS GLOBAL SERVICES S.A. and subsidiaries | Uruguay | Marketing, distribution of steel products | 100% | 100% | 100% |
| and holding company | |||||
| TENARIS INVESTMENTS (NL) B.V. and subsidiaries | Netherlands | Holding company | 100% | 100% | 100% |
| TENARIS GLOBAL SERVICES and INVESTMENTS | Marketing and distribution of steel | ||||
| S.àr.l. and subsidiaries | Luxembourg | products, financial operations and | 100% | 100% | 100% |
| holding company | |||||
| TENARIS QINGDAO STEEL PIPES LTD. | China | Processing of premium joints, couplings | 100% | 100% | 100% |
| and automotive components | |||||
| TENARIS TUBOCARIBE LTDA. | Colombia | Manufacturing of welded and seamless | 100% | 100% | 100% |
| steel pipes | |||||
| TUBOS DE ACERO DE MEXICO, S.A. and | Mexico | Manufacturing of seamless steel pipes | 100% | 100% | 100% |
| subsidiaries | |||||
(*)
All percentages rounded.
Tenaris holds 40% of Tubular Technical Services Ltd. and Pipe Coaters Nigeria Ltd., 49% of Tubulars Finishing Nigeria Limited, 49% of Amaja
Tubular Services Limited, 60% of Tenaris Baogang Baotou Steel Pipes Ltd. Until 2022 held 98.4% of Tenaris Supply Chain S.A.
(a) Dalmine S.p.A holds 57% of Immobiliare Cultura Industriale S.R.L.
(b) Tenaris holds 50% of the voting rights and Ternium owns the remaining 50%. Exiros provides purchase agency services and raw materials
and other products to various companies controlled by or under the significant influence of San Faustin. Pursuant to the Exiros shareholders’
agreement, Tenaris recognizes Exiros’ assets, liabilities, revenue and expenses in relation to its interest in the joint operation.
(c) Saudi Steel Pipe Company is a public company listed in the Saudi Arabian Stock Exchange (Tadāwul), Tenaris holds 47.79% and has the right
to nominate the majority of the members of the board of directors, therefore Tenaris has control over SSPC. Since May, 2023, Saudi Steel Pipe
Co. holds 57.3% of Global Pipe Company, therefore Tenaris has control over Global Pipe Company.
(d) Until its liquidation in April 2023 Siderca held 51% of NKKTubes.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
332
34 Business combinations
Acquisition of the Pipe Coating Business Unit of Mattr
▪
Acquisition and price determination
On November 30, 2023, Tenaris completed the acquisition of Mattr’s pipe coating business unit and other specific
assets for $182.6 million paid in cash. Under the purchase contract, the acquisition price was paid based on an
estimated closing statement and the final price was subject to a true-up adjustment based on actual amounts of
cash, indebtedness, working capital and certain other items as of the closing date. On July 31, 2024, the parties
entered into a settlement agreement, pursuant to which the parties agreed that the aggregate shortfall payment
payable by Mattr to Tenaris amounted to $32.3 million and, accordingly, the final purchase price was $150.2 million.
The business acquired includes nine plants located in Canada, Mexico, Norway, Indonesia, the UAE and the U.S.
and several mobile concrete plants. The business also includes world-class R&D facilities in Toronto and Norway and
a wide IP/product portfolio.
The Company consolidated the balances and results of operations of the acquired business as from November 30,
2023.
For the twelve-month period ended December 31, 2024, the acquired business contributed revenues of $347.1
million, represented a minor contribution to Tenaris’s results, and was initially assigned to the Other segment but
subsequently reclassified to the Tubes segment.
▪
Fair value of net assets acquired
The application of the acquisition method requires certain estimates and assumptions, mainly concerning the
determination of the fair values of the acquired intangible assets, property, plant and equipment as well as the
liabilities assumed at the date of the acquisition, including the timing and amounts of cash flow projections, the
revenue growth rates, the customer attrition rates and the discount rate. The fair values determined at the
acquisition date are based on discounted cash flows and other valuation techniques.
The purchase price allocation was carried out with the assistance of a third-party expert. Following IFRS 3, during
the twelve month following the acquisition date, the Company continued reviewing the allocation and, based on
new information related to events or circumstances existing at the acquisition date, made certain adjustments over
the value of the identifiable assets acquired such as property, plant and equipment, intangible assets, working
capital and other assets and liabilities.
The allocation of the fair values determined for the assets and liabilities arising from the acquisition is as follows:
| Fair value of acquired assets and liabilities as of acquisition date (November 30, 2023) | Final | Preliminary |
| in Millions of USD: | ||
| Property, Plant and Equipment | 115 | 126 |
| Intangible assets | 14 | 29 |
| Working capital | (2) | (13) |
| Cash and Cash Equivalents | 20 | 21 |
| Provisions | (7) | (7) |
| Other assets and liabilities, net | 11 | 13 |
| Net assets acquired | 152 | 169 |
The fair value of the net assets acquired shown above amounted to approximately $152.5 million. The preliminary
purchase price allocation resulted in a goodwill of approximately $13.6 million. However, following the completion
of the previously mentioned purchase price allocation and a concurrent price adjustment, the business combination
resulted in a bargain purchase of approximately $2.2 million, recorded in
Other operating income
.
Acquisition-related costs for the year ended December 31, 2024 and 2023, amounted to $1.3 million and $1.1
million, respectively and were included in general and administrative expenses.
The price purchase allocation of the remaining business combinations that occurred during 2023 were finalized during
the year ended December 31, 2024 without any further adjustments.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
333
35 Share Buyback Programs
First Share Buyback Program
On November 1, 2023, the Company’s board of directors approved a share buyback program of up to $1.2 billion,
to be executed within a year, with the intention to cancel the ordinary shares acquired through the program.
The share buyback program was carried out under the authority granted by the annual general meeting of
shareholders held on June 2, 2020, up to a maximum of 10% of the Company’s shares.
For purposes of carrying out each tranche of the first share buyback program, Tenaris entered into non-discretionary
buyback agreements with primary financial institutions that made trading decisions concerning the timing of the
purchases of Tenaris’s ordinary shares independently of and uninfluenced by Tenaris and acted in compliance with
applicable rules and regulations, including the Market Abuse Regulation 596/2014 and the Commission Delegated
Regulation (EU) 2016/1052.
During the first share buyback program, which was divided into four tranches and ran from November 5, 2023, to
(and including) August 2, 2024, the Company purchased 71,679,768 ordinary shares, representing 6.07% of the
Company’s issued share capital at the beginning of the program, for a total consideration of $1.2 billion.
Second Share Buyback Program
On November 6, 2024 the Company’s board of directors approved a follow-on share buyback program of up to
$700 million, with the intention to cancel the ordinary shares acquired through the program, under the authority
granted by the annual general meeting of shareholders held on June 2, 2020, up to a maximum of 10% of the
Company’s shares.
This follow-on share buyback program will cover up to $700 million (excluding incidental transaction fees), subject
to a maximum of 46,373,915 ordinary shares representing the remainder 3.93% of the Company’s issued share
capital (measured also as at the launch of the first share buyback program), to complete the maximum of 10% of
the share capital that may be repurchased by the Company).
During the year ended December 31, 2024, the Company purchased 83,616,548 shares, for $1,441.8 million (net
of a performance amount of $7.4 million), out of which, $1,439.6 were paid. During the year ended December 31,
2023, the Company purchased 12,648,091 shares, for a value of $213.7 million (net of a performance amount of
$0.7 million) out of which, $213.7 were paid.
For purposes of carrying out the second share buyback program, Tenaris entered into non-discretionary buyback
agreement with a primary financial institution that will make trading decisions concerning the timing of the
purchases of Tenaris’s ordinary shares independently of and uninfluenced by Tenaris and will act in compliance with
applicable rules and regulations, including the Market Abuse Regulation 596/2014 and the Commission Delegated
Regulation (EU) 2016/1052.
On April 30, 2024, the extraordinary shareholders meeting approved the cancellation of 17,779,302 ordinary shares
held in treasury by the Company, which had been acquired throughout the first tranche of the first share buyback
program, and resolved to approve the corresponding reduction of the issued share capital of the Company and the
corresponding amendment of the first paragraph of article 5 of the Company’s articles of association. As a result,
effective April 30, 2024, the share capital of the Company was reduced from $1,180,536,830 (represented by
1,180,536,830 shares with a par value of $1 per share) to $1,162,757,528 (represented by 1,162,757,528 shares
with a par value of $1 per share).
As of December 31, 2024, the Company held 78,485,337 shares as treasury shares. The Company intends to cancel
all treasury shares purchased under the share buyback programs in due course.
