UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
February 19, 2013
Commission File Number 001-10888
TOTAL S.A.
(Translation of registrants name into English)
2, place Jean Millier
La Défense 6
92400 Courbevoie
France
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrants home country), or under the rules of the home country exchange on which the registrants securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrants security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes o No x
(If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- .)
THIS REPORT ON FORM 6-K SHALL BE DEEMED TO BE INCORPORATED BY REFERENCE IN THE REGISTRATION STATEMENT ON FORM F-3 (NOS. 333-180967, 333-180967-01, 333-180967-02 AND 333-180967-03) OF TOTAL S.A., TOTAL CAPITAL INTERNATIONAL, TOTAL CAPITAL CANADA LTD. AND TOTAL CAPITAL AND THE REGISTRATION STATEMENTS ON FORM S-8 (NOS. 333-126463, 333-144415, 333-150365, 333-150366, 333-169828, 333-172832, 333-183144 AND 333-185168) OF TOTAL S.A., AND TO BE PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.
TOTAL S.A. is providing on this Form 6-K its results for the fourth quarter of 2012 and the year ended December 31, 2012, and a description of certain recent developments relating to its business, as well as a capitalization table as of December 31, 2012, and a ratio of earnings to fixed charges for each of the five years ended December 31, 2012, 2011, 2010, 2009 and 2008, together with the computation of the ratio of earnings to fixed charges.
EX-99.1: Results for the Fourth Quarter of 2012 and the Year Ended December 31, 2012 |
EX-99.2: Recent Developments |
EX-99.3: Ratio of Earnings to Fixed Charges and Capitalization and Indebtedness |
EX-99.4: Computation of Ratio of Earnings to Fixed Charges |
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.
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TOTAL S.A. | ||
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Date: February 19, 2013 |
By: |
/s/ HUMBERT DE WENDEL | |
|
|
Name: |
Humbert de WENDEL |
|
|
Title: |
Treasurer |
Exhibit 99.1 |
|
Results for the Fourth Quarter of 2012 and the Year Ended December 31, 2012 |
|
|
|
Exhibit 99.2 |
|
Recent Developments |
|
|
|
Exhibit 99.3 |
|
Ratio of Earnings to Fixed Charges and Capitalization and Indebtedness |
|
|
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Exhibit 99.4 |
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Computation of Ratio of Earnings to Fixed Charges |
Exhibit 99.1
OPERATING AND FINANCIAL REVIEW AND PROSPECTS
The financial information in this Form 6-K concerning TOTAL S.A. and its subsidiaries and affiliates (collectively, TOTAL or the Group) with respect to the fourth quarter of 2012 and the year ended December 31, 2012, has been derived from TOTALs unaudited consolidated financial statements for the fourth quarter of 2012 and the year ended December 31, 2012.
The following discussion should be read in conjunction with the unaudited interim consolidated financial statements and the related notes provided elsewhere in this Form 6-K, the unaudited interim consolidated financial statements and related notes for the third quarter of 2012 and nine months ended September 30, 2012, contained in TOTALs Form 6-K filed with the Securities and Exchange Commission (the SEC) on November 5, 2012, and with the information, including the audited financial statements and related notes, for the year ended December 31, 2011, in TOTALs Annual Report on Form 20-F for the year ended December 31, 2011, filed with the SEC on March 26, 2012, as amended on March 27, 2012.
· KEY FIGURES AND CONSOLIDATED ACCOUNTS OF TOTAL*
4Q12 |
|
3Q12 |
|
4Q11 |
|
4Q12 vs |
|
in millions of euros |
|
2012 |
|
2011 |
|
2012 vs |
|
49,868 |
|
49,890 |
|
47,492 |
|
+5 |
% |
Sales |
|
200,061 |
|
184,693 |
|
+8 |
% |
|
|
|
|
|
|
|
|
Adjusted net operating income from business segments** |
|
|
|
|
|
|
|
2,679 |
|
2,891 |
|
2,852 |
|
-6 |
% |
· Upstream |
|
11,186 |
|
10,602 |
|
+6 |
% |
406 |
|
564 |
|
35 |
|
x12 |
|
· Refining & Chemicals |
|
1,414 |
|
848 |
|
+67 |
% |
273 |
|
243 |
|
162 |
|
+69 |
% |
· Marketing & Services |
|
837 |
|
813 |
|
+3 |
% |
1.05 |
|
1.35 |
|
1.01 |
|
+4 |
% |
Fully-diluted earnings per share (euros) |
|
4.72 |
|
5.44 |
|
-13 |
% |
2,270 |
|
2,268 |
|
2,264 |
|
|
|
Fully-diluted weighted-average shares (millions) |
|
2,267 |
|
2,257 |
|
|
|
2,381 |
|
3,066 |
|
2,290 |
|
+4 |
% |
Net income (Group share) |
|
10,694 |
|
12,276 |
|
-13 |
% |
6,623 |
|
5,416 |
|
7,367 |
|
-10 |
% |
Investments*** |
|
22,943 |
|
24,541 |
|
-7 |
% |
1,566 |
|
1,635 |
|
1,495 |
|
+5 |
% |
Divestments |
|
5,871 |
|
8,578 |
|
-32 |
% |
5,057 |
|
3,781 |
|
5,872 |
|
-14 |
% |
Net investments |
|
17,072 |
|
15,963 |
|
+7 |
% |
5,865 |
|
5,163 |
|
2,794 |
|
x2 |
|
Cash flow from operations |
|
22,462 |
|
19,536 |
|
+15 |
% |
* Adjusted results are defined as income using replacement cost, adjusted for special items, excluding the impact of changes for fair value. See Analysis of business segment results below for further details.
** For a discussion of the segment reorganizations effective as of January 1, 2012 and July 1, 2012, see Analysis of business segments below.
*** Including acquisitions.
· FOURTH QUARTER 2012 RESULTS
· Sales
In the fourth quarter 2012, the Brent price averaged 110.1 $/b, an increase of 1% compared to the fourth quarter 2011 and the third quarter 2012. The European refining margin indicator (ERMI) averaged $33.9/t for the fourth quarter 2012, compared to $15.1/t for the fourth quarter 2011 and $51.0/t for the third quarter 2012.
The euro-dollar exchange rate averaged $1.30/ in the fourth quarter 2012, compared to $1.35/ in the fourth quarter 2011 and $1.25/ in the third quarter 2012.
In this environment, sales were 49,868 million in the fourth quarter 2012, an increase of 5% compared to 47,492 million in the fourth quarter 2011 and stable compared to the third quarter 2012.
· Net income
Net income (Group share) in the fourth quarter 2012 increased by 4% to 2,381 million from 2,290 million in the fourth quarter 2011, mainly due to the increased results of the Refining & Chemicals segment and, to a lesser extent, the Marketing & Services segment mitigated by the impact of the after-tax inventory valuation effect. The after-tax inventory valuation effect (as defined below under Analysis of business segment results) had a negative impact on net income (Group share) of 312 million in the fourth quarter 2012, primarily as a result of the decrease in the price of Brent during the period, and a positive impact of 49 million in the fourth quarter 2011. The changes in fair value of trading inventories and storage contracts (as defined below under Analysis of business segment results) had a positive impact on net income (Group share) of 10 million in the fourth quarter 2012 and a positive impact of 20 million in the fourth quarter 2011. Special items had a negative impact on net income (Group share) of 398 million in the fourth quarter 2012, comprised essentially of an impairment of chemicals assets in Europe, a reserve for the restoration of the Lacq site in
France where activities will be shut-down and a provision for abandonment costs relating to Elgin in the UK, which were partially offset by gains on the sale of Upstream assets in Colombia. Special items had a negative impact on net income (Group share) of 504 million in the fourth quarter 2011, comprised essentially of impairments on European refining and renewable energy assets, partially offset by the gain on the sale of the Gassled pipeline in Norway.
Fully-diluted earnings per share, based on 2,270 million fully-diluted weighted-average shares, was 1.05 in the fourth quarter 2012 compared to 1.01 in the fourth quarter 2011, an increase of 4%.
· Investments divestments(1)
Investments, excluding acquisitions of 578 million and including the change in non-current loans of negative 181 million, in the fourth quarter 2012 were 5.4 billion compared to 5.2 billion in the fourth quarter 2011.
Acquisitions were 578 million in the fourth quarter 2012, comprised essentially of the acquisition of exploration licenses in Iraq, Bulgaria, Kazakhstan and Yemen, the acquisition of Upstream assets in Norway, and a carry agreement in the Utica shale gas and condensates field in the United States. Acquisitions were 1,858 million in the fourth quarter 2011.
Asset sales in the fourth quarter 2012 were 881 million, including mainly the sale of the Upstream affiliate in Colombia, Upstream assets in the UK, Nigeria and Norway, and the Groups interest in the French company Geostock. Asset sales were 1,211 million in the fourth quarter 2011.
Net investments(2) in the fourth quarter 2012 were 5.1 billion compared to 5.9 billion in the fourth quarter 2011.
· Cash flow
Cash flow from operating activities in the fourth quarter 2012 was 5,865 million compared to 2,794 million in the fourth quarter 2011. This increase of more than 100% is explained essentially by lower working capital requirements, noting that the fourth quarter 2011 was impacted by a significant increase in working capital requirements at year-end. Cash flow from operating activities was affected by the impact of changes in oil products prices on the Groups working capital requirement. As IFRS rules account for inventories of petroleum products according to the FIFO method, an increase in oil and oil products prices at the end of the relevant period compared to the beginning of the same period generates, all other factors remaining equal, an increase in inventories and accounts receivable net of an increase in accounts payable, resulting in an increase in working capital requirements. Similarly, a decrease in oil and oil products prices generates a decrease in working capital requirements.
The Groups net cash flow(3) in the fourth quarter 2012 was positive 808 million compared to negative 3,078 million in the fourth quarter 2011, due to a significant increase in cash flow from operations and lower net investments compared to those in the fourth quarter 2011.
· RESULTS FOR THE FULL YEAR 2012
· Sales
On average, the oil market environment was stable compared to the previous year. For 2012, the average Brent price remained around $111.7/b and the average realized price of gas for the Group increased by 3% to $6.74/Mbtu, compared to $6.53/Mbtu in 2011. In the Downstream, the ERMI increased to $36.0/t on average for 2012, compared to $17.4/t in 2011.
The euro-dollar exchange rate averaged $1.28/ in 2012 compared to $1.39/ in 2011.
In this environment, sales in 2012 were 200,061 million, an increase of 8% compared to 184,693 million for 2011.
