-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Fw8BlhAUaOE6YBRFYfT/ZfRhDA42JR9+l6uHgo1sDpxF/CMouNN5kXfYB72N3P7E hDJg+kNa0H5PwkvIfE3FyA== 0001157523-07-007401.txt : 20070727 0001157523-07-007401.hdr.sgml : 20070727 20070727094215 ACCESSION NUMBER: 0001157523-07-007401 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20070726 FILED AS OF DATE: 20070727 DATE AS OF CHANGE: 20070727 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Ternium S.A. CENTRAL INDEX KEY: 0001342874 STANDARD INDUSTRIAL CLASSIFICATION: STEEL WORKS, BLAST FURNACES ROLLING MILLS (COKE OVENS) [3312] IRS NUMBER: 000000000 STATE OF INCORPORATION: N4 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32734 FILM NUMBER: 071004901 BUSINESS ADDRESS: STREET 1: 46A, AVENUE JOHN F. KENNEDY 2ND FLOOR CITY: LUXEMBOURG STATE: N4 ZIP: L-1855 BUSINESS PHONE: (352) 4661-11-3815 MAIL ADDRESS: STREET 1: 46A, AVENUE JOHN F. KENNEDY 2ND FLOOR CITY: LUXEMBOURG STATE: N4 ZIP: L-1855 6-K 1 a5457626.txt TERNIUM S.A. 6-K FORM 6 - K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Report of Foreign Private Issuer Pursuant to Rule 13a - 16 or 15d - 16 of the Securities Exchange Act of 1934 As of 7/26/2007 Ternium S.A. (Translation of Registrant's name into English) Ternium S.A. 46a, Avenue John F. Kennedy - 2nd floor L-1855 Luxembourg (Address of principal executive offices) Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or 40-F. Form 20-F [X] Form 40-F [_] Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12G3-2(b) under the Securities Exchange Act of 1934. Yes [_] No [X] If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): Not applicable The attached material is being furnished to the Securities and Exchange Commission pursuant to Rule 13a-16 and Form 6-K under the Securities Exchange Act of 1934, as amended. This report contains Ternium S.A.'s press release announcing it obtains full ownership of Grupo Imsa. Ternium Obtains Full Ownership of Grupo Imsa LUXEMBOURG--(BUSINESS WIRE)--July 26, 2007--Ternium S.A. (NYSE:TX) announced today that, following the settlement of its previously announced tender offer for shares of Mexico-based steel producer Grupo Imsa S.A.B. de C.V. and the concurrent redemption of those shares not tendered during the tender offer, it now owns all of the outstanding share capital of Grupo Imsa. All of the shares tendered and redeemed received the same price of US$6.40 per share in cash. With the completion of the transactions described above, Ternium has significantly expanded its business in North America, a region that now accounts for a majority of its net sales, and has broadened its presence in Mexico, which is the second largest flat steel market in the Americas behind the United States. Ternium plans to move promptly to integrate Grupo Imsa into its industrial and supply-chain systems. To finance the transactions consummated today, partially refinance existing debt and pay associated taxes and expenses, Ternium and certain of its Mexican subsidiaries (including Grupo Imsa) are or will become parties to syndicated term loan facilities in the aggregate principal amount of up to US$3.8 billion. Ternium will consolidate Grupo Imsa's balance sheet and results of operations in its consolidated financial statements from July 26, 2007. Forward Looking Statements Some of the statements contained in this press release are "forward-looking statements." Forward-looking statements are based on management's current views and assumptions and involve known and unknown risks that could cause actual results, performance or events to differ materially from those expressed or implied by those statements. These risks include but are not limited to risks arising from uncertainties as to gross domestic product, related market demand, global production capacity, tariffs, cyclicality in the industries that purchase steel products and other factors beyond Ternium's control. About Grupo Imsa Grupo Imsa is a steel manufacturer with operations in Mexico, the United States and Guatemala. It has an annual production capacity of 2.2 million tons of hot rolled coils, 1.8 million tons of cold rolled products and 1.7 million tons of galvanized products. In addition, Grupo Imsa produces panels and other steel products. Grupo Imsa had net sales of US$3.4 billion in 2006. About Ternium Ternium is one of the leading steel companies in the Americas, producing a wide range of flat and long steel products. With operations in Mexico, Argentina and Venezuela and 18,000 employees, Ternium had net sales of US$6.6 billion and shipments of 9.0 million tons of steel products in 2006. More information about Ternium is available at www.ternium.com. CONTACT: Ternium Investor Relations: Sebastian Marti, +1 866-890-0443 or +52 81-8865-2111 or +54 11-4018-2389 www.ternium.com SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. TERNIUM S.A. By: /s/ Roberto Philipps By: /s/ Daniel Novegil ---------------- -------------- Name: Roberto Philipps Name: Daniel Novegil Title: Chief Financial Officer Title: Chief Executive Officer Dated: July 26, 2007 -----END PRIVACY-ENHANCED MESSAGE-----