As of December 31, 2024 and 2023, the Company held a liability in connection to the shares to be settled under
the share buyback programs that amounted to $243.3 million and $86.2 million, respectively, valued at fair value.
Further information on the buyback transactions is available on Tenaris’s corporate website under the Share Buyback
Program Section.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
334
36 Climate change
Tenaris carefully assesses the potential impact of climate change and energy transition on its business and on the
risks to its markets and its tangible and intangible assets, and adapts its business strategy accordingly.
In February 2021 Tenaris set a medium-term target to reduce its carbon emissions intensity rate by 30% by 2030,
compared to a 2018 baseline, considering Scopes 1 and 2 emissions plus Scope 3 emissions related to raw materials
and steel purchased from third parties. In February 2025, the baseline for this medium-term target was reset to take
into account the expanded perimeter of Tenaris through various acquisitions since 2018, the inclusion of intermill
transportation emissions within the target scope, and additions and other changes in raw material emission factors
to more accurately represent their use in its operations. The Company aims to achieve this target by using a higher
proportion of recycled steel scrap in the metallic mix, by making investments to increase energy efficiency and the
use of renewable energy in its energy requirements, and selective sourcing for raw material and steel purchases.
In particular, a large proportion of these investments in projects aimed at reducing emissions are being directed to
installing renewable energy capacity for use in the Company’s operations. In October 2023, following an investment
of approximately $200 million, Tenaris put into operation a wind farm in Argentina, which supplies, through the
interconnected grid, 103.2 MW of power, or close to 50% of their total electric power requirements, to its industrial
facilities in Campana. In November 2023, the Company’s Board of Directors approved an investment plan to build
a second wind farm in Argentina at a cost of approximately $214 million, which would supply a further 30% of the
current energy requirements of its facilities in Campana.
Tenaris encourages the use of sustainable practices among its suppliers and, in March 2023, it adopted a Sustainable
Sourcing Policy to enhance its efforts in this area. The new Sustainability Sourcing Policy will help Tenaris to
understand better the real emission levels of its suppliers and identify opportunities for improvement in line with its
reduction target.
The medium-term target forms part of a broader objective of decarbonizing the Company’s operations and reaching
carbon neutrality. At the same time, the Company is increasing its sales for low-carbon energy applications, such
as hydrogen, geothermal and CCS. These sales currently account for a relatively small proportion of overall sales
but are expected to grow in the coming years.
In its assessment of climate change and energy transition potential impact on operations, Tenaris also considers that
the countries in which it operates and its customers are also establishing their own decarbonization strategies and
objectives, and that some customers are requesting specific information from their suppliers, including Tenaris,
concerning the carbon emissions and Environmental, Social and Governance (“ESG”) practices in their supply chain,
and that they may adjust their supply practices in light of that information.
The recoverable value assessments performed by the Company for purposes of the preparation of these financial
statements reflects management’s views on the energy transition and climate change and their potential medium-
and long-term impact on Tenaris’s operations and its sales. In addition, the Company carefully monitors the
medium- and long-term outlook scenarios published by leading industry experts on how the energy transition could
affect global demand for energy and oil and gas and how this could affect the global demand for tubular products
and its sales. Furthermore, estimates and assumptions used in the Company’s impairment tests over long-lived
assets and goodwill, useful lives of assets, capital and research and development expenditures, inventory valuation,
recovery of deferred tax assets and provisions, and contingent liabilities are based on available information and
current government regulations on energy transition and climate-related matters, as well as on Tenaris’s current
short-term investment plans. As of the date of these financial statements, the Company does not believe that
climate-related matters should trigger any material adjustments to the conclusions of its impairment tests or the
valuation of the above mentioned areas.
Consolidated Financial Statements
For the years ended 2024, 2023 and 2022 - all amounts in thousands of U.S. dollars, unless otherwise stated
335
37 Events after the reporting period
11
Recently Announced 25% Tariff on Steel Imports in the United States
Early in 2025, the U.S. government imposed a 25% tariff on virtually all imports of steel and steel derivatives,
revoking previously negotiated country-specific exemptions and quota arrangements. As a result, all previously
exempted or quota-managed countries became subject to the full 25% tariff on their steel exports to the United
States.
In addition, on February 1, 2025, the U.S. government announced the imposition, through the International
Emergency Economic Powers Act (“IEEPA”), of across-the-board tariffs applicable to all products imported from
Mexico, Canada and China (with the exception, as of the date of this Consolidated Financial Statements), of Mexican
and Canadian products that comply with USMCA preferential rules of origin). These tariffs could apply to certain
products that Tenaris and other companies are currently importing under previously granted exclusions or tariff-free
quotas.
In light of the foregoing uncertainties, at this time, Tenaris is unable to predict the evolution or ultimate outcome
of these developments or to quantify the impact that the new tariffs and measures could have on its business or
financial condition.
Annual Dividend Proposal
Upon approval of the Company´s annual accounts on April 1, 2025, the Board of Directors intends to propose, for
the approval of the Annual General Shareholders' meeting to be held on May 6, 2025, the payment of an annual
dividend of $0.83 per outstanding share ($1.66 per ADS), or approximately $0.9 billion, which includes the interim
dividend of $0.27 per outstanding share ($0.54 per ADS) or approximately $0.3 billion, paid on November 20, 2024.
If the annual dividend is approved by the shareholders, a dividend of $0.56 per outstanding share ($1.12 per ADS),
or approximately $0.6 billion will be paid on May 21, 2025, with record date on May 20, 2025. These Consolidated
Financial Statements do not reflect this dividend payable.
Share buyback Second Program Completion
On March 4, 2025, the Company announced the completion of its second Share Buyback Program. During the
Program, which ran from November 11, 2024, until March 4, 2025, the Company purchased a total of 36,862,132
ordinary shares, for a total consideration of approximately $691.6 million (net of a performance amount of
approximately $8.4 million). As of March 4, 2025, the Company held 90,762,598 treasury shares. The Company
intends to cancel all treasury shares purchased under the share buyback programs in due course.
Alicia Móndolo
Chief Financial Officer
11
This note was updated subsequently to the approval of these Consolidated Financial Statements by the Company’s Board of Directors on
February 19, 2025.
336
Annual Accounts (Luxembourg GAAP)
Tenaris S.A.
ANNUAL ACCOUNTS
as at December 31, 2024 and 2023
26, Boulevard Royal - 4
th
Floor
L-2449 - Luxembourg
R.C.S. Luxembourg: B 85203
337
Independent auditor’s report
To the Shareholders of Tenaris S.A
26, Boulevard Royal - 4th Floor
L-2449 - Luxembourg
R.C.S. Luxembourg: B 85203
Report on the audit of the annual accounts
Opinion
We have audited the accompanying annual accounts of Tenaris S.A. (the “Company”), which comprise the
balance sheet as at 31th December 2024, and the profit and loss account for the year then ended, and the
notes to the financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying annual accounts give a true and fair view of the financial position of the
Company as at 31th December 2024, and of the results of its operations for the year then ended in
accordance with Luxembourg legal and regulatory requirements relating to the preparation and presentation
of the annual accounts.
Basis for opinion
We conducted our audit in accordance with EU Regulation N° 537/2014, the Law of 23 July 2016 on the
audit profession (“Law of 23 July 2016”) and with International Standards on Auditing (“ISAs”) as adopted for
Luxembourg by the “Commission de Surveillance du Secteur Financier” (“CSSF”). Our responsibilities under
the EU Regulation Nº 537/2014, the Law of 23 July 2016 and ISAs as adopted for Luxembourg by the CSSF
are further described in the “Responsibilities of the “réviseur d’entreprises agréé” for the audit of the annual
accounts” section of our report. We are also independent of the Company in accordance with the
International Code of Ethics for Professional Accountants, including International Independence Standards,
issued by the International Ethics Standards Board for Accountants (“IESBA Code”) as adopted for
Luxembourg by the CSSF together with the ethical requirements that are relevant to our audit of the annual
accounts, and have fulfilled our other ethical responsibilities under those ethical requirements. We believe
that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit
of the financial statements of the current period. These matters were addressed in the context of the audit of
the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate
opinion on these matters.
1. Impairment of shares in affiliated undertakings – Tenaris Global Services and Investments S.à r.l.
Risk identified
Tenaris S.A., as ultimate holding of the group, holds the totality of the shares of the subsidiary Tenaris Global
Services and Investments S.à.r.l. (TEIL). As described in Note 2 those shares in affiliated undertakings
338
represent 92% of the total assets of the Company, while amounting to a carrying value of 16.615 million USD.