· Net income
Net income (Group share) in 2012 decreased by 13% to 10,694 million from 12,276 million in 2011, mainly due to the impacts of the after-tax inventory valuation effect and special items. The after-tax inventory valuation effect (as defined below under Analysis of business segment results) had a negative impact on net income (Group share) of 157 million in 2012, and a positive impact of 834 million in 2011. The changes in fair value of trading inventories and storage contracts (as defined below under Analysis of business segment results) had a negative impact on net income (Group share) of 7 million in 2012 and a positive impact of 32 million in 2011. Special items had a negative impact on net income (Group share) of 1,503 million in 2012, comprised essentially of an impairment of assets in the Barnett in the United States (737 million), provisions for abandonment costs relating to Elgin in the UK (217 million), a one-off tax of 4% on petroleum stocks in France (158 million), an impairment of chemicals assets in Europe (178 million) and a provision related to the progress of discussions between the Department of Justice, the SEC and TOTAL to resolve issues arising from an investigation concerning gas contracts awarded in Iran in the 1990s (316 million, or
(1) Detail shown on page 13 of this exhibit.
(2) Net investments = investments including acquisitions and changes in non-current loans asset sales.
(3) Net cash flow = cash flow from operations net investments.
$398 million), as described in TOTALs Annual Reports on Form 20-F and Form 6-K filed with the SEC on August 1, 2012, which were partially offset by gains on asset sales (581 million). Special items had a negative impact on net income (Group share) of 14 million in the fourth quarter 2011, comprised mainly of 1,014 million of impairments and 1,538 million of gains on asset sales.
On December 31, 2012, there were 2,270.4 million fully-diluted shares compared to 2,263.8 million on December 31, 2011.
Fully-diluted earnings per share, based on 2,267 million weighted-average shares, was 4.72 in 2012 compared to 5.44 in 2011, a decrease of 13%.
· Investments divestments(4)
Investments, excluding acquisitions of 3.1 billion and including the change in non-current loans of 664 million, in 2012 were 18.5 billion compared to 14.8 billion in 2011, due to an increase in investments relating to new Upstream projects under development.
Acquisitions in 2012 were 3.1billion, comprised essentially of the acquisition of interests in exploration and production licenses in Uganda, an additional 1.3% stake in Novatek, various exploration licenses, the minority interest in Fina Antwerp Olefins and the carry agreement in the Utica shale gas and condensates field in the United States. Acquisitions were 8.8 billion in 2011.
Asset sales in 2012 were 4.6 billion, comprised essentially of sales of the remainder of the Groups shares of Sanofi, a stake in the Gassled pipeline in Norway, Upstream assets in Nigeria, the UK, Colombia and France, as well as interests in Pec-Rhin and Geostock in France and in Composites One in the United States. Asset sales in 2011 were 7.7 billion.
Net investments in 2012 were 17.1 billion compared to 16.0 billion in 2011.
· Cash flow
Cash flow from operating activities in 2012 was 22,462 million compared to 19,536 million in 2011, an increase of 15% compared to 2011, essentially due to the change in working capital requirements between the two periods. Cash flow from operating activities was affected by the impact of changes in oil products prices on the Groups working capital requirement. As IFRS rules account for inventories of petroleum products according to the FIFO method, an increase in oil and oil products prices at the end of the relevant period compared to the beginning of the same period generates, all other factors remaining equal, an increase in inventories and accounts receivable net of an increase in accounts payable, resulting in an increase in working capital requirements. Similarly, a decrease in oil and oil products prices generates a decrease in working capital requirements.
The Groups net cash flow in 2012 was 5,390 million compared to 3,573 million in 2011, reflecting mainly a favorable evolution in working capital requirements partially offset by a higher level of net investments.
The net-debt-to-equity ratio on December 31, 2012 was 21.4%, compared to 23.0% on December 31, 2011.(5)
· ANALYSIS OF BUSINESS SEGMENT RESULTS
In October 2011, the Group announced a proposed reorganization of its Downstream and Chemicals segments. The procedure for informing and consulting with employee representatives took place and the reorganization became effective on January 1, 2012. This led to organizational changes, with the creation of: a Refining & Chemicals segment, a large industrial center that encompasses refining, petrochemicals, fertilizers and specialty chemicals operations, as well as oil trading and shipping activities; and a Supply & Marketing segment (renamed the Marketing & Services segment on November 13, 2012), which is dedicated to worldwide supply and marketing activities in the oil products field. A further reorganization of the Groups Upstream and Marketing & Services segments became effective as of July 1, 2012, with the Upstream segment now consisting of the activities of Gas & Power in addition to the exploration and production of hydrocarbons, and the Marketing & Services segment now consisting of the activities of New Energies in addition to the Groups worldwide businesses of supplying and marketing petroleum products. Historical numbers contained herein have been restated on this basis.
The financial information for each business segment is reported on the same basis as that used internally by the chief operating decision maker in assessing segment performance and the allocation of segment resources. Due to their particular nature or significance, certain transactions qualified as special items are excluded from the business segment figures. In general, special items relate to transactions that are significant, infrequent or unusual. However, in certain instances, certain transactions such as restructuring costs or asset disposals, which are not considered to be representative of the normal course of business, may be qualified as special items although they may have occurred in prior years or are likely to recur in following years.
In accordance with IAS 2, the Group values inventories of petroleum products in the financial statements according to the FIFO method and other inventories using the weighted-average cost method. Under the FIFO method, the cost of inventory is based on the
(4) Detail shown on page 13 of this exhibit.
(5) Detail shown on page 13 of this exhibit.
historic cost of acquisition or manufacture rather than the current replacement cost. In volatile energy markets, this can have a significant distorting effect on the reported income. Accordingly, the adjusted results of the Refining & Chemicals and Marketing & Supply segments are presented according to the replacement cost method in order to facilitate the comparability of the Groups results with those of its competitors and to help illustrate the operating performance of these segments excluding the impact of oil price changes on the replacement of inventories. In the replacement cost method, which approximates the Last-In, First-Out (LIFO) method, the variation of inventory values in the statement of income is, depending on the nature of the inventory, determined using either the month-end prices differential between one period and another or the average prices of the period. The inventory valuation effect is the difference between the results under the FIFO and replacement cost methods.
As from January 1, 2011, the effect of changes in fair value presented as an adjustment item reflects, for trading inventories and storage contracts, differences between internal measures of performance used by TOTALs management and the accounting for these transactions under IFRS. IFRS requires that trading inventories be recorded at their fair value using period-end spot prices. In order to best reflect the management of economic exposure through derivative transactions, internal indicators used to measure performance include valuations of trading inventories recorded at their fair value based on forward prices. Furthermore, TOTAL, in its trading activities, enters into storage contracts, the future effects of which are recorded at fair value in the Groups internal economic performance. IFRS, by requiring accounting for storage contracts on an accrual basis, precludes recognition of this fair value effect.
The adjusted business segment results (adjusted operating income and adjusted net operating income) are defined as replacement cost results, adjusted for special items, excluding the effect of changes in fair value. For further information on the adjustments affecting operating income on a segment-by-segment basis, and for a reconciliation of segment figures to figures reported in TOTALs consolidated interim financial statements, see pages 24-30 of this exhibit.
The Group measures performance at the segment level on the basis of net operating income and adjusted net operating income. Net operating income comprises operating income of the relevant segment after deducting the amortization and the depreciation of intangible assets other than leasehold rights, translation adjustments and gains or losses on the sale of assets, as well as all other income and expenses related to capital employed (dividends from non-consolidated companies, income from equity affiliates and capitalized interest expenses) and after income taxes applicable to the above. The income and expenses not included in net operating income that are included in net income are interest expenses related to long-term liabilities net of interest earned on cash and cash equivalents, after applicable income taxes (net cost of net debt and non-controlling interests). Adjusted net operating income excludes the effect of the adjustments (special items and the inventory valuation effect) described above.
· Upstream segment
· Environment liquids and gas price realizations*
4Q12 |
|
3Q12 |
|
4Q11 |
|
4Q12 vs |
|
|
|
2012 |
|
2011 |
|
2012 vs |
|
110.1 |
|
109.5 |
|
109.3 |
|
+1 |
% |
Brent $(/b) |
|
111.7 |
|
111.3 |
|
|
|
106.4 |
|
107.6 |
|
104.3 |
|
+2 |
% |
Average liquids price $(/b) |
|
107.7 |
|
105.0 |
|
+3 |
% |
6.94 |
|
6.00 |
|
6.79 |
|
+2 |
% |
Average gas price $(/Mbtu) |
|
6.74 |
|
6.53 |
|
+3 |
% |
77.0 |
|
75.8 |
|
75.9 |
|
+1 |
% |
Average hydrocarbons price $(/boe) |
|
77.3 |
|
74.9 |
|
+3 |
% |
* Consolidated subsidiaries, excluding fixed margins. Effective first quarter 2012, over/under-lifting valued at market prices.
· Production
4Q12 |
|
3Q12 |
|
4Q11 |
|
4Q12 vs |
|
Hydrocarbon production |
|
2012 |
|
2011 |
|
2012 vs |
|
2,293 |
|
2,272 |
|
2,384 |
|
-4 |
% |
Combined production (kboe/d) |
|
2,300 |
|
2,346 |
|
-2 |
% |
1,206 |
|
1,225 |
|
1,237 |
|
-3 |
% |
· Liquids (kb/d) |
|
1,220 |
|
1,226 |
|
|
|
5,897 |
|
5,680 |
|
6,201 |
|
-5 |
% |
· Gas (Mcf/d) |
|
5,880 |
|
6,098 |
|
-4 |
% |
Hydrocarbon production in the fourth quarter 2012 was 2,293 thousand barrels of oil equivalent per day (kboe/d), a decrease of 4% compared to the fourth quarter 2011, essentially as a result of:
· +4.5% for start-ups and ramp-ups from new projects;
· -3.5% for normal decline and turnarounds;
· -3% for the incident at Elgin in the UK North Sea and flooding in Nigeria; and
· -2% for disruptions related to security conditions in Yemen and the production shut-down in Syria, net of the positive effect of the return of production in Libya.
For the full year 2012, hydrocarbon production was 2,300 kboe/d, a decrease of 2% compared to 2011, essentially as a result of:
· +4.5% for start-ups and ramp-ups from new projects;
· -4% for normal decline;
· +1.5% for changes in the portfolio, comprised essentially of an increased share of Novatek production and the impact of the sale of CEPSA and assets in the UK, France, Nigeria and Cameroon;
· -2% for incidents at Elgin in the UK North Sea and Ibewa in Nigeria;
· -1.5% for disruptions related to security conditions in Yemen and the production shut-down in Syria, net of the positive effect of the return of production in Libya; and
· -0.5% for the price effect(6).
· Reserves
Year-end reserves |
|
2012 |
|
2011 |
|
2012 vs |
|
Hydrocarbon reserves (Mboe) |
|
11,368 |
|
11,423 |
|
|
|
· Liquids (Mb) |
|
5,686 |
|
5,784 |
|
-2 |
% |
· Gas (Bcf) |
|
30,877 |
|
30,717 |
|
+1 |
% |
Proved reserves based on SEC rules (based on Brent at $111.13/b) were 11,368 Mboe at December 31, 2012. Based on the 2012 average rate of production, the reserve life is more than thirteen years.
· Results
As described under Analysis of business segment results above, beginning on July 1, 2012, the Upstream segment no longer includes the activities of New Energies, which are now reported within the Marketing & Services segment. As a result, certain information has been restated according to the new organization.