At least annually, the Company evaluates the carrying value of the investments. Impairment gains or losses
are measured and recorded based on the difference between the estimated recoverable amount and the
carrying amount of the asset.
As of 31 December 2024, Management has assessed the recoverable value of its investment and recorded
a reversal of impairment of 1.622 million USD. We focused our audit on the reversal of the impairment given
its financial significance over the total assets.
How our audit addressed the Key Audit Matter
Our audit approach included:
- We obtained an understanding and evaluated the design over Management’s methodology and
assumptions used for the valuation of the investment in Tenaris Global Services and Investment S.à
r.l. and the determination of impairment or reversal of impairment.
- We assessed the valuation model prepared by the Management for the determination of the
recoverable value of the investment and the related impairment or reversal of impairment.
- With the assistance of our valuation specialists, we evaluated the discounted cash flows
methodology and assessed the discount rates used in the value in use estimates, by comparing to
underlying source information, testing the mathematical accuracy of the calculation, developing an
independent range of estimates and comparing the discount rate selected by the Management to our
range.
- We recomputed the fair value of equity interest of the investment prepared by the Management and
compared the carrying value of the investment to the recoverable amount of the investment to
determine whether an impairment or a reversal of impairment exists.
- We evaluated the appropriateness of the related disclosures in the Note 2 and Note 3 of the
financial statements.
Other matter
The annual accounts of the Company for the year ended December 31, 2023, were audited by another
auditor who expressed an unmodified opinion on those statements on March 22, 2024.
Other information
The Board of Directors is responsible for the other information. The other information comprises the
information included in the management report and the corporate governance statement but does not
include the financial statements and our report of “réviseur d’entreprises agréé” thereon.
Our opinion on the annual accounts do not cover the other information and we do not express any form of
assurance conclusion thereon.
In connection with our audit of the annual accounts our responsibility is to read the other information and, in
doing so, consider whether the other information is materially inconsistent with the annual accounts or our
knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we
have performed, we conclude that there is a material misstatement of this other information, we are required
to report this fact. We have nothing to report in this regard.
339
Responsibilities of the Board of Directors and of those charged with governance for the annual
accounts
The Board of Directors is responsible for the preparation and fair presentation of the annual accounts in
accordance with Luxembourg legal and regulatory requirements relating to the preparation and presentation
of the annual accounts, and for such internal control as the Board of Directors determines is necessary to
enable the preparation of annual accounts that are free from material misstatement, whether due to fraud or
error.
The Board of Directors is also responsible for presenting the annual accounts in compliance with the
requirements set out in the Delegated Regulation 2019/815 on European Single Electronic Format, as
amended (“ESEF Regulation”).
In preparing the annual accounts, the Board of Directors is responsible for assessing the Company’s ability
to continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or
to cease operations, or has no realistic alternative but to do so.
Responsibilities of the “réviseur d’entreprises agréé” for the audit of the annual accounts
The objectives of our audit are to obtain reasonable assurance about whether the annual accounts as a
whole are free from material misstatement, whether due to fraud or error, and to issue a report of the
“réviseur d’entreprises agréé” that includes our opinion. Reasonable assurance is a high level of assurance,
but is not a guarantee that an audit conducted in accordance with EU Regulation N° 537/2014, the Law of 23
July 2016 and with the ISAs as adopted for Luxembourg by the CSSF will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material if,
individually or in the aggregate, they could reasonably be expected to influence the economic decisions of
users taken on the basis of these annual accounts.
As part of an audit in accordance with EU Regulation N° 537/2014, the Law of 23 July 2016 and with ISAs
as adopted for Luxembourg by the CSSF, we exercise professional judgment and maintain professional
skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the annual accounts, whether due to fraud or
error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that
are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Company’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the Board of Directors.
• Conclude on the appropriateness of Board of Directors’ use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we
340
conclude that a material uncertainty exists, we are required to draw attention in our report of the “réviseur
d’entreprises agréé” to the related disclosures in the annual accounts or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the
date of our report of the “réviseur d’entreprises agréé”. However, future events or conditions may cause
the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the annual accounts, including the disclosures,
and whether the annual accounts represent the underlying transactions and events in a manner that
achieves fair presentation.
• Assess whether the annual accounts have been prepared, in all material respects, in compliance with
the requirements laid down in the ESEF Regulation.
We communicate with those charged with governance regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in internal control
that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and communicate to them all relationships and other matters
that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were
of most significance in the audit of the annual accounts of the current period and are therefore the key audit
matters. We describe these matters in our report unless law or regulation precludes public disclosure about
the matter.
341
Report on other legal and regulatory requirements
We have been appointed as “réviseur d’entreprises agréé” by the General Meeting of the Shareholders on
3
rd
May 2023 and the duration of our uninterrupted engagement, including previous renewals and
reappointments, is one year.
The management report is consistent with the annual accounts and has been prepared in accordance with
applicable legal requirements.
The corporate governance statement, included in the management report, is the responsibility of the Board
of Directors. The information required by article 68ter paragraph (1) letters c) and d) of the law of 19
December 2002 on the commercial and companies register and on the accounting records and annual
accounts of undertakings, as amended, is consistent with the annual account and has been prepared in
accordance with applicable legal requirements.
We have checked the compliance of the annual accounts of the Company as at 31
st
December 2024 with
relevant statutory requirements set out in the ESEF Regulation that are applicable to the financial
statements. For the Company, it relates to:
• Financial statements prepared in valid xHTML format;
In our opinion, the annual accounts of the Company as at 31
st
December 2024, identified as "ts-2024-12-31-0-
en", have been prepared, in all material respects, in compliance with the requirements laid down in the
ESEF Regulation.
We confirm that the audit opinion is consistent with the additional report to the audit committee or equivalent.
We confirm that the prohibited non-audit services referred to in EU Regulation No 537/2014 were not
provided and that we remained independent of the Company in conducting the audit.
Ernst & Young
Société anonyme
Cabinet de révision agréé
Gabriel de Maigret
Luxembourg, 1 April 2024
Annual Accounts – Tenaris S.A.
December 31, 2024 and 2023 - all amounts in U.S. dollars, unless otherwise stated
342
BALANCE SHEET
In United States Dollars
December, 31
December, 31
Note(s)
2024
2023
ASSETS
C.
Fixed assets
III.
Financial assets
1.
Shares in affiliated undertakings
3
16,615,820,868
17,169,329,696
16,615,820,868
17,169,329,696
D.
Current assets
II.
Debtors
4.
Other debtors
a) becoming due and payable within one year
7,200,329
10,190,804
III.
Investments
2.
Own shares
22
1,355,651,125
213,738,593
IV.
Cash at bank and in hand
20,500,686
15,341,349
E.
Prepayments
53,218
44,495
1,383,405,358
239,315,241
Total assets
17,999,226,226
17,408,644,937
CAPITAL, RESERVES AND LIABILITIES
A.
Capital and reserves
I.
Subscribed capital
4
1,162,757,528
1,180,536,830
II.
Share premium account
7
609,732,757
609,732,757
IV.
Reserves
1.
Legal reserve
5
116,275,753
118,053,683
2.
Reserve for own shares
6 & 22
1,355,651,125
213,738,593
V.
Profit / (Loss) brought forward
7
13,348,803,218
11,769,424,318
VI.
Profit / (Loss) for the financial year
7
1,469,843,586
3,695,349,742
VII.
Interim dividends
7 & 8
(299,229,407)
(235,128,494)
17,763,834,560
17,351,707,429
C.
Creditors
6.
Amounts owed to affiliated undertakings
a) becoming due and payable within one year
9
119,528,628
23,222,995
b) becoming due and payable after more than one year
9
14,319,526
13,202,630
8.
Other creditors
a) Tax authorities
80,996,243
-
c) Other creditors
i) becoming due and payable within one year
19,022,285
19,117,679
ii) becoming due and payable after more than one year
1,524,984
1,394,204
235,391,666
56,937,508
Total capital, reserves and liabilities
17,999,226,226
17,408,644,937
The accompanying notes are an integral part of these annual accounts.
Annual Accounts – Tenaris S.A.
December 31, 2024 and 2023 - all amounts in U.S. dollars, unless otherwise stated
343
PROFIT AND LOSS ACCOUNT
In United States Dollars
Note(s)
For the year
ended
December, 31
For the year
ended
December, 31
2024
2023
4.
Other operating income
667,175
1,764,013
5.
Other external expenses
10
(5,710,593)
(6,880,561)
6.
Staff costs
11
(1,499,289)
(1,532,665)
8.
Other operating expenses
12
(41,107,627)
(39,959,381)
11.
Other interest receivable and similar income
11.b)
b) other interest and similar income
3,100,872
2,079,845
13.
Reversal of value adjustments in Shares in affiliated
undertakings
3
1,622,825,323
3,746,857,369
14.
Interest payable and similar expenses
14.a)
a) concerning affiliated undertakings
13
(27,601,888)
(6,862,542)
14.b)
b) other interest and similar expenses
174,027
(116,336)
15.
Tax on Profit or Loss
14
(80,999,241)
-
16.
Profit / (Loss) after taxation
1,469,848,759
3,695,349,742
17.
Other taxes not shown under items 1 to 16
(5,173)
18.
Profit / (Loss) for the financial year
1,469,843,586
3,695,349,742
The accompanying notes are an integral part of these annual accounts.
Annual Accounts – Tenaris S.A.
December 31, 2024 and 2023 - all amounts in U.S. dollars, unless otherwise stated
344
INDEX TO THE NOTES TO THE ANNUAL ACCOUNTS
Note 1 – General information
Note 2 – Summary of significant accounting policies
2.1 Basis of presentation
2.2 Foreign currency translation
2.3 Financial assets
2.4 Debtors
2.5 Investments
2.6 Cash at bank and in hand
2.7 Creditors
Note 3 – Financial assets
Note 4 – Capital and reserves
Note 5 – Legal reserve
Note 6 – Reserve for own shares
Note 7 – Distributable amounts
Note 8 – Dividend payment
Note 9 – Creditors: Amounts owed to affiliated undertakings
Note 10 – Other external expenses
Note 11 – Staff costs
Note 12 – Other operating expenses
Note 13 – Interest payable concerning affiliated undertakings
Note 14 – Taxes
Note 15 – Parent Company
Note 16 – Putative class actions
Note 17 – U.S. patent infringement litigation
Note 18 – Petrobras-related proceedings and claims
Note 19 – Atlas Operating Product Claim Liability
Note 20 – Off balance sheet commitments
Note 21 – Climate change
Note 22 – Share buyback program
Note 23 – Events after the reporting period
Annual Accounts – Tenaris S.A.
December 31, 2024 and 2023 - all amounts in U.S. dollars, unless otherwise stated
345
NOTES TO THE ANNUAL ACCOUNTS
Note 1 – General information
Tenaris S.A. (the “Company” or “Tenaris”) was established on December 17, 2001 under the name of Tenaris
Holding S.A. as a public limited liability company under Luxembourg’s 1929 holding company regime (
société
anonyme
holding
). On June 26, 2002, the Company changed its name to Tenaris S.A. On January 1, 2011, the
Company became an ordinary public limited liability company (
société anonyme
).
Tenaris’s object is to invest in companies that mainly manufacture and market steel tubes and other related
businesses.
The financial year starts on January 1 and ends on December 31 of each year.
Tenaris prepares and publishes consolidated financial statements which include further information on Tenaris and
its subsidiaries. The consolidated financial statements are available at the registered office of the Company, 26,
Boulevard Royal – 4th floor, L-2449, Luxembourg, Grand-Duchy of Luxembourg.
Note 2 – Summary of significant accounting policies
2.1 Basis of presentation
These annual accounts have been prepared in accordance with Luxembourg legal and regulatory requirements
under the historical cost convention.
Accounting policies and valuation rules are, besides the ones laid down by the law of 19 December 2002,
determined and applied by the Board of Directors.
The preparation of these annual accounts requires management to make certain accounting estimates and
assumptions that might affect the reported amounts of assets and liabilities and the disclosure of contingent
liabilities at the reporting dates, and the reported amounts of income and charges during the reporting years. Actual
results may differ from these estimates. The main area involving significant estimates or judgements is the valuation
of financial assets. During the year there were no material changes in the significant accounting estimates.
2.2 Foreign currency translation
The books and records are maintained in United States Dollars (“USD” or “$”) and the annual accounts have been
prepared in accordance with the valuation rules and accounting policies described below. Unless otherwise stated,
all amounts presented in these annual accounts are in USD, which is the reporting currency of the Company.
Assets and liabilities denominated in currencies other than the USD are translated into USD at the rate of exchange
at the balance sheet date except for tangible and intangible fixed assets and shares in affiliated undertakings which
remain at the historical exchange rate on the day of incorporation. The resulting gains or losses are reflected in the
profit and loss account for the financial year when they are realized. Solely the unrealized exchange losses are
recorded in the profit and loss account. Income and expenses in currencies other than the USD are translated into
USD at the exchange rate prevailing at the date of each transaction.
2.3 Financial assets
Shares in affiliated undertakings are valued at purchase or contribution price including the expenses incidental
thereto.
The Company conducts value adjustment tests on its financial assets in accordance with Luxembourg legal and
regulatory requirements.
In case of other than a temporary decline in respect of the financial assets value, its carrying value will be reduced
to recognize this decline. If there is a change in the reasons for which the value adjustments were made, these
adjustments could be reversed, if appropriate.
Annual Accounts – Tenaris S.A.
December 31, 2024 and 2023 - all amounts in U.S. dollars, unless otherwise stated
346
2.4 Debtors
Debtors are valued at their nominal value. They are subject to value adjustments whenever their recovery is
compromised. These value adjustments are not continued if the reasons for which the value adjustments were made
have ceased to apply.
2.5 Investments
Investments represent own shares and are valued at purchase price including the expenses incidental thereto. The
carrying amount is impaired if a decline of the value is noted or a former impairment reversed if the reason for the
value decline cease to exist.
2.6 Cash at bank and in hand
Cash at bank and in hand mainly comprise cash at bank and liquidity funds.
2.7 Creditors
Creditors are stated at their nominal value.
Note 3 – Financial assets
Shares in affiliated undertakings
Tenaris holds 100% of the shares of Tenaris Global Services and Investments S.à r.l. with registered office in
Luxembourg and holds, indirectly through this wholly-owned subsidiary, 100% of the shares of Confab Industrial
S.A., Inversiones Lucerna Limitada, Maverick Tube Corporation, Siderca S.A.I.C., Algoma Tubes Inc., Management
Solutions Services Inc., Tenaris Investments (NL) B.V., Tenaris Connections B.V., Tenaris Financial Services S.A.,
Tenaris Global Services Far East Pte. Ltd., Tenaris Global Services Norway A.S., Tenaris Global Services (UK) Ltd.,
Tenaris Global Services de Bolivia S.R.L., Tenaris Global Services Ecuador S.A., Tenaris Global Services Nigeria limited,
Tenaris Qingdao Steel Pipes Ltd., Socominter S.A., Tenaris Global Services (Switzerland) S.A., and Tenaris Global
Services Chile Limitada, 50% of the shares of Exiros B.V. and 11.46% of the shares of Ternium S.A.
Movements during the financial year are as follows:
Gross book value - opening balance
18,792,155,019
Decreases for the financial year
(*)
(2,176,334,151)
Gross book value - closing balance
16,615,820,868
Accumulated value adjustments - opening balance
(1,622,825,323)
Reversal for the financial year
(**)
1,622,825,323
Accumulated value adjustments - closing balance
-
Net book value - opening balance
17,169,329,696
Net book value - closing balance
16,615,820,868
(*)
On December 7, 2010, Tenaris entered into a master credit agreement with Tenaris Global Services and
Investments S.à r.l. pursuant to which, upon request from Tenaris, Tenaris Global Services and Investments S.à r.l.
may, but shall not be required to, from time to time, make loans to Tenaris. Any loan under the master credit
agreement may be repaid or prepaid from time to time through a reduction of the capital of Tenaris Global Services
and Investments S.à r.l. by an amount equivalent to the amount of the loan then outstanding (including accrued
interest). As a result of reductions in the capital of Tenaris Global Services and Investments S.à r.l. made during the
financial year ended December 31, 2024, in connection with cancellations of loans to Tenaris, the value of the
participation of Tenaris in Tenaris Global Services and Investments S.à r.l. decreased by $2,176 million. These loans
were granted to finance the payment of dividend distributions, share buyback programs and operating expenses.
(**)
The management of the Company has assessed the recoverable value of its investment and recorded an
impairment reversal of $1,622.8 million as of December 31, 2024.
Annual Accounts – Tenaris S.A.
December 31, 2024 and 2023 - all amounts in U.S. dollars, unless otherwise stated
347
Note 4 – Capital and reserves
The Company has an authorized share capital of a single class of 2.5 billion shares with a nominal value of $1.00
per share. Total ordinary shares issued as of December 31, 2024 and 2023 were 1,162,757,528 and 1,180,536,830,
respectively, with a par value of $1.00 per share with one vote each.