4Q12 |
|
3Q12 |
|
4Q11 |
|
4Q12 vs |
|
in millions of euros |
|
2012 |
|
2011 |
|
2012 vs |
|
5,988 |
|
5,001 |
|
6,132 |
|
-2 |
% |
Non-Group sales |
|
22,143 |
|
22,211 |
|
|
|
4,411 |
|
4,398 |
|
6,134 |
|
-28 |
% |
Operating income |
|
20,313 |
|
22,579 |
|
-10 |
% |
624 |
|
1,139 |
|
(30 |
) |
n/a |
|
Adjustments affecting operating income |
|
1,795 |
|
30 |
|
x60 |
|
5,035 |
|
5,537 |
|
6,104 |
|
-18 |
% |
Adjusted operating income* |
|
22,108 |
|
22,609 |
|
-2 |
% |
2,679 |
|
2,891 |
|
2,852 |
|
-6 |
% |
Adjusted net operating income* |
|
11,186 |
|
10,602 |
|
+6 |
% |
350 |
|
578 |
|
488 |
|
-28 |
% |
· Includes adjusted income from equity affiliates |
|
1,856 |
|
1,704 |
|
+9 |
% |
5,518 |
|
4,567 |
|
6,134 |
|
-10 |
% |
Investments |
|
19,618 |
|
20,662 |
|
-5 |
% |
1,415 |
|
401 |
|
399 |
|
x4 |
|
Divestments |
|
2,798 |
|
2,591 |
|
+8 |
% |
4,429 |
|
3,457 |
|
3,547 |
|
+25 |
% |
Cash flow from operating activities |
|
18,950 |
|
17,044 |
|
+11 |
% |
* Detail of adjustment items shown in the business segment information starting on page 24 of this exhibit.
Adjusted net operating income from the Upstream segment in the fourth quarter 2012 was 2,679 million compared to 2,852 million in the fourth quarter 2011, a decrease of 6% explained principally by a decrease in production between the two periods, higher exploration expenses in the fourth quarter 2012 and the positive impact in the fourth quarter 2011 of valuing overlifting/underlifting positions at market prices.
Adjusted net operating income for the Upstream segment excludes special items. The exclusion of special items had a positive impact on Upstream adjusted net operating income in the fourth quarter 2012 of 88 million, consisting essentially of a reserve for the restoration of the Lacq site where activities will be shut-down and a provision for abandonment costs relating to Elgin in the UK partially offset by gains on the sale of Upstream assets in Colombia, and a negative impact in the fourth quarter 2011 of 273 million, consisting essentially of a gain on the sale of the Gassled pipeline in Norway.
The effective tax rate for the Upstream segment in the fourth quarter 2012 was 54.8% compared to 59.9% in the fourth quarter 2011. This decrease was due to portfolio mix effect and certain cyclical elements in the fourth quarter 2012, including year-end tax adjustments relating to the exchange of assets in Norway and the reversal of a non-deductible loss.
For the full year 2012, adjusted net operating income from the Upstream segment was 11,186 million compared to 10,602 million in 2011, an increase of 6% essentially due to the more favorable euro/dollar exchange rate and the decrease in the effective tax rate for the Upstream segment partially mitigated by the decrease in hydrocarbon production and increased technical costs.
The effective tax rate in 2012 for the Upstream segment was 58.3%, compared to 60.4% in 2011.
(6) The price effect refers to the impact of changing hydrocarbon prices on entitlement volumes.
Technical costs for consolidated subsidiaries, in accordance with ASC 932(7), were $22.8/boe in 2012 compared to $18.9/boe in 2011, mainly due to increased depreciations of tangible assets relating to Pazflor, Halfaya, and Usan, as well as increased exploration expenses.
The return on average capital employed (ROACE(8)) for the Upstream segment was 18% for the full year 2012 compared to 21% for the full year 2011.
· Refining & Chemicals segment
· Refinery throughput and utilization rates*
4Q12 |
|
3Q12 |
|
4Q11 |
|
4Q12 vs |
|
|
|
2012 |
|
2011 |
|
2012 vs |
|
1,648 |
|
1,790 |
|
1,674 |
|
-2 |
% |
Total refinery throughput (kb/d) |
|
1,786 |
|
1,863 |
|
-4 |
% |
532 |
|
653 |
|
742 |
|
-28 |
% |
· France |
|
657 |
|
732 |
|
-10 |
% |
847 |
|
864 |
|
714 |
|
+19 |
% |
· Rest of Europe |
|
866 |
|
885 |
|
-2 |
% |
269 |
|
273 |
|
218 |
|
+23 |
% |
· Rest of world |
|
263 |
|
246 |
|
+7 |
% |
|
|
|
|
|
|
|
|
Utilization rates** |
|
|
|
|
|
|
|
76 |
% |
82 |
% |
77 |
% |
|
|
· Based on crude only |
|
82 |
% |
78 |
% |
|
|
79 |
% |
86 |
% |
79 |
% |
|
|
· Based on crude and other feedstock |
|
86 |
% |
83 |
% |
|
|
* Includes share of CEPSA through July 31, 2011, and of TotalErg. Results for refineries in South Africa, French Antilles and Italy are reported in the Marketing & Services segment.
** Based on distillation capacity at the beginning of the year.
In the fourth quarter 2012, refinery throughput decreased by 2% compared to the fourth quarter 2011. This decrease was essentially due to the temporary shut-down of the Normandy refinery in connection with the upgrading project during the entire quarter and the closure of the Rome refinery at the end of the third quarter 2012, the effects of which were largely offset by higher throughput, compared to the fourth quarter 2011, at the Groups other European refineries and at the Port Arthur refinery in the United States.
In 2012, refinery throughput decreased by 4% compared to 2011, reflecting essentially the portfolio effect relating to the sale of the Groups interest in CEPSA at the end of July 2011 and the closure of the Rome refinery at the end of the third quarter 2012. Excluding these portfolio effects, throughput increased by 4% due to increased availability of the Groups refineries.
As in 2011, 2012 was marked by higher levels of planned maintenance at European refineries, in particular the temporary shut-down of the Normandy refinery during the upgrading project at the end of 2012, as well as scheduled maintenance at the Provence and Feyzin refineries.
· Results
4Q12 |
|
3Q12 |
|
4Q11 |
|
4Q12 vs |
|
in millions of euros (except ERMI refining margins) |
|
2012 |
|
2011 |
|
2012 vs |
|
33.9 |
|
51.0 |
|
15.1 |
|
x2.2 |
|
European refining margin indicator - ERMI $(/t) |
|
36.0 |
|
17.4 |
|
x2.1 |
% |
22,169 |
|
23,260 |
|
19,405 |
|
+14 |
% |
Non-Group sales |
|
91,117 |
|
77,146 |
|
+18 |
% |
(92 |
) |
1,237 |
|
(593 |
) |
n/a |
|
Operating income |
|
1,108 |
|
760 |
|
+46 |
% |
541 |
|
(591 |
) |
467 |
|
+16 |
% |
Adjustments affecting operating income |
|
405 |
|
(147 |
) |
n/a |
|
449 |
|
646 |
|
(126 |
) |
n/a |
|
Adjusted operating income* |
|
1,513 |
|
613 |
|
x2.5 |
|
406 |
|
564 |
|
35 |
|
x12 |
|
Adjusted net operating income* |
|
1,414 |
|
848 |
|
+67 |
% |
94 |
|
102 |
|
75 |
|
+25 |
% |
· Contribution of Specialty chemicals** |
|
384 |
|
423 |
|
-9 |
% |
573 |
|
441 |
|
624 |
|
-8 |
% |
Investments |
|
1,944 |
|
1,910 |
|
+2 |
% |
101 |
|
55 |
|
58 |
|
+74 |
% |
Divestments |
|
304 |
|
2,509 |
|
-88 |
% |
502 |
|
1,036 |
|
(649 |
) |
n/a |
|
Cash flow from operating activities |
|
2,127 |
|
2,146 |
|
-1 |
% |
* Detail of adjustment items shown in the business segment information starting on page 24 of this exhibit.
** Made up of Hutchinson, Bostik and Atotech, and including coatings and photocure resins until they were sold in July 2011.
(7) FASB Accounting Standards Codification Topic 932, Extractive industries Oil and Gas.
(8) Calculated based on adjusted net operating income and average capital employed, using replacement cost, as shown on page 14 of this exhibit.
The European refinery margin indicator (ERMI) in the fourth quarter 2012 averaged $33.9/t, nearly double the average of $15.1/t during the fourth quarter 2011. For the full year 2012, the ERMI was $36.0/t, more than double the average during 2011. This increase in 2012 was mainly due to high levels of planned maintenance in the refining sector, particularly in Europe during the 2012 summer.
Adjusted net operating income from the Refining & Chemicals segment in the fourth quarter 2012 was 406 million, compared to 35 million in the fourth quarter 2011. This significant increase was essentially due to improvements in the refining environment between the two periods.
Adjusted net operating income for the Refining & Chemicals segment excludes any after-tax inventory valuation effect and special items. The exclusion of the inventory valuation effect had a positive impact on Refining & Chemicals adjusted net operating income in the fourth quarter 2012 of 236 million and a negative impact in the fourth quarter 2011 of 40 million. The exclusion of special items had a positive impact on Refining & Chemicals adjusted net operating income in the fourth quarter 2012 of 182 million, reflecting mainly an impairment on European chemicals assets, and a positive impact in the fourth quarter 2011 of 321 million, reflecting mainly impairments on European refining assets.
For the full year 2012, adjusted net operating income for the Refining & Chemicals segment was 1,414 million, an increase of 67% compared to 848 million in 2011. This increase was mainly due to the positive effect of improved refining margins in Europe, partially mitigated by the fact that throughput at the Groups refineries decreased on a global basis by 4% between the two periods, and the petrochemical environment weakened, particularly in Europe and in polymers. The decrease in adjusted net operating income for the Specialty Chemicals is attributable entirely to the sale of the resins business in mid-2011. Excluding this portfolio effect, the adjusted net operating income for the Specialty Chemicals would have increased slightly.
The ROACE for the Refining & Chemicals segment was 9% for 2012, compared to 5% for 2011.
· Marketing & Services segment
· Refined product sales
4Q12 |
|
3Q12 |
|
4Q11 |
|
4Q12 vs |
|
Sales in kb/d* |
|
2012 |
|
2011 |
|
2012 vs |
|
1,123 |
|
1,143 |
|
1,280 |
|
-12 |
% |
Europe |
|
1,160 |
|
1,455 |
|
-20 |
% |
583 |
|
563 |
|
534 |
|
+9 |
% |
Rest of world |
|
550 |
|
532 |
|
+3 |
% |
1,706 |
|
1,706 |
|
1,814 |
|
-6 |
% |
Total Marketing & Services sales |
|
1,710 |
|
1,987 |
|
-14 |
% |
* Excludes trading and bulk refining sales, which are reported under the Refining & Chemicals segment (see page 12 of this exhibit); includes share of TotalErg and, through July 31, 2011, CEPSA.
In the fourth quarter 2012, sales of Marketing & Services decreased by 6% compared to the fourth quarter 2011, essentially due to the sale of marketing activities in the UK.
For 2012, the decrease in sales of 14% compared to 2011 was almost entirely attributable to the sale of the Groups interest in CEPSA and the sale of marketing activities in the UK. Excluding these portfolio effects, sales would have decreased by 1% on an annual basis with a notable decrease in Europe (3%) partially offset by increased sales in Asia and the Middle East.
· Results
As described under Analysis of business segment results above, beginning on July 1, 2012, the Supply & Marketing segment (renamed the Marketing & Services segment on November 13, 2012) includes the activities of New Energies. As a result, certain information has been restated according to the new organization.
4Q12 |
|
3Q12 |
|
4Q11 |
|
4Q12 vs |
|
in millions of euros |
|
2012 |
|
2011 |
|
2012 vs |
|
21,699 |
|
21,574 |
|
21,958 |
|
-1 |
% |
Non-Group sales |
|
86,614 |
|
85,325 |
|
+2 |
% |
280 |
|
301 |
|
326 |
|
-14 |
% |
Operating income |
|
1,068 |
|
1,457 |
|
-27 |
% |
110 |
|
56 |
|
(41 |
) |
n/a |
|
Adjustments affecting operating income |
|
297 |
|
(270 |
) |
n/a |
|
390 |
|
357 |
|
285 |
|
+37 |
% |
Adjusted operating income* |
|
1,365 |
|
1,187 |
|
+15 |
% |
273 |
|
243 |
|
162 |
|
+69 |
% |
Adjusted net operating income* |
|
837 |
|
813 |
|
+3 |
% |
14 |
|
(6 |
) |
(76 |
) |
n/a |
|
· Contribution of New Energies |
|
(169 |
) |
(197 |
) |
n/a |
|
508 |
|
383 |
|
545 |
|
-7 |
% |
Investments |
|
1,301 |
|
1,834 |
|
-29 |
% |
46 |
|
41 |
|
527 |
|
-91 |
% |
Divestments |
|
152 |
|
1,955 |
|
-92 |
% |
1,024 |
|
692 |
|
134 |
|
x8 |
|
Cash flow from operating activities |
|
1,132 |
|
541 |
|
x2 |
|
* Detail of adjustment items shown in the business segment information starting on page 24 of this exhibit.
Marketing & Services segment sales were 21.7 billion for the fourth quarter 2012, basically stable compared to the fourth quarter 2011.
Adjusted net operating income from the Marketing & Services segment in the fourth quarter 2012 was 273 million, compared to 162 million in the fourth quarter 2011. This increase reflects the improvement in the results of New Energies, largely due to the sale by SunPower of a photovoltaic project in the United States, as the results relating to marketing activities were stable between the two periods.
Adjusted net operating income for the Marketing & Services segment excludes any after-tax inventory valuation effect and special items. The exclusion of the inventory valuation effect had a positive impact on the Marketing & Services segments adjusted net operating income in the fourth quarter 2012 of 74 million and a negative impact in the fourth quarter 2011 of 22 million. The exclusion of special items had a positive impact on the Marketing & Services segments adjusted net operating income in the fourth quarter 2012 of 125 million and a positive impact in the fourth quarter 2011 of 450 million, both reflecting mainly impairments and restructuring charges in New Energies.
For the full year 2012, Marketing & Services segment sales were 86.6 billion, and increase of 2% compared to 85.3 billion in 2011.
Adjusted net operating income from the Marketing & Services segment was 837 million in 2012, an increase of 3% compared to 813 million in 2011. This increase is explained principally by the improved performance of New Energies. Marketing activities continued to provide stable results despite sales volumes generally decreasing, due to, in particular, improved results from activities in the Asia-Pacific and Eastern European regions.
The ROACE for the Marketing & Services segment was 12% for 2012, compared to 13% for 2011.
· Total S.A., parent company accounts and proposed dividend
Net income for Total S.A., the parent company, was 6,520 million in 2012 compared to 9,766 million in 2011.
After closing the 2012 accounts, TOTALs Board of Directors decided to propose at the May 17, 2013 Annual Shareholders Meeting a dividend of 2.34 per share for 2012, an increase of approximately 3% compared to the previous year. Taking into account the three 2012 interim dividends, the remaining 0.59 per share would be paid on June 27, 2013(9).
· Summary and outlook
To create profitable and sustainable growth, TOTAL aims to invest in value-creating projects and to optimize its portfolio, in particular by divesting non-core assets and subsidiaries with limited growth potential or those in which the Group has a low working interest.
(9) The ex-dividend date for the remainder of the 2012 dividend would be June 24, 2013; for the ADR (NYSE: TOT) the ex-dividend date would be June 19, 2013.
The net investment budget of TOTAL for 2013 is $22 billion (approximately 17 billion), stable compared to 2011 and 2012. In executing its 2012-14 asset sale program of $15-20 billion (approximately 11-15 billion), the Group sold $6 billion (4.6 billion) of assets in 2012 and anticipates reaching the low end of its target range by the end of 2013 with the closing of the Usan sale and other divestments already in progress. The organic investment budget for 2013 is $28 billion (approximately 22 billion), more than 80% of which will be dedicated to the Upstream segment, principally for projects scheduled to start-up before 2017 that are anticipated to be highly competitive and profitable.
In the Upstream segment, TOTAL confirms its production growth targets for 2015, 3% per year on average over the period 2011-2015, and for 2017, a potential of 3 Mboe/d, all based on improved visibility. TOTAL is focused on delivering its projects on time and on budget. In 2013, expected production growth should be fueled by 2012 start-ups as well as anticipated 2013 start-ups, including Anguille in Gabon, Angola LNG, Kashagan in Kazakhstan and the extension of OML 58 in Nigeria. In addition, the Group continues to work in cooperation with the UK authorities towards a safe and progressive restart of Elgin-Franklin during the first quarter 2013. Visibility on the Groups production growth targets will be further enhanced this year by the launch of additional major projects, notably in West Africa.
The exploration budget has been increased to $2.8 billion (approximately 2.1 billion) for 2013, and the high-potential exploration program for 2013 reflects the new dynamic of the Group, with prospects to be drilled in Ivory Coast, Gabon, Kenya and Brazil.
In the Refining & Chemicals segment, the restructuring in progress is expected to yield productivity gains and provide synergies in 2013, and in turn contribute to increased profitability, in line with the objective of a segment ROACE of 13% in 2015. The year 2013 also should be highlighted by the start-up of Jubail in Saudi Arabia. This fully-integrated refinery is expected to have a 400 kb/d capacity for heavy crude and will provide refined products to growth markets like the Middle East and Asia.
The Marketing & Services segment seeks to continue to strengthen its worldwide positions and to capitalize on its ability to respond to its customers needs. New Energies will pursue its productivity, development and innovation programs with the goal of increasing its contribution.
The Group confirms its commitment in favor of a competitive policy for returns to shareholders, in keeping with its objective of sustainable growth.
Forward-looking statements
This document may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on the beliefs and assumptions of the management of TOTAL and on the information currently available to such management. Forward-looking statements include information concerning forecasts, projections, anticipated synergies, and other information concerning possible or assumed future results of TOTAL, and may be preceded by, followed by, or otherwise include the words believes, expects, anticipates, intends, plans, targets, estimates or similar expressions.
Forward-looking statements are not assurances of results or values. They involve risks, uncertainties and assumptions. TOTALs future results and share value may differ materially from those expressed in these forward-looking statements. Many of the factors that will determine these results and values are beyond TOTALs ability to control or predict. Except for its ongoing obligations to disclose material information as required by applicable securities laws, TOTAL does not have any intention or obligation to update forward-looking statements after the distribution of this document, even if new information, future events or other circumstances have made them incorrect or misleading.
You should understand that various factors, certain of which are discussed elsewhere in this document and in the documents referred to in, or incorporated by reference into, this document, could affect the future results of TOTAL and could cause results to differ materially from those expressed in such forward-looking statements, including:
· material adverse changes in general economic conditions or in the markets served by TOTAL, including changes in the prices of oil, natural gas, refined products, petrochemical products and other chemicals;
· changes in currency exchange rates and currency devaluations;
· the success and the economic efficiency of oil and natural gas exploration, development and production programs, including without limitation, those that are not controlled and/or operated by TOTAL;
· uncertainties about estimates of changes in proven and potential reserves and the capabilities of production facilities;
· uncertainties about the ability to control unit costs in exploration, production, refining and marketing (including refining margins) and chemicals;
· changes in the current capital expenditure plans of TOTAL;
· the ability of TOTAL to realize anticipated cost savings, synergies and operating efficiencies;
· the financial resources of competitors;
· changes in laws and regulations, including tax and environmental laws and industrial safety regulations;
· the quality of future opportunities that may be presented to or pursued by TOTAL;
· the ability to generate cash flow or obtain financing to fund growth and the cost of such financing and liquidity conditions in the capital markets generally;
· the ability to obtain governmental or regulatory approvals;
· the ability to respond to challenges in international markets, including political or economic conditions, including international armed conflict, and trade and regulatory matters;
· the ability to complete and integrate appropriate acquisitions, strategic alliances and joint ventures;
· changes in the political environment that adversely affect exploration, production licenses and contractual rights or impose minimum drilling obligations, price controls, nationalization or expropriation, and regulation of refining and marketing, chemicals and power generating activities;
· the possibility that other unpredictable events such as labor disputes or industrial accidents will adversely affect the business of TOTAL; and
· the risk that TOTAL will inadequately hedge the price of crude oil or finished products.
For additional factors, you should read the information set forth under Item 3. Risk Factors, Item 4. Information on the Company Other Matters, Item 5. Operating and Financial Review and Prospects and Item 11. Quantitative and Qualitative Disclosures about Market Risk in TOTALs Form 20-F for the year ended December 31, 2011.