On April 30, 2024, the extraordinary general meeting of shareholders approved the cancellation of 17,779,302
ordinary shares and the corresponding reduction of the issued share capital of the Company.
The Board of Directors is authorized until June 12, 2025, to increase the issued share capital, through issues of
shares within the limits of the authorized capital.
Following the completion of the corporate reorganization, and upon its conversion into an ordinary Luxembourg
holding company, the Company recognized a special fiscal reserve for tax purposes.
Note 5 – Legal reserve
In accordance with Luxembourg law, the Company is required to set aside a minimum of 5% of its annual net profit
for each financial year to a legal reserve. This requirement ceases to be necessary once the balance on the legal
reserve has reached 10% of the issued share capital. The Company’s reserve has already reached this 10%. If the
legal reserve later falls below the 10% threshold, at least 5% of net profits must be allocated to the reserve. The
legal reserve is not available for distribution to the shareholders.
On April 30, 2024, the extraordinary general meeting of shareholders approved the cancellation of 17,779,302
ordinary own shares held by the Company and the corresponding reduction of the issued share capital of the
Company and, accordingly, the legal reserve was proportionally reduced. After the before mentioned capital
reduction, this reserve remains fully allocated.
Note 6 – Reserve for own shares
The Company purchased during the year 2024 and 2023 own shares for an amount of $1,441,843,370 and
$213,738,593, respectively.
In accordance with Luxembourg law, as of December 31, 2024 and 2023, the Company maintains a non-
distributable reserve included in the account “Reserve for own shares” for an amount of $1,355,651,125 and
$213,738,593, respectively.
Note 7 – Distributable amounts
Dividends may be paid by Tenaris upon the ordinary shareholders’ meeting approval to the extent that it has
distributable retained earnings calculated in accordance with Luxembourg law.
At December 31, 2024, the Company’s profit brought forward after the income and the deduction of the interim
dividend for the financial year totaled approximately $14,519.4 million and the share premium reserve which is also
distributable, amounted to $609.7 million.
At December 31, 2023, the Company’s profit brought forward after the income and the deduction of the interim
dividend for the financial year totaled approximately $15,229.6 million and the share premium reserve which is also
distributable, amounted to $609.7 million.
Note 8 – Dividend payment
On November 6, 2024, the Company’s Board of Directors approved an interim dividend of $0.27 per outstanding
share, or approximately $299 million, paid on November 20, 2024.
Annual Accounts – Tenaris S.A.
December 31, 2024 and 2023 - all amounts in U.S. dollars, unless otherwise stated
348
On April 30, 2024, the Company’s shareholders approved an annual dividend in the amount of $0.60 per
outstanding share. The amount approved by the shareholders included the interim dividend previously paid in
November 22, 2023 in the amount of $0.20 per outstanding share. The balance, amounting to $0.40 per
outstanding share, was paid on May 22, 2024, for an amount of approximately $459 million. In the aggregate, the
interim dividend paid in November 2023 and the balance paid in May 2024 amounted to approximately $694
million.
On May 3, 2023, the Company’s shareholders approved an annual dividend in the amount of $0.51 per share. The
amount approved by the shareholders included the interim dividend previously paid on November 23, 2022 in the
amount of $0.17 per share. The balance, amounting to $0.34 per share, was paid on May 24, 2023, for an amount
of approximately $401 million. In the aggregate, the interim dividend paid in November 2022 and the balance paid
in May 2023 amounted to approximately $602 million.
Note 9 – Creditors: Amounts owed to affiliated undertakings
Within a year
After more than a
year
Total at December
31, 2024
Total at December
31, 2023
Creditors becoming due and
payable
Tenaris Solutions Uruguay S.A.
915,214
7,427,758
8,342,972
14,680,559
Siderca S.A.I.C.
6,163,339
3,780,835
9,944,174
13,764,372
Management Solutions Services,
Inc.
5,651,648
3,110,933
8,762,581
3,665,448
Tenaris Global Services and
Investments S.à r.l.
100,267,737
-
100,267,737
-
Dalmine S.p.A.
3,472,708
-
3,472,708
3,819,062
Tubos de Acero de México, S.A.
680,984
-
680,984
484,924
Others
2,376,998
-
2,376,998
11,260
Total
119,528,628
14,319,526
133,848,154
36,425,625
Note 10 – Other external expenses
Other external expenses
2024
2023
Professional services and fees
(*)
3,661,584
4,830,516
Other services and fees
903,653
889,561
Others
(**)
1,145,356
1,160,484
5,710,593
6,880,561
(*)
Professional services and fees:
Includes $2.0 million related to fees accrued for professional services rendered by
the auditor Ernst & Young S.A. (“EY”) for the year 2024. This amount includes $33.4 thousands related to statutory
auditor's other assurance services. Total fees accrued for professional services rendered by EY network firms to
Tenaris and its subsidiaries are disclosed in note 32 to the Company’s consolidated financial statements.
It also includes legal consultancy fees with various suppliers for $1.7 million for 2024.
(**)
Others:
Includes mainly $0.7 million related to travelling expenses, and $0.1 million related to office rent
expenses.
Annual Accounts – Tenaris S.A.
December 31, 2024 and 2023 - all amounts in U.S. dollars, unless otherwise stated
349
Note 11 – Staff costs
Staff costs include salaries, social security on salaries and other charges. As of December 31, 2024 and 2023 the
number of employees was two. The average of employees for the years 2024 and 2023 was two.
Note 12 – Other operating expenses
Other operating expenses
2024
2023
Senior Management compensation and others
(37,439,993)
(35,871,332)
Board of directors' accrued fees
(1,402,137)
(1,381,820)
Others
(2,265,497)
(2,706,229)
(41,107,627)
(39,959,381)
Note 13 – Interest payable concerning affiliated undertakings
Interests payable concerning affiliated undertaking are referred to intercompany loans from Tenaris Global Services
and Investments S.à r.l. These loans were granted to finance the payment of dividend distributions, share buyback
programs and operating expenses, the increase in respect with the year 2023 is mainly related to the financing of
the share buyback programs.
Note 14 – Taxes
The Company is liable for all taxes applicable to a Luxembourg "
Société Anonyme
". For the financial year ended
December 31, 2024, the Company did not realize any profits subject to tax in Luxembourg.
In December 2021, the Organization for Economic Co-operation and Development (“OECD”) released the Pillar
Two model rules (the Global Anti-Base Erosion rules, or “GloBE”) to reform international corporate taxation.
Following Pillar Two OECD’s initiative, the European Union adopted in December 2022 a directive to impose a global
minimum taxation for multinational companies in the Union, to be effective as from 2024. On December 20, 2023,
Pillar Two legislation was adopted in Luxembourg, and came into effect as from January 1, 2024.
The Company is within the scope of these rules, and therefore, is required to calculate its GloBe effective tax rate
for each jurisdiction in which it is present and is liable to pay a top-up tax for the difference between its Globe
effective tax rate per jurisdiction and the 15% minimum rate. No current tax impacts have arisen in the Annual
Accounts as of December 31, 2023, due to the application of Pillar Two rules, as they are applicable as from 2024
in jurisdictions relevant for the Company. For the year 2024, the Company recognized an estimated current tax
expense related to Pillar Two, amounting to approximately $81 million.
Note 15 – Parent Company
Tenaris’s controlling shareholders as of December 31, 2024 were as follows:
• San Faustin S.A., a Luxembourg
société anonyme
, owned 713,605,187 shares in the Company,
representing 61.37% of the Company’s share capital and 65.81% of the voting rights.
• San Faustin owned all of its shares in the Company through its wholly-owned subsidiary Techint Holdings
S.à.r.l., a Luxembourg
société à responsabilité limitée
(“Techint”), who is the holder of record of the above-
mentioned Tenaris shares.
• Rocca & Partners Stichting Administratiekantoor Aandelen San Faustin, a private foundation located in the
Netherlands (Stichting) (“RP STAK”) held voting shares in San Faustin sufficient in number to control San
Faustin.
• No person or group of persons controls RP STAK.
Based on the information most recently available to the Company, Tenaris’s directors and senior management as a
group owned 0.07% of the Company’s share capital and 0.08% of the voting rights.
Annual Accounts – Tenaris S.A.
December 31, 2024 and 2023 - all amounts in U.S. dollars, unless otherwise stated
350
Note 16 – Putative class actions
Following the Company’s November 27, 2018, announcement that its Chairman and CEO Paolo Rocca had been
included in an Argentine court investigation known as the Notebooks Case (a decision subsequently reversed by a
higher court), two putative class action complaints were filed in the U.S. District Court for the Eastern District of
New York. On April 29, 2019, the court consolidated the complaints into a single case, captioned “In re Tenaris
S.A. Securities Litigation”, and appointed lead plaintiffs and lead counsel.