Operating information by segment
for the fourth quarter and full-year 2012
· Upstream
4Q12 |
|
3Q12 |
|
4Q11 |
|
4Q12 |
|
Combined liquids and gas production by |
|
2012 |
|
2011 |
|
2012 |
|
421 |
|
361 |
|
518 |
|
-19 |
% |
Europe |
|
427 |
|
512 |
|
-17 |
% |
701 |
|
737 |
|
693 |
|
+1 |
% |
Africa |
|
713 |
|
659 |
|
+8 |
% |
482 |
|
501 |
|
546 |
|
-12 |
% |
Middle East |
|
493 |
|
570 |
|
-14 |
% |
67 |
|
71 |
|
67 |
|
|
|
North America |
|
69 |
|
67 |
|
+3 |
% |
175 |
|
182 |
|
182 |
|
-4 |
% |
South America |
|
182 |
|
188 |
|
-3 |
% |
227 |
|
230 |
|
212 |
|
+7 |
% |
Asia-Pacific |
|
221 |
|
231 |
|
-4 |
% |
220 |
|
190 |
|
166 |
|
+33 |
% |
CIS |
|
195 |
|
119 |
|
+64 |
% |
2,293 |
|
2,272 |
|
2,384 |
|
-4 |
% |
Total production |
|
2,300 |
|
2,346 |
|
-2 |
% |
624 |
|
615 |
|
580 |
|
+8 |
% |
Includes equity affiliates |
|
611 |
|
571 |
|
+7 |
% |
4Q12 |
|
3Q12 |
|
4Q11 |
|
4Q12 |
|
Liquids production by region (kb/d) |
|
2012 |
|
2011 |
|
2012 |
|
185 |
|
179 |
|
244 |
|
-24 |
% |
Europe |
|
197 |
|
245 |
|
-20 |
% |
568 |
|
587 |
|
553 |
|
+3 |
% |
Africa |
|
574 |
|
517 |
|
+11 |
% |
312 |
|
323 |
|
304 |
|
+3 |
% |
Middle East |
|
311 |
|
317 |
|
-2 |
% |
26 |
|
25 |
|
22 |
|
+18 |
% |
North America |
|
25 |
|
27 |
|
-7 |
% |
57 |
|
56 |
|
62 |
|
-8 |
% |
South America |
|
59 |
|
71 |
|
-17 |
% |
28 |
|
28 |
|
25 |
|
+12 |
% |
Asia-Pacific |
|
27 |
|
27 |
|
|
|
30 |
|
27 |
|
27 |
|
+11 |
% |
CIS |
|
27 |
|
22 |
|
+23 |
% |
1,206 |
|
1,225 |
|
1,237 |
|
-3 |
% |
Total production |
|
1,220 |
|
1,226 |
|
|
|
307 |
|
316 |
|
295 |
|
+4 |
% |
Includes equity affiliates |
|
308 |
|
316 |
|
-3 |
% |
4Q12 |
|
3Q12 |
|
4Q11 |
|
4Q12 |
|
Gas production by region (Mcf/d) |
|
2012 |
|
2011 |
|
2012 |
|
1,270 |
|
1,011 |
|
1,491 |
|
-15 |
% |
Europe |
|
1,259 |
|
1,453 |
|
-13 |
% |
654 |
|
763 |
|
688 |
|
-5 |
% |
Africa |
|
705 |
|
715 |
|
-1 |
% |
930 |
|
971 |
|
1,307 |
|
-29 |
% |
Middle East |
|
990 |
|
1,370 |
|
-28 |
% |
228 |
|
260 |
|
246 |
|
-7 |
% |
North America |
|
246 |
|
227 |
|
+8 |
% |
657 |
|
650 |
|
664 |
|
-1 |
% |
South America |
|
682 |
|
648 |
|
+5 |
% |
1,127 |
|
1,135 |
|
1,056 |
|
+7 |
% |
Asia-Pacific |
|
1,089 |
|
1,160 |
|
-6 |
% |
1,031 |
|
890 |
|
749 |
|
+38 |
% |
CIS |
|
909 |
|
525 |
|
+73 |
% |
5,897 |
|
5,680 |
|
6,201 |
|
-5 |
% |
Total production |
|
5,880 |
|
6,098 |
|
-4 |
% |
1,712 |
|
1,618 |
|
1,537 |
|
+11 |
% |
Includes equity affiliates |
|
1,637 |
|
1,383 |
|
+18 |
% |
4Q12 |
|
3Q12 |
|
4Q11 |
|
4Q12 |
|
Liquefied natural gas |
|
2012 |
|
2011 |
|
2012 |
|
2.73 |
|
2.92 |
|
3.15 |
|
-13 |
% |
LNG sales* (Mt) |
|
11.42 |
|
13.19 |
|
-13 |
% |
* Sales, Group share, excluding trading; 2012 data restated to reflect volume estimates for Bontang LNG in Indonesia based on the 2012 SEC coefficient.
· Downstream (Refining & Chemicals and Marketing & Supply)
4Q12 |
|
3Q12 |
|
4Q11 |
|
4Q12 |
|
Refined product sales by region (kb/d)* |
|
2012 |
|
2011 |
|
2012 |
|
1,964 |
|
1,979 |
|
2,049 |
|
-4 |
% |
Europe |
|
2,018 |
|
2,281 |
|
-12 |
% |
413 |
|
411 |
|
378 |
|
+9 |
% |
Africa |
|
404 |
|
387 |
|
+4 |
% |
435 |
|
535 |
|
409 |
|
+6 |
% |
Americas |
|
480 |
|
481 |
|
|
|
531 |
|
399 |
|
486 |
|
+9 |
% |
Rest of world |
|
501 |
|
490 |
|
+2 |
% |
3,343 |
|
3,324 |
|
3,322 |
|
+1 |
% |
Total consolidated sales |
|
3,403 |
|
3,639 |
|
-6 |
% |
545 |
|
539 |
|
446 |
|
+22 |
% |
Includes bulk sales |
|
532 |
|
437 |
|
+22 |
% |
1,092 |
|
1,080 |
|
1,062 |
|
+3 |
% |
Includes trading |
|
1,161 |
|
1,215 |
|
-4 |
% |
* Includes share of CEPSA, through July 31, 2011, and of TotalErg.
Investments Divestments
4Q12 |
|
3Q12 |
|
4Q11 |
|
4Q12 |
|
in millions of euros |
|
2012 |
|
2011 |
|
2012 |
|
5,360 |
|
4,903 |
|
5,225 |
|
+3 |
% |
Investments excluding acquisitions* |
|
18,516 |
|
14,828 |
|
+25 |
% |
380 |
|
303 |
|
328 |
|
+16 |
% |
· Capitalized exploration |
|
1,352 |
|
1,074 |
|
+26 |
% |
(181) |
|
455 |
|
244 |
|
n/a |
|
· Change in non-recurrent loans** |
|
664 |
|
339 |
|
+96 |
% |
578 |
|
294 |
|
1,858 |
|
-69 |
% |
Acquisitions |
|
3,142 |
|
8,840 |
|
-64 |
% |
5,938 |
|
5,197 |
|
7,083 |
|
-16 |
% |
Investments including acquisitions* |
|
21,658 |
|
23,668 |
|
-8 |
% |
881 |
|
1,416 |
|
1,211 |
|
-27 |
% |
Asset sales |
|
4,586 |
|
7,705 |
|
-40 |
% |
5,057 |
|
3,781 |
|
5,872 |
|
-14 |
% |
Net investments** |
|
17,072 |
|
15,963 |
|
+7 |
% |
* Includes changes in non-current loans.
** Includes net investments in equity affiliates and non-consolidated companies + net financing for employees related stock purchase plans.
Net-debt-to-equity ratio
in millions of euros |
|
12/31/2012 |
|
09/30/2012 |
|
12/31/2011 |
|
Current borrowings |
|
11,016 |
|
10,647 |
|
9,675 |
|
Net current financial assets |
|
(1,386 |
) |
(1,493 |
) |
(533 |
) |
Financial assets and liabilities directly associated, classified as held for sale |
|
756 |
|
|
|
|
|
Non-current financial debt |
|
22,274 |
|
24,606 |
|
22,557 |
|
Hedging instruments of non-current debt |
|
(1,626 |
) |
(1,796 |
) |
(1,976 |
) |
Cash and cash equivalents |
|
(15,469 |
) |
(16,833 |
) |
(14,025 |
) |
Net debt |
|
15,565 |
|
15,131 |
|
15,698 |
|
|
|
|
|
|
|
|
|
Shareholders equity |
|
72,912 |
|
72,789 |
|
68,037 |
|
Estimated dividend payable |
|
(1,299 |
) |
(1,291 |
) |
(1,255 |
) |
Non-controlling interests |
|
1,281 |
|
1,275 |
|
1,352 |
|
Equity |
|
72,894 |
|
72,773 |
|
68,134 |
|
|
|
|
|
|
|
|
|
Net-debt-to-equity ratio |
|
21.4 |
% |
20.8 |
% |
23.0 |
% |
Return on average capital employed
· Twelve months ended December 31, 2012
in millions of euros |
|
Upstream |
|
Refining & |
|
Marketing |
|
Adjusted net operating income |
|
11,186 |
|
1,414 |
|
837 |
|
Capital employed at 12/31/2011* |
|
57,331 |
|
15,883 |
|
6,999 |
|
Capital employed at 12/31/2012* |
|
64,413 |
|
16,403 |
|
7,254 |
|
ROACE |
|
18.4 |
% |
8.8 |
% |
11.7 |
% |
* At replacement cost (excluding after-tax inventory effect).
· Twelve months ended September 30, 2012
in millions of euros |
|
Upstream |
|
Refining & |
|
Marketing |
|
Adjusted net operating income |
|
11,359 |
|
1,043 |
|
726 |
|
Capital employed at 09/30/2011* |
|
49,791 |
|
14,692 |
|
7,253 |
|
Capital employed at 09/30/2012* |
|
63,293 |
|
16,413 |
|
7,800 |
|
ROACE |
|
20.1 |
% |
6.7 |
% |
9.6 |
% |
* At replacement cost (excluding after-tax inventory effect).
· Twelve months ended December 31, 2011
in millions of euros |
|
Upstream |
|
Refining & |
|
Marketing |
|
Adjusted net operating income |
|
10,602 |
|
848 |
|
813 |
|
Capital employed at 12/31/2010* |
|
43,671 |
|
17,265 |
|
5,909 |
|
Capital employed at 12/31/2011* |
|
57,331 |
|
15,883 |
|
6,999 |
|
ROACE |
|
21.0 |
% |
5.1 |
% |
12.6 |
% |
* At replacement cost (excluding after-tax inventory effect).
MAIN INDICATORS
Chart updated around the middle of the month following the end of each quarter.
|
|
/ $ |
|
European |
|
Brent ($/b) |
|
Average liquids |
|
Average gas |
|
Fourth quarter 2012 |
|
1.30 |
|
33.9 |
|
110.1 |
|
106.4 |
|
6.94 |
|
Third quarter 2012 |
|
1.25 |
|
51.0 |
|
109.5 |
|
107.6 |
|
6.00 |
|
Second quarter 2012 |
|
1.28 |
|
38.2 |
|
108.3 |
|
101.6 |
|
7.10 |
|
First quarter 2012 |
|
1.31 |
|
20.9 |
|
118.6 |
|
115.2 |
|
7.16 |
|
Fourth quarter 2011 |
|
1.35 |
|
15.1 |
|
109.3 |
|
104.3 |
|
6.79 |
|
* European Refining Margin Indicator (ERMI) is an indicator intended to represent the margin after variable costs for a hypothetical complex refinery located around Rotterdam in Northern Europe that processes a mix of crude oil and other inputs commonly supplied to this region to produce and market the main refined products at prevailing prices in this region. The indicator margin may not be representative of the actual margins achieved by the Group in any period because of the Groups particular refinery configurations, product mix effects or other company-specific operating conditions.
** 1 $/t = 0.136 $/b.
*** Consolidated subsidiaries, excluding fixed margin contracts. Beginning with the first quarter of 2012, includes hydrocarbon production overlifting/underlifting position valued at market price.
Disclaimer: data is based on TOTALs reporting, is not audited and is subject to change.
CONSOLIDATED STATEMENT OF INCOME
TOTAL
(unaudited)
(M) (a) |
|
4th quarter |
|
3rd quarter |
|
4th quarter |
|
|
|
|
|
|
|
|
|
Sales |
|
49,868 |
|
49,890 |
|
47,492 |
|
Excise taxes |
|
(4,399 |
) |
(4,411 |
) |
(4,534 |
) |
Revenues from sales |
|
45,469 |
|
45,479 |
|
42,958 |
|
|
|
|
|
|
|
|
|
Purchases, net of inventory variation |
|
(31,854 |
) |
(30,609 |
) |
(29,233 |
) |
Other operating expenses |
|
(6,221 |
) |
(5,528 |
) |
(5,276 |
) |
Exploration costs |
|
(504 |
) |
(317 |
) |
(339 |
) |
Depreciation, depletion and amortization of tangible assets and mineral interests |
|
(2,413 |
) |
(3,246 |
) |
(2,416 |
) |
Other income |
|
474 |
|
474 |
|
281 |
|
Other expense |
|
(239 |
) |
(129 |
) |
(838 |
) |
|
|
|
|
|
|
|
|
Financial interest on debt |
|
(160 |
) |
(154 |
) |
(156 |
) |
Financial income from marketable securities & cash equivalents |
|
33 |
|
8 |
|
57 |
|
Cost of net debt |
|
(127 |
) |
(146 |
) |
(99 |
) |
|
|
|
|
|
|
|
|
Other financial income |
|
123 |
|
141 |
|
91 |
|
Other financial expense |
|
(110 |
) |
(135 |
) |
(102 |
) |
|
|
|
|
|
|
|
|
Equity in net income (loss) of affiliates |
|
392 |
|
641 |
|
478 |
|
|
|
|
|
|
|
|
|
Income taxes |
|
(2,572 |
) |
(3,488 |
) |
(3,121 |
) |
Consolidated net income |
|
2,418 |
|
3,137 |
|
2,384 |
|
Group share |
|
2,381 |
|
3,066 |
|
2,290 |
|
Non-controlling interests |
|
37 |
|
71 |
|
94 |
|
Earnings per share () |
|
1.05 |
|
1.36 |
|
1.02 |
|
Fully-diluted earnings per share () |
|
1.05 |
|
1.35 |
|
1.01 |
|
(a) Except for per share amounts.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
TOTAL
(unaudited)
(M) |
|
4th quarter |
|
3rd quarter |
|
4th quarter |
|
|
|
|
|
|
|
|
|
Consolidated net income |
|
2,418 |
|
3,137 |
|
2,384 |
|
|
|
|
|
|
|
|
|
Other comprehensive income |
|
|
|
|
|
|
|
Currency translation adjustment |
|
(1,000 |
) |
(1,007 |
) |
1,833 |
|
Available for sale financial assets |
|
4 |
|
(183 |
) |
296 |
|
Cash flow hedge |
|
29 |
|
33 |
|
5 |
|
Share of other comprehensive income of associates, net amount |
|
(31 |
) |
86 |
|
219 |
|
Other |
|
2 |
|
(2 |
) |
2 |
|
|
|
|
|
|
|
|
|
Tax effect |
|
(9 |
) |
37 |
|
(108 |
) |
|
|
|
|
|
|
|
|
Total other comprehensive income (net amount) |
|
(1,005 |
) |
(1,036 |
) |
2,247 |
|
|
|
|
|
|
|
|
|
Comprehensive income |
|
1,413 |
|
2,101 |
|
4,631 |
|
- Group share |
|
1,407 |
|
2,061 |
|
4,478 |
|
- Non-controlling interests |
|
6 |
|
40 |
|
153 |
|
CONSOLIDATED STATEMENT OF INCOME
TOTAL
(M) (a) |
|
Year |
|
Year |
|
|
|
|
|
|
|
Sales |
|
200,061 |
|
184,693 |
|
Excise taxes |
|
(17,762 |
) |
(18,143 |
) |
Revenues from sales |
|
182,299 |
|
166,550 |
|
|
|
|
|
|
|
Purchases, net of inventory variation |
|
(126,798 |
) |
(113,892 |
) |
Other operating expenses |
|
(22,668 |
) |
(19,843 |
) |
Exploration costs |
|
(1,446 |
) |
(1,019 |
) |
Depreciation, depletion and amortization of tangible assets and mineral interests |
|
(9,525 |
) |
(7,506 |
) |
Other income |
|
1,462 |
|
1,946 |
|
Other expense |
|
(915 |
) |
(1,247 |
) |
|
|
|
|
|
|
Financial interest on debt |
|
(671 |
) |
(713 |
) |
Financial income from marketable securities & cash equivalents |
|
100 |
|
273 |
|
Cost of net debt |
|
(571 |
) |
(440 |
) |
|
|
|
|
|
|
Other financial income |
|
558 |
|
609 |
|
Other financial expense |
|
(499 |
) |
(429 |
) |
|
|
|
|
|
|
Equity in net income (loss) of affiliates |
|
2,010 |
|
1,925 |
|
|
|
|
|
|
|
Income taxes |
|
(13,066 |
) |
(14,073 |
) |
Consolidated net income |
|
10,841 |
|
12,581 |
|
Group share |
|
10,694 |
|
12,276 |
|
Non-controlling interests |
|
147 |
|
305 |
|
Earnings per share () |
|
4.74 |
|
5.46 |
|
Fully-diluted earnings per share () |
|
4.72 |
|
5.44 |
|
(a) Except for per share amounts.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
TOTAL
(M) |
|
Year |
|
Year |
|
|
|
|
|
|
|
Consolidated net income |
|
10,841 |
|
12,581 |
|
|
|
|
|
|
|
Other comprehensive income |
|
|
|
|
|
Currency translation adjustment |
|
(701 |
) |
1,498 |
|
Available for sale financial assets |
|
(338 |
) |
337 |
|
Cash flow hedge |
|
65 |
|
(84 |
) |
Share of other comprehensive income of associates, net amount |
|
160 |
|
(15 |
) |
Other |
|
(13 |
) |
(2 |
) |
|
|
|
|
|
|
Tax effect |
|
63 |
|
(55 |
) |
|
|
|
|
|
|
Total other comprehensive income (net amount) |
|
(764 |
) |
1,679 |
|
|
|
|
|
|
|
Comprehensive income |
|
10,077 |
|
14,260 |
|
- Group share |
|
9,969 |
|
13,911 |
|
- Non-controlling interests |
|
108 |
|
349 |
|
CONSOLIDATED BALANCE SHEET
TOTAL
(M) |
|
December 31, |
|
September 30, |
|
December 31, |
|
|
|
|
|
(unaudited) |
|
|
|
|
|
|
|
|
|
|
|
ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-current assets |
|
|
|
|
|
|
|
Intangible assets, net |
|
12,858 |
|
12,964 |
|
12,413 |
|
Property, plant and equipment, net |
|
69,332 |
|
70,583 |
|
64,457 |
|
Equity affiliates : investments and loans |
|
13,759 |
|
14,413 |
|
12,995 |
|
Other investments |
|
1,190 |
|
1,181 |
|
3,674 |
|
Hedging instruments of non-current financial debt |
|
1,626 |
|
1,796 |
|
1,976 |
|
Deferred income taxes |
|
1,832 |
|
1,612 |
|
1,767 |
|
Other non-current assets |
|
3,715 |
|
3,603 |
|
3,104 |
|
Total non-current assets |
|
104,312 |
|
106,152 |
|
100,386 |
|
|
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
|
Inventories, net |
|
17,397 |
|
17,266 |
|
18,122 |
|
Accounts receivable, net |
|
19,206 |
|
20,331 |
|
20,049 |
|
Other current assets |
|
10,086 |
|
11,377 |
|
10,767 |
|
Current financial assets |
|
1,562 |
|
1,726 |
|
700 |
|
Cash and cash equivalents |
|
15,469 |
|
16,833 |
|
14,025 |
|
Assets classified as held for sale |
|
3,797 |
|
|
|
|
|
Total current assets |
|
67,517 |
|
67,533 |
|
63,663 |
|
Total assets |
|
171,829 |
|
173,685 |
|
164,049 |
|
|
|
|
|
|
|
|
|
LIABILITIES & SHAREHOLDERS EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders equity |
|
|
|
|
|
|
|
Common shares |
|
5,915 |
|
5,915 |
|
5,909 |
|
Paid-in surplus and retained earnings |
|
71,827 |
|
70,703 |
|
66,506 |
|
Currency translation adjustment |
|
(1,488 |
) |
(487 |
) |
(988 |
) |
Treasury shares |
|
(3,342 |
) |
(3,342 |
) |
(3,390 |
) |
Total shareholders equity - Group Share |
|
72,912 |
|
72,789 |
|
68,037 |
|
Non-controlling interests |
|
1,281 |
|
1,275 |
|
1,352 |
|
Total shareholders equity |
|
74,193 |
|
74,064 |
|
69,389 |
|
|
|
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
|
|
Deferred income taxes |
|
12,785 |
|
13,167 |
|
12,260 |
|
Employee benefits |
|
1,973 |
|
1,987 |
|
2,232 |
|
Provisions and other non-current liabilities |
|
11,585 |
|
11,170 |
|
10,909 |
|
Non-current financial debt |
|
22,274 |
|
24,606 |
|
22,557 |
|
Total non-current liabilities |
|
48,617 |
|
50,930 |
|
47,958 |
|
|
|
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
|
Accounts payable |
|
21,648 |
|
20,869 |
|
22,086 |
|
Other creditors and accrued liabilities |
|
14,698 |
|
16,942 |
|
14,774 |
|
Current borrowings |
|
11,016 |
|
10,647 |
|
9,675 |
|
Other current financial liabilities |
|
176 |
|
233 |
|
167 |
|
Liabilities directly associated with the assets classified as held for sale |
|
1,481 |
|
|
|
|
|
Total current liabilities |
|
49,019 |
|
48,691 |
|
46,702 |
|
Total liabilities and shareholders equity |
|
171,829 |
|
173,685 |
|
164,049 |
|
CONSOLIDATED STATEMENT OF CASH FLOW
TOTAL
(unaudited)
(M) |
|
4th quarter |
|
3rd quarter |
|
4th quarter |
|
|
|
|
|
|
|
|
|
CASH FLOW FROM OPERATING ACTIVITIES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated net income |
|
2,418 |
|
3,137 |
|
2,384 |
|
Depreciation, depletion and amortization |
|
2,801 |
|
3,413 |
|
3,037 |
|
Non-current liabilities, valuation allowances and deferred taxes |
|
317 |
|
803 |
|
505 |
|
Impact of coverage of pension benefit plans |
|
|
|
|
|
|
|
(Gains) losses on sales of assets |
|
(456 |
) |
(419 |
) |
(73 |
) |