On July 19, 2019, the lead plaintiffs filed an amended complaint purportedly on behalf of purchasers of Tenaris
securities during the putative class period of May 1, 2014, through December 5, 2018. The individual defendants
named in the complaint are Tenaris’s Chairman and CEO and Tenaris’s former CFO. The complaint alleges that
during the class period, the Company and the individual defendants inflated the Tenaris share price by failing to
disclose that the nationalization proceeds received by Ternium (in which the Company held an 11.46% stake) when
Sidor was expropriated by Venezuela were received or expedited as a result of allegedly improper payments made
to Argentine officials. The complaint does not specify the damages that plaintiff is seeking.
On October 9, 2020, the court granted in part and denied in part the defendants’ motions to dismiss. The court
partially granted and partially denied the motion to dismiss the claims against the Company and its Chairman and
CEO. In addition, the court granted the motions to dismiss as to all claims against San Faustin, Techint, and Tenaris’s
former CFO.
On November 11, 2022, the parties filed a joint notice of settlement announcing a settlement in principle of all
claims in the action, subject to finalizing the settlement agreements and court approval. The parties’ agreement in
principle provided that, in exchange for dismissal of the action and customary releases from class members and
with no admission of liability by Tenaris or Mr. Rocca, Tenaris shall pay to the class $9.5 million (inclusive of legal
fees to lead plaintiff’s counsel).
On April 10, 2023, the court granted preliminary approval to the class settlement. The final settlement approval
hearing was set for October 19, 2023, and on that date the court ordered that, prior to granting final settlement
approval, the lead plaintiffs submit an update letter advising the court of the status of the claims processing. After
the submission was made, on April 22, 2024, the court granted final approval to the settlement and closed the
case.
Note 17 – U.S. patent infringement litigation
Tenaris Coiled Tubes, LLC (“TCT”), a U.S. subsidiary of the Company, was sued in 2017 by its competitor Global
Tubing, alleging defamatory conduct by TCT and seeking a declaration that certain Global Tubing products do not
infringe patents held by TCT. TCT counterclaimed that certain Global Tubing products did infringe patents held by
TCT, and Global Tubing has since sought to invalidate such patents. On December 13, 2019, Global Tubing filed
an amended complaint (including the Company as defendant), alleging, among other things, that TCT and the
Company had misled the patent office. On March 20, 2023, the judge granted summary judgment in favor of
Global Tubing, concluding that the patents at issue are unenforceable due to inequitable conduct during the patent
prosecution process. TCT appealed this judgment, and Global Tubing appealed a previous ruling of the judge. Global
Tubing also filed a brief seeking to recover attorneys’ fees, without specifying the amount of those fees. Although
it is not possible to predict the final outcome of this matter, the Company believes that any potential losses arising
from this case will not be material.
Note 18 – Petrobras-related proceedings and claims
Upon learning that Brazilian, Italian and Swiss authorities were investigating whether certain payments were made
prior to 2014 from accounts of entities presumably associated with affiliates of the Company to accounts allegedly
linked to individuals related to Petróleo Brasileiro S.A. (“Petrobras”) and whether any such payments were intended
to benefit the Company’s Brazilian subsidiary Confab, the Audit Committee of the Company's Board of Directors
engaged external counsel in connection with the Company’s review of these matters. In addition, the Company
voluntarily notified the U.S. Securities and Exchange Commission (“SEC”) and the U.S. Department of Justice
(“DOJ”) in October 2016. The Company conducted, with the assistance of external counsel, an internal investigation
and found no evidence corroborating any involvement by the Company or its directors, officers or employees in
respect of improper payments. An internal investigation commissioned by Petrobras also found no evidence that
Confab obtained any unfair commercial benefit or advantage from Petrobras in return for payments, including
Annual Accounts – Tenaris S.A.
December 31, 2024 and 2023 - all amounts in U.S. dollars, unless otherwise stated
351
improperly obtained contracts. On June 2, 2022, the Company resolved the investigation by the SEC, and the DOJ
informed that it had closed its parallel inquiry without taking action. Under the settlement with the SEC, the
Company neither admits nor denies the SEC’s findings and on June 24, 2022, paid $53.1 million in disgorgement
and prejudgment interest and $25 million for a civil penalty to conclude the matter.
In July 2019, the Company learned that the public prosecutors’ office of Milan, Italy, had completed a preliminary
investigation into the same alleged payments and had included in the investigation, among other persons, the
Company’s Chairman and chief executive officer, two other board members, Gianfelice Rocca and Roberto Bonatti,
and the Company’s controlling shareholder, San Faustin. The Company was not a party to the proceedings. On
March 22, 2022, upon completion of the evidentiary phase of the trial, the acting prosecutor requested the first-
instance court in Milan in charge of the case to impose sanctions on our Chairman and chief executive officer, on
the other two board members, and on San Faustin. On May 26, 2022, the first-instance court dismissed the case
brought by the public prosecutor against the defendants for lack of jurisdiction and stated that the criminal
proceeding should not have been initiated. On February 22, 2024, the court of appeals referred the case to the
court of cassation, which, on May 23, 2024, confirmed the decision of the first-instance court and closed the case.
In June 2020, the Brazilian public prosecutors’ office requested the indictment of several individuals, including three
executives or former executives of Confab and a former agent of Confab, charging them with the alleged crimes
of corruption in relation to contracts executed between 2007 and 2010, and money laundering in relation to
payments between 2009 and 2013. On December 11, 2024, the Confab executives were acquitted. The acquittal
has already been appealed, so the criminal proceedings continue to be underway. Neither the Company nor Confab
is a party to these criminal proceedings.
In addition, Petrobras and the Brazilian public prosecutors filed civil claims for alleged damages arising from the
same events against, among others, Confab and the Confab executives named in the criminal proceedings referred
to above. Confab became aware of these civil claims in September 2022. As of December 31, 2024, the aggregate
amount of these claims was estimated at BRL193.2 million (or approximately $31.2 million). The plaintiffs also seek
that Confab be prohibited from contracting with, or receiving benefits or exemptions from, the Brazilian state for
an unspecified term. Confab believes these claims do not address either the defence arguments or the evidence
available to the plaintiffs in Brazil and presented in other jurisdictions and is contesting them. At this stage, the
Company cannot predict the outcome of these civil proceedings.
In late March 2024, the Company became aware of a resolution of Brazil’s General Controllers Office, which opened
administrative responsibility proceedings against Confab and other non-Tenaris affiliates and formed an
investigative commission charged with investigating the same purported irregularities. Confab received notice of
these proceedings in February 2025, and believes that the General Controllers’ Office’s allegations do not address
either the defence arguments or the evidence available to the plaintiffs in Brazil and presented in other jurisdictions.
Although the Company is defending itself, it cannot predict the outcome of these administrative proceedings.
Note 19 – Atlas Operating Product Claim Liability
On November 15, 2024, Atlas Operating LLC (“Atlas Operating”) filed a third-party claim against among others,
the Company and certain of the Company’s U.S. subsidiaries for negligence, strict liability, breach of warranty and
misrepresentation following three alleged casing breaches on or about November 18, 2022. Atlas Operating claims
to have purchased, from Atlas Tubular, LLC, casing that was designed, manufactured, supplied and distributed by
the Tenaris entities and other defendants. Atlas Operating asserts damages in the order of $5 million. Tenaris’s
insurance carrier has been notified of the claim. At this point, the Company, cannot predict the ultimate resolution
of the matter.
Note 20 – Off balance sheet commitments
Under a loan agreement between the associated company Techgen S.A. de C.V. (“Techgen”) and various lenders,
the Company issued guarantees covering the funding obligations that as of December 31, 2024 and 2023,
amounted to approximately $10.9 million.
Annual Accounts – Tenaris S.A.
December 31, 2024 and 2023 - all amounts in U.S. dollars, unless otherwise stated
352
Note 21 – Climate change
Tenaris carefully assesses the potential impact of climate change and energy transition on its business and on the
risks to its markets and its tangible and intangible assets, and adapts its business strategy accordingly.
In February 2021 Tenaris set a medium-term target to reduce its carbon emissions intensity rate by 30% by 2030,
compared to a 2018 baseline, considering Scopes 1 and 2 emissions plus Scope 3 emissions related to raw materials
and steel purchased from third parties. In February 2025, the baseline for this medium-term target was reset to take
into account the expanded perimeter of Tenaris through various acquisitions since 2018, the inclusion of intermill
transportation emissions within the target scope, and additions and other changes in raw material emission factors
to more accurately represent their use in its operations. The Company aims to achieve this target by using a higher
proportion of recycled steel scrap in the metallic mix, by making investments to increase energy efficiency and the
use of renewable energy in its energy requirements, and selective sourcing for raw material and steel purchases.
In particular, a large proportion of these investments in projects aimed at reducing emissions are being directed to
installing renewable energy capacity for use in the Company’s operations. In October 2023, following an investment
of approximately $200 million, Tenaris put into operation a wind farm in Argentina, which supplies, through the
interconnected grid, 103.2 MW of power, or close to 50% of their total electric power requirements, to its industrial
facilities in Campana. In November 2023, the Company’s Board of Directors approved an investment plan to build
a second wind farm in Argentina at a cost of approximately $214 million, which would supply a further 30% of the
current energy requirements of its facilities in Campana.
Tenaris encourages the use of sustainable practices among its suppliers, and in March 2023, it adopted a Sustainable
Sourcing Policy to enhance its efforts in this area. The new Sustainability Sourcing Policy will help Tenaris to
understand better the real emission levels of its suppliers and identify opportunities for improvement in line with its
reduction target.
The medium-term target forms part of a broader objective of decarbonizing the Company’s operations and reaching
carbon neutrality. At the same time, the Company is increasing its sales for low-carbon energy applications, such
as hydrogen, geothermal and carbon capture and storage. These sales currently account for a relatively small
proportion of overall sales but are expected to grow in the coming years.
In its assessment of climate change and energy transition potential impact on operations, Tenaris also considers that
the countries in which it operates and its customers are also establishing their own decarbonization strategies and
objectives, and that some customers are requesting specific information from their suppliers, including Tenaris,
concerning the carbon emissions and Environmental, Social and Governance (“ESG”) practices in their supply chain,
and that they may adjust their supply practices in light of that information.
The recoverable value assessments performed by the Company for purposes of the preparation of these Annual
Accounts reflects management’s views on the energy transition and climate change and their potential medium-
and long-term impact on Tenaris’s operations and its sales. In addition, the Company carefully monitors the
medium- and long-term outlook scenarios published by leading industry experts on how the energy transition could
affect global demand for energy and oil and gas and how this could affect the global demand for tubular products
and its sales. Furthermore, estimates and assumptions used in the Company’s valuations are based on available
information and current government regulations on energy transition and climate-related matters, as well as on
Tenaris’s current short-term investment plans. As of the date of these Annual Accounts, the Company does not
believe that climate-related matters should trigger any material adjustments to the conclusions of its impairment
tests or the valuation of the above-mentioned areas.
Annual Accounts – Tenaris S.A.
December 31, 2024 and 2023 - all amounts in U.S. dollars, unless otherwise stated
353
Note 22 – Share buyback program
First Share Buyback Program
On November 1, 2023, the Company’s board of directors approved a share buyback program of up to $1.2 billion,
to be executed within a year, with the intention to cancel the ordinary shares acquired through the program.
The share buyback program was carried out under the authority granted by the annual general meeting of
shareholders held on June 2, 2020, up to a maximum of 10% of the Company’s shares.
For purposes of carrying out each tranche of the first share buyback program, Tenaris entered into non-discretionary
buyback agreements with primary financial institutions that made trading decisions concerning the timing of the
purchases of Tenaris’s ordinary shares independently of and uninfluenced by Tenaris and acted in compliance with
applicable rules and regulations, including the Market Abuse Regulation 596/2014 and the Commission Delegated
Regulation (EU) 2016/1052.
During the first share buyback program, which was divided into four tranches and ran from November 5, 2023, to
(and including) August 2, 2024, the Company purchased 71,679,768 ordinary shares, representing 6.07% of the
Company’s issued share capital at the beginning of the program, for a total consideration of $1.2 billion.
Second Share Buyback Program
On November 6, 2024, the Company’s board of directors approved a follow-on share buyback program of up to
$700 million, with the intention to cancel the ordinary shares acquired through the program, under the authority
granted by the annual general meeting of shareholders held on June 2, 2020, up to a maximum of 10% of the
Company’s shares.
This follow-on share buyback program covers up to $700 million (excluding incidental transaction fees), subject to
a maximum of 46,373,915 ordinary shares representing the remainder 3.93% of the Company’s issued share capital
(measured also as at the launch of the first share buyback program), to complete the maximum of 10% of the share
capital that may be repurchased by the Company).
During the year ended December 31, 2024, the Company purchased 83,616,548 shares, for $1,441.8 million.
During the year ended December 31, 2023, the Company purchased 12,648,091 shares, for a value of $213.7
million.
For purposes of carrying out the second share buyback program, Tenaris entered into a non-discretionary buyback
agreement with a primary financial institution that makes trading decisions concerning the timing of the purchases
of Tenaris’s ordinary shares independently of and uninfluenced by Tenaris and will act in compliance with applicable
rules and regulations, including the Market Abuse Regulation 596/2014 and the Commission Delegated Regulation
(EU) 2016/1052.
On April 30, 2024, the extraordinary shareholders meeting approved the cancellation of 17,779,302 ordinary shares
held by the Company, which had been acquired throughout the first tranche of the first share buyback program,
and resolved to approve the corresponding reduction of the issued share capital of the Company and the
corresponding amendment of the first paragraph of article 5 of the Company’s articles of association. As a result,
effective April 30, 2024, the share capital of the Company was reduced from $1,180,536,830 (represented by
1,180,536,830 shares with a par value of $1.00 per share) to $1,162,757,528 (represented by 1,162,757,528
shares with a par value of $1.00 per share).
As of December 31, 2024, the Company held 78,485,337 own shares, for an amount of $1,355.7 million, included
in “Investments” in the balance sheet. The Company intends to cancel all its own shares purchased under the share
buyback programs in due course.
As of December 31, 2024, the remaining amount to be purchased under the second program amounted to
approximately $243.3 million.
Annual Accounts – Tenaris S.A.
December 31, 2024 and 2023 - all amounts in U.S. dollars, unless otherwise stated
354
Note 23 – Events after the reporting period
Annual Dividend Proposal
On February 19, 2025, the Company’s Board of Directors proposed, for the approval of the Annual General
Shareholders' meeting to be held on May 6, 2025, the payment of an annual dividend of $0.83 per ordinary share,
or approximately $0.9 billion, which includes the interim dividend of $0.27 per ordinary share or approximately
$0.3 billion, paid on November 20, 2024. If the annual dividend is approved by the shareholders, a dividend of
$0.56 per ordinary share, or approximately $0.6 billion will be paid on May 21, 2025, with record date on May 20,
2025. These Annual Accounts do not reflect this dividend payable.
Share buyback Second Program Completion
On March 4, 2025, the Company announced the completion of its second Share Buyback Program. During the
Program, which ran from November 11, 2024, until March 4, 2025, the Company purchased a total of 36,862,132
ordinary shares, for a total consideration of approximately $691.6 million (net of a performance amount of
approximately $8.4 million). As of March 4, 2025, the Company held 90,762,598 own shares. The Company intends
to cancel all ordinary own shares purchased under the share buyback programs in due course.
Alicia Móndolo
Chief Financial Officer
Annual Report 2024
355
MANAGEMENT CERTIFICATION
We confirm, to the best of our knowledge, that:
1. the consolidated financial statements prepared in conformity with International Financial Reporting
Standards (“IFRS”), as issued by the International Accounting Standards Board and in accordance with IFRS
as adopted by the European Union, included in this annual report, give a true and fair view of the assets,
liabilities, financial position and profit or loss of Tenaris S.A. and its consolidated subsidiaries, taken as a
whole;
2. the annual accounts prepared in accordance with Luxembourg legal and regulatory requirements, included
in this annual report, give a true and fair view of the assets, liabilities, financial position and profit or loss of
Tenaris S.A.; and
3. the consolidated management report on the consolidated financial statements included in this annual
report, which has been combined with the management report on the annual accounts included in this
annual report, gives a fair review of the development and performance of the business and the position of
Tenaris S.A., or Tenaris S.A. and its consolidated subsidiaries, taken as a whole, as applicable, together
with a description of the principal risks and uncertainties they face.
Chief Executive Officer
Paolo Rocca
April 1, 2025
Chief Financial Officer
Alicia Móndolo
April 1, 2025
Annual Report 2024
356
EXHIBITS
Exhibit 1
Principal subsidiaries
We conduct all our operations through subsidiaries. The following table shows the principal subsidiaries of the
Company and its direct and indirect ownership in each subsidiary as of December 31, 2024, 2023 and 2022.
Company
Country of
Incorporation
Main activity
Percentage of ownership
at December 31, (*)
2024
2023
2022
ALGOMA TUBES INC.