Undistributed affiliates equity earnings |
|
119 |
|
(135 |
) |
50 |
|
(Increase) decrease in working capital |
|
636 |
|
(1,661 |
) |
(3,129 |
) |
Other changes, net |
|
30 |
|
25 |
|
20 |
|
Cash flow from operating activities |
|
5,865 |
|
5,163 |
|
2,794 |
|
|
|
|
|
|
|
|
|
CASH FLOW USED IN INVESTING ACTIVITIES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intangible assets and property, plant and equipment additions |
|
(6,038 |
) |
(4,512 |
) |
(5,559 |
) |
Acquisitions of subsidiaries, net of cash acquired |
|
8 |
|
(74 |
) |
(45 |
) |
Investments in equity affiliates and other securities |
|
(89 |
) |
(156 |
) |
(1,235 |
) |
Increase in non-current loans |
|
(504 |
) |
(674 |
) |
(528 |
) |
Total expenditures |
|
(6,623 |
) |
(5,416 |
) |
(7,367 |
) |
Proceeds from disposal of intangible assets and property, plant and equipment |
|
482 |
|
274 |
|
600 |
|
Proceeds from disposal of subsidiaries, net of cash sold |
|
317 |
|
1 |
|
5 |
|
Proceeds from disposal of non-current investments |
|
82 |
|
1,141 |
|
606 |
|
Repayment of non-current loans |
|
685 |
|
219 |
|
284 |
|
Total divestments |
|
1,566 |
|
1,635 |
|
1,495 |
|
Cash flow used in investing activities |
|
(5,057 |
) |
(3,781 |
) |
(5,872 |
) |
|
|
|
|
|
|
|
|
CASH FLOW USED IN FINANCING ACTIVITIES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issuance (repayment) of shares: |
|
|
|
|
|
|
|
-Parent company shareholders |
|
|
|
1 |
|
|
|
-Treasury shares |
|
|
|
(68 |
) |
|
|
Dividends paid: |
|
|
|
|
|
|
|
-Parent company shareholders |
|
(1,332 |
) |
(1,282 |
) |
(1,285 |
) |
-Non-controlling interests |
|
(4 |
) |
(2 |
) |
(75 |
) |
Other transactions with non-controlling interests |
|
|
|
|
|
(632 |
) |
Net issuance (repayment) of non-current debt |
|
144 |
|
2,062 |
|
129 |
|
Increase (decrease) in current borrowings |
|
(862 |
) |
(98 |
) |
(1,617 |
) |
Increase (decrease) in current financial assets and liabilities |
|
23 |
|
(31 |
) |
531 |
|
Cash flow used in financing activities |
|
(2,031 |
) |
582 |
|
(2,949 |
) |
Net increase (decrease) in cash and cash equivalents |
|
(1,223 |
) |
1,964 |
|
(6,027 |
) |
Effect of exchange rates |
|
(141 |
) |
(129 |
) |
110 |
|
Cash and cash equivalents at the beginning of the period |
|
16,833 |
|
14,998 |
|
19,942 |
|
Cash and cash equivalents at the end of the period |
|
15,469 |
|
16,833 |
|
14,025 |
|
CONSOLIDATED STATEMENT OF CASH FLOW
TOTAL
(M) |
|
Year |
|
Year |
|
|
|
|
|
|
|
CASH FLOW FROM OPERATING ACTIVITIES |
|
|
|
|
|
|
|
|
|
|
|
Consolidated net income |
|
10,841 |
|
12,581 |
|
Depreciation, depletion and amortization |
|
10,481 |
|
8,628 |
|
Non-current liabilities, valuation allowances and deferred taxes |
|
1,385 |
|
1,665 |
|
Impact of coverage of pension benefit plans |
|
(362 |
) |
|
|
(Gains) losses on sales of assets |
|
(1,321 |
) |
(1,590 |
) |
Undistributed affiliates equity earnings |
|
211 |
|
(107 |
) |
(Increase) decrease in working capital |
|
1,084 |
|
(1,739 |
) |
Other changes, net |
|
143 |
|
98 |
|
Cash flow from operating activities |
|
22,462 |
|
19,536 |
|
|
|
|
|
|
|
CASH FLOW USED IN INVESTING ACTIVITIES |
|
|
|
|
|
|
|
|
|
|
|
Intangible assets and property, plant and equipment additions |
|
(19,905 |
) |
(17,950 |
) |
Acquisitions of subsidiaries, net of cash acquired |
|
(191 |
) |
(854 |
) |
Investments in equity affiliates and other securities |
|
(898 |
) |
(4,525 |
) |
Increase in non-current loans |
|
(1,949 |
) |
(1,212 |
) |
Total expenditures |
|
(22,943 |
) |
(24,541 |
) |
Proceeds from disposal of intangible assets and property, plant and equipment |
|
1,418 |
|
1,439 |
|
Proceeds from disposal of subsidiaries, net of cash sold |
|
352 |
|
575 |
|
Proceeds from disposal of non-current investments |
|
2,816 |
|
5,691 |
|
Repayment of non-current loans |
|
1,285 |
|
873 |
|
Total divestments |
|
5,871 |
|
8,578 |
|
Cash flow used in investing activities |
|
(17,072 |
) |
(15,963 |
) |
|
|
|
|
|
|
CASH FLOW USED IN FINANCING ACTIVITIES |
|
|
|
|
|
|
|
|
|
|
|
Issuance (repayment) of shares: |
|
|
|
|
|
- Parent company shareholders |
|
32 |
|
481 |
|
- Treasury shares |
|
(68 |
) |
|
|
Dividends paid: |
|
|
|
|
|
- Parent company shareholders |
|
(5,184 |
) |
(5,140 |
) |
- Non controlling interests |
|
(104 |
) |
(172 |
) |
Other transactions with non-controlling interests |
|
1 |
|
(573 |
) |
Net issuance (repayment) of non-current debt |
|
5,279 |
|
4,069 |
|
Increase (decrease) in current borrowings |
|
(2,754 |
) |
(3,870 |
) |
Increase (decrease) in current financial assets and liabilities |
|
(947 |
) |
896 |
|
Cash flow used in financing activities |
|
(3,745 |
) |
(4,309 |
) |
Net increase (decrease) in cash and cash equivalents |
|
1,645 |
|
(736 |
) |
Effect of exchange rates |
|
(201 |
) |
272 |
|
Cash and cash equivalents at the beginning of the period |
|
14,025 |
|
14,489 |
|
Cash and cash equivalents at the end of the period |
|
15,469 |
|
14,025 |
|
CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS EQUITY
TOTAL
|
|
|
|
|
|
Paid-in |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
surplus and |
|
Currency |
|
|
|
|
|
Shareholders |
|
Non- |
|
Total |
|
|
|
Common shares issued |
|
retained |
|
translation |
|
Treasury shares |
|
equity Group |
|
controlling |
|
shareholders |
| ||||
(M) |
|
Number |
|
Amount |
|
earnings |
|
adjustment |
|
Number |
|
Amount |
|
Share |
|
interests |
|
equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of January 1, 2011 |
|
2,349,640,931 |
|
5,874 |
|
60,538 |
|
(2,495 |
) |
(112,487,679 |
) |
(3,503 |
) |
60,414 |
|
857 |
|
61,271 |
|
Net income 2011 |
|
|
|
|
|
12,276 |
|
|
|
|
|
|
|
12,276 |
|
305 |
|
12,581 |
|
Other comprehensive Income |
|
|
|
|
|
231 |
|
1,404 |
|
|
|
|
|
1,635 |
|
44 |
|
1,679 |
|
Comprehensive Income |
|
|
|
|
|
12,507 |
|
1,404 |
|
|
|
|
|
13,911 |
|
349 |
|
14,260 |
|
Dividend |
|
|
|
|
|
(6,457 |
) |
|
|
|
|
|
|
(6,457 |
) |
(172 |
) |
(6,629 |
) |
Issuance of common shares |
|
14,126,382 |
|
35 |
|
446 |
|
|
|
|
|
|
|
481 |
|
|
|
481 |
|
Purchase of treasury shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sale of treasury shares (1) |
|
|
|
|
|
(113 |
) |
|
|
2,933,506 |
|
113 |
|
|
|
|
|
|
|
Share-based payments |
|
|
|
|
|
161 |
|
|
|
|
|
|
|
161 |
|
|
|
161 |
|
Share cancellation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other operations with non-controlling interests |
|
|
|
|
|
(553 |
) |
103 |
|
|
|
|
|
(450 |
) |
(123 |
) |
(573 |
) |
Other items |
|
|
|
|
|
(23 |
) |
|
|
|
|
|
|
(23 |
) |
441 |
|
418 |
|
As of December 31, 2011 |
|
2,363,767,313 |
|
5,909 |
|
66,506 |
|
(988 |
) |
(109,554,173 |
) |
(3,390 |
) |
68,037 |
|
1,352 |
|
69,389 |
|
Net income 2012 |
|
|
|
|
|
10,694 |
|
|
|
|
|
|
|
10,694 |
|
147 |
|
10,841 |
|
Other comprehensive Income |
|
|
|
|
|
(219 |
) |
(506 |
) |
|
|
|
|
(725 |
) |
(39 |
) |
(764 |
) |
Comprehensive Income |
|
|
|
|
|
10,475 |
|
(506 |
) |
|
|
|
|
9,969 |
|
108 |
|
10,077 |
|
Dividend |
|
|
|
|
|
(5,237 |
) |
|
|
|
|
|
|
(5,237 |
) |
(104 |
) |
(5,341 |
) |
Issuance of common shares |
|
2,165,833 |
|
6 |
|
26 |
|
|
|
|
|
|
|
32 |
|
|
|
32 |
|
Purchase of treasury shares |
|
|
|
|
|
|
|
|
|
(1,800,000 |
) |
(68 |
) |
(68 |
) |
|
|
(68 |
) |
Sale of treasury shares (1) |
|
|
|
|
|
(116 |
) |
|
|
2,962,534 |
|
116 |
|
|
|
|
|
|
|
Share-based payments |
|
|
|
|
|
146 |
|
|
|
|
|
|
|
146 |
|
|
|
146 |
|
Share cancellation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other operations with non-controlling interests |
|
|
|
|
|
11 |
|
6 |
|
|
|
|
|
17 |
|
(16 |
) |
1 |
|
Other items |
|
|
|
|
|
16 |
|
|
|
|
|
|
|
16 |
|
(59 |
) |
(43 |
) |
As of December 31, 2012 |
|
2,365,933,146 |
|
5,915 |
|
71,827 |
|
(1,488 |
) |
(108,391,639 |
) |
(3,342 |
) |
72,912 |
|
1,281 |
|
74,193 |
|
(1) Treasury shares related to the restricted stock grants.