Canada
Manufacturing of welded and seamless steel pipes
100%
100%
100%
BREDERO SHAW INTERNATIONAL B.V.
and subsidiaries
Netherlands
Holding company and supplier of pipe coating
services
100%
100%
NA
CONFAB INDUSTRIAL S.A. and subsidiaries
Brazil
Manufacturing of welded steel pipes
100%
100%
100%
DALMINE S.p.A. and subsidiaries (a)
Italy
Manufacturing of seamless steel pipes
100%
100%
100%
EXIROS B.V. and subsidiaries (b)
Netherlands
Procurement and trading services
50%
50%
50%
HYDRIL COMPANY
USA
Manufacturing and marketing of premium
connections
100%
100%
100%
MAVERICK TUBE CORPORATION and
subsidiaries
USA
Manufacturing of welded and seamless steel pipes
100%
100%
100%
P.T. SEAMLESS PIPE INDONESIA JAYA
Indonesia
Manufacturing of seamless steel products
89%
89%
89%
SILCOTUB S.A.
Romania
Manufacturing of seamless steel pipes
100%
100%
100%
SAUDI STEEL PIPE CO. and subsidiaries (c)
Saudi Arabia
Manufacturing of welded steel pipes
48%
48%
48%
SIAT SOCIEDAD ANONIMA
Argentina
Manufacturing of welded steel pipes
100%
100%
100%
SIDERCA SOCIEDAD ANONIMA
INDUSTRIAL Y COMERCIAL and
subsidiaries (d)
Argentina
Manufacturing of seamless steel pipes
100%
100%
100%
TALTA - TRADING E MARKETING
SOCIEDADE UNIPESSOAL LDA.
Portugal
Holding company
100%
100%
100%
TENARIS BAY CITY, INC.
USA
Manufacturing of welded and seamless steel pipes
100%
100%
100%
TENARIS CONNECTIONS BV
Netherlands
Development, management and licensing of
intellectual property
100%
100%
100%
TENARIS FINANCIAL SERVICES S.A.
Uruguay
Financial operations
100%
100%
100%
TENARIS GLOBAL SERVICES (CANADA)
INC.
Canada
Marketing of steel products
100%
100%
100%
TENARIS GLOBAL SERVICES (U.S.A.)
CORPORATION
USA
Marketing of steel products
100%
100%
100%
TENARIS GLOBAL SERVICES (UK) LTD
United
Kingdom
Holding company and marketing of steel products
100%
100%
100%
TENARIS GLOBAL SERVICES S.A. and
subsidiaries
Uruguay
Marketing, distribution of steel products and holding
company
100%
100%
100%
TENARIS INVESTMENTS (NL) B.V. and
subsidiaries
Netherlands
Holding company
100%
100%
100%
TENARIS GLOBAL SERVICES and
INVESTMENTS S.àr.l. and subsidiaries
Luxembourg
Marketing and distribution of steel products,
financial operations and holding company
100%
100%
100%
TENARIS QINGDAO STEEL PIPES LTD.
China
Processing of premium joints, couplings and
automotive components
100%
100%
100%
TENARIS TUBOCARIBE LTDA.
Colombia
Manufacturing of welded and seamless steel pipes
100%
100%
100%
TUBOS DE ACERO DE MEXICO, S.A. and
subsidiaries
Mexico
Manufacturing of seamless steel pipes
100%
100%
100%
(*) All percentages rounded.
Tenaris holds 40% of Tubular Technical Services Ltd. and Pipe Coaters Nigeria Ltd., 49% of Tubulars Finishing Nigeria Limited, 49% of Amaja
Tubular Services Limited, 60% of Tenaris Baogang Baotou Steel Pipes Ltd. Until 2022 held 98.4% of Tenaris Supply Chain S.A.
(a) Dalmine S.p.A holds 57% of Immobiliare Cultura Industriale S.R.L.
(b) Tenaris holds 50% of the voting rights and Ternium owns the remaining 50%. Exiros provides purchase agency services and raw materials and
other products to various companies controlled by or under the significant influence of San Faustin. Pursuant to the Exiros shareholders’ agreement.
Tenaris recognizes Exiros’ assets, liabilities, revenue and expenses in relation to its interest in the joint operation.
(c) Saudi Steel Pipe Company is a public company listed in the Saudi Arabian Stock Exchange (
Tad
ā
wul
), Tenaris holds 47.79% and has the right to
nominate the majority of the members of the board of directors, therefore Tenaris has control over SSPC. Since May, 2023, Saudi Steel Pipe Co.
holds 57.3% of Global Pipe Company, therefore Tenaris has control over GPC.
(d) Until its liquidation in April 2023 Siderca held 51% of NKKTubes.
Annual Report 2024
357
Exhibit 2
Ratios
Liquid financial assets to total assets
At December 31,
Thousands of U.S. dollars
2024
2023
2022
Cash and cash equivalents
675,256
1,637,821
1,091,527
Other current investments
2,372,999
1,969,631
438,448
Non-current investments
998,251
398,220
113,574
Liquid financial assets
4,046,506
4,005,672
1,643,549
Total assets
20,450,125
21,081,895
17,550,246
Ratio
0.20
0.19
0.09
Total liabilities to total assets ratio
At December 31,
Thousands of U.S. dollars
2024
2023
2022
Total liabilities
3,636,290
4,051,458
3,515,809
Total assets
20,450,125
21,081,895
17,550,246
Ratio
0.18
0.19
0.20
Current borrowings to total borrowings
At December 31,
Thousands of U.S. dollars
2024
2023
2022
Current borrowings
425,999
535,133
682,329
Total borrowings
437,398
583,437
728,762
Ratio
0.97
0.92
0.94
Annual Report 2024
358
Exhibit 3
Alternative performance measures
EBITDA, Earnings before interest, tax, depreciation and amortization
EBITDA provides an analysis of the operating results excluding depreciation and amortization and impairments, as
they are non-cash variables which can vary substantially from company to company depending on accounting
policies and the accounting value of the assets. EBITDA is an approximation to pre-tax operating cash flow and
reflects cash generation before working capital variation. EBITDA is widely used by investors when evaluating
businesses (multiples valuation), as well as by rating agencies and creditors to evaluate the level of debt,
comparing EBITDA with net debt.
EBITDA is calculated in the following manner:
EBITDA = Net income for the period + Income tax charge +/- Equity in Earnings (losses) of non-consolidated
companies +/- Financial results + Depreciation and amortization +/- Impairment charge/(reversal)
EBITDA is a non-IFRS alternative performance measure.
For the year ended December 31,
Millions of U.S. dollars
2024
2023
2022
Net income
2,077
3,958
2,549
Income tax charge
480
675
617
Equity in earnings of non-consolidated companies
(9)
(95)
(209)
Financial results
(129)
(221)
6
Depreciation and amortization
633
549
608
Impairment charge
-
-
77
EBITDA
3,052
4,865
3,648
Net cash / (debt) position
This is the net balance of cash and cash equivalents, other current investments and fixed income investments held
to maturity less total borrowings. It provides a summary of the financial solvency and liquidity of the company.
Net cash / (debt) is widely used by investors and rating agencies and creditors to assess the company’s leverage,
financial strength, flexibility and risks.
Net cash/ debt is calculated in the following manner:
Net cash= Cash and cash equivalents + Other investments (Current and Non-Current) +/- Derivatives hedging
borrowings and investments – Borrowings (Current and Non-Current).
Net cash is a non-IFRS alternative performance measure.
At December 31,
Millions of U.S. dollars
2024
2023
2022
Cash and cash equivalents
675
1,638
1,092
Other current investments
2,373
1,970
438
Non-current investments
998
398
114
Derivatives hedging borrowings and investments
-
-
6
Current borrowings
(426)
(535)
(682)
Non-current borrowings
(11)
(48)
(46)
Net cash position
3,609
3,422
921
Annual Report 2024
359
Free Cash Flow
Free cash flow is a measure of financial performance, calculated as operating cash flow less capital expenditures.
FCF represents the cash that a company is able to generate after spending the money required to maintain or
expand its asset base.
Free cash flow is calculated in the following manner:
Free cash flow = Net cash (used in) provided by operating activities – Capital expenditures.
Free cash flow is a non-IFRS alternative performance measure. Net cash provided by operating activities for the
year 2024 amounted to $2,866 million.
For the year ended December 31,
Millions of U.S. dollars
2024
2023
2022
Net cash provided by operating activities
2,866
4,395
1,167
Capital expenditures
(694)
(619)
(378)
Free cash flow
2,172
3,776
789
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Number
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