BUSINESS SEGMENT INFORMATION
TOTAL
(unaudited)
4th quarter 2012 |
|
Upstream |
|
Refining |
|
Marketing & |
|
Corporate |
|
Intercompany |
|
Total |
|
Non-Group sales |
|
5,988 |
|
22,169 |
|
21,669 |
|
42 |
|
|
|
49,868 |
|
Intersegment sales |
|
8,081 |
|
11,013 |
|
148 |
|
59 |
|
(19,301 |
) |
|
|
Excise taxes |
|
|
|
(959 |
) |
(3,440 |
) |
|
|
|
|
(4,399 |
) |
Revenues from sales |
|
14,069 |
|
32,223 |
|
18,377 |
|
101 |
|
(19,301 |
) |
45,469 |
|
Operating expenses |
|
(7,906 |
) |
(31,824 |
) |
(17,937 |
) |
(213 |
) |
19,301 |
|
(38,579 |
) |
Depreciation, depletion and amortization of tangible assets and mineral interests |
|
(1,752 |
) |
(491 |
) |
(160 |
) |
(10 |
) |
|
|
(2,413 |
) |
Operating income |
|
4,411 |
|
(92 |
) |
280 |
|
(122 |
) |
|
|
4,477 |
|
Equity in net income (loss) of affiliates and other items |
|
692 |
|
57 |
|
(122 |
) |
13 |
|
|
|
640 |
|
Tax on net operating income |
|
(2,512 |
) |
23 |
|
(84 |
) |
5 |
|
|
|
(2,568 |
) |
Net operating income |
|
2,591 |
|
(12 |
) |
74 |
|
(104 |
) |
|
|
2,549 |
|
Net cost of net debt |
|
|
|
|
|
|
|
|
|
|
|
(131 |
) |
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
(37 |
) |
Net income |
|
|
|
|
|
|
|
|
|
|
|
2,381 |
|
4th quarter 2012 (adjustments) (a) |
|
Upstream |
|
Refining |
|
Marketing & |
|
Corporate |
|
Intercompany |
|
Total |
|
Non-Group sales |
|
13 |
|
|
|
|
|
|
|
|
|
13 |
|
Intersegment sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
Excise taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues from sales |
|
13 |
|
|
|
|
|
|
|
|
|
13 |
|
Operating expenses |
|
(571 |
) |
(337 |
) |
(102 |
) |
|
|
|
|
(1,010 |
) |
Depreciation, depletion and amortization of tangible assets and mineral interests |
|
(66 |
) |
(204 |
) |
(8 |
) |
|
|
|
|
(278 |
) |
Operating income (b) |
|
(624 |
) |
(541 |
) |
(110 |
) |
|
|
|
|
(1,275 |
) |
Equity in net income (loss) of affiliates and other items |
|
240 |
|
(29 |
) |
(123 |
) |
(13 |
) |
|
|
75 |
|
Tax on net operating income |
|
296 |
|
152 |
|
34 |
|
(2 |
) |
|
|
480 |
|
Net operating income (b) |
|
(88 |
) |
(418 |
) |
(199 |
) |
(15 |
) |
|
|
(720 |
) |
Net cost of net debt |
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
20 |
|
Net income |
|
|
|
|
|
|
|
|
|
|
|
(700 |
) |
(a) Adjustments include special items, inventory valuation effect and the effect of changes in fair value.
(b) Of which inventory valuation effect
On operating income |
|
|
|
(351 |
) |
(111 |
) |
|
|
|
|
|
On net operating income |
|
|
|
(236 |
) |
(74 |
) |
|
|
|
|
|
4th quarter 2012 (adjusted) |
|
Upstream |
|
Refining |
|
Marketing & |
|
Corporate |
|
Intercompany |
|
Total |
|
Non-Group sales |
|
5,975 |
|
22,169 |
|
21,669 |
|
42 |
|
|
|
49,855 |
|
Intersegment sales |
|
8,081 |
|
11,013 |
|
148 |
|
59 |
|
(19,301 |
) |
|
|
Excise taxes |
|
|
|
(959 |
) |
(3,440 |
) |
|
|
|
|
(4,399 |
) |
Revenues from sales |
|
14,056 |
|
32,223 |
|
18,377 |
|
101 |
|
(19,301 |
) |
45,456 |
|
Operating expenses |
|
(7,335 |
) |
(31,487 |
) |
(17,835 |
) |
(213 |
) |
19,301 |
|
(37,569 |
) |
Depreciation, depletion and amortization of tangible assets and mineral interests |
|
(1,686 |
) |
(287 |
) |
(152 |
) |
(10 |
) |
|
|
(2,135 |
) |
Adjusted operating income |
|
5,035 |
|
449 |
|
390 |
|
(122 |
) |
|
|
5,752 |
|
Equity in net income (loss) of affiliates and other items |
|
452 |
|
86 |
|
1 |
|
26 |
|
|
|
565 |
|
Tax on net operating income |
|
(2,808 |
) |
(129 |
) |
(118 |
) |
7 |
|
|
|
(3,048 |
) |
Adjusted net operating income |
|
2,679 |
|
406 |
|
273 |
|
(89 |
) |
|
|
3,269 |
|
Net cost of net debt |
|
|
|
|
|
|
|
|
|
|
|
(131 |
) |
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
(57 |
) |
Ajusted net income |
|
|
|
|
|
|
|
|
|
|
|
3,081 |
|
Adjusted fully-diluted earnings per share () |
|
|
|
|
|
|
|
|
|
|
|
1.36 |
|
(a) Except for per share amounts.
4th quarter 2012 |
|
Upstream |
|
Refining |
|
Marketing & |
|
Corporate |
|
Intercompany |
|
Total |
|
Total expenditures |
|
5,518 |
|
573 |
|
508 |
|
24 |
|
|
|
6,623 |
|
Total divestments |
|
1,415 |
|
101 |
|
46 |
|
4 |
|
|
|
1,566 |
|
Cash flow from operating activities |
|
4,429 |
|
502 |
|
1,024 |
|
(90 |
) |
|
|
5,865 |
|
BUSINESS SEGMENT INFORMATION
TOTAL
(unaudited)
3rd quarter 2012 |
|
Upstream |
|
Refining |
|
Marketing & |
|
Corporate |
|
Intercompany |
|
Total |
|
Non-Group sales |
|
5,001 |
|
23,260 |
|
21,574 |
|
55 |
|
|
|
49,890 |
|
Intersegment sales |
|
7,455 |
|
11,168 |
|
154 |
|
47 |
|
(18,824 |
) |
|
|
Excise taxes |
|
|
|
(956 |
) |
(3,455 |
) |
|
|
|
|
(4,411 |
) |
Revenues from sales |
|
12,456 |
|
33,472 |
|
18,273 |
|
102 |
|
(18,824 |
) |
45,479 |
|
Operating expenses |
|
(5,279 |
) |
(31,914 |
) |
(17,836 |
) |
(249 |
) |
18,824 |
|
(36,454 |
) |
Depreciation, depletion and amortization of tangible assets and mineral interests |
|
(2,779 |
) |
(321 |
) |
(136 |
) |
(10 |
) |
|
|
(3,246 |
) |
Operating income |
|
4,398 |
|
1,237 |
|
301 |
|
(157 |
) |
|
|
5,779 |
|
Equity in net income (loss) of affiliates and other items |
|
642 |
|
41 |
|
7 |
|
302 |
|
|
|
992 |
|
Tax on net operating income |
|
(2,961 |
) |
(348 |
) |
(81 |
) |
(119 |
) |
|
|
(3,509 |
) |
Net operating income |
|
2,079 |
|
930 |
|
227 |
|
26 |
|
|
|
3,262 |
|
Net cost of net debt |
|
|
|
|
|
|
|
|
|
|
|
(125 |
) |
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
(71 |
) |
Net income |
|
|
|
|
|
|
|
|
|
|
|
3,066 |
|
3rd quarter 2012 (adjustments) (a) |
|
Upstream |
|
Refining |
|
Marketing & |
|
Corporate |
|
Intercompany |
|
Total |
|
Non-Group sales |
|
(8 |
) |
|
|
|
|
|
|
|
|
(8 |
) |
Intersegment sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
Excise taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues from sales |
|
(8 |
) |
|
|
|
|
|
|
|
|
(8 |
) |
Operating expenses |
|
3 |
|
593 |
|
(42 |
) |
|
|
|
|
554 |
|
Depreciation, depletion and amortization of tangible assets and mineral interests |
|
(1,134 |
) |
(2 |
) |
(14 |
) |
|
|
|
|
(1,150 |
) |
Operating income (b) |
|
(1,139 |
) |
591 |
|
(56 |
) |
|
|
|
|
(604 |
) |
Equity in net income (loss) of affiliates and other items |
|
|
|
5 |
|
33 |
|
293 |
|
|
|
331 |
|
Tax on net operating income |
|
327 |
|
(230 |
) |
7 |
|
(90 |
) |
|
|
14 |
|
Net operating income (b) |
|
(812 |
) |
366 |
|
(16 |
) |
203 |
|
|
|
(259 |
) |
Net cost of net debt |
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
(23 |
) |
Net income |
|
|
|
|
|
|
|
|
|
|
|
(282 |
) |
(a) Adjustments include special items, inventory valuation effect and the effect of changes in fair value.
(b) Of which inventory valuation effect
On operating income |
|
|
|
627 |
|
139 |
|
|
|
|
|
|
On net operating income |
|
|
|
444 |
|
94 |
|
|
|
|
|
|
3rd quarter 2012 (adjusted) |
|
Upstream |
|
Refining |
|
Marketing & |
|
Corporate |
|
Intercompany |
|
Total |
|
Non-Group sales |
|
5,009 |
|
23,260 |
|
21,574 |
|
55 |
|
|
|
49,898 |
|
Intersegment sales |
|
7,455 |
|
11,168 |
|
154 |
|
47 |
|
(18,824 |
) |
|
|
Excise taxes |
|
|
|
(956 |
) |
(3,455 |
) |
|
|
|
|
(4,411 |
) |
Revenues from sales |
|
12,464 |
|
33,472 |
|
18,273 |
|
102 |
|
(18,824 |
) |
45,487 |
|
Operating expenses |
|
(5,282 |
) |
(32,507 |
) |
(17,794 |
) |
(249 |
) |
18,824 |
|
(37,008 |
) |
Depreciation, depletion and amortization of tangible assets and mineral interests |
|
(1,645 |
) |
(319 |
) |
(122 |
) |
(10 |
) |
|
|
(2,096 |
) |
Adjusted operating income |
|
5,537 |
|
646 |
|
357 |
|
(157 |
) |
|
|
6,383 |
|
Equity in net income (loss) of affiliates and other items |
|
642 |
|
36 |
|
(26 |
) |
9 |
|
|
|
661 |
|
Tax on net operating income |
|
(3,288 |
) |
(118 |
) |
(88 |
) |
(29 |
) |
|
|
(3,523 |
) |
Adjusted net operating income |
|
2,891 |
|
564 |
|
243 |
|
(177 |
) |
|
|
3,521 |
|
Net cost of net debt |
|
|
|
|
|
|
|
|
|
|
|
(125 |
) |
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
(48 |
) |
Ajusted net income |
|
|
|
|
|
|
|
|
|
|
|
3,348 |
|
Adjusted fully-diluted earnings per share () |
|
|
|
|
|
|
|
|
|
|
|
1.48 |
|
(a) Except for per share amounts.
3rd quarter 2012 |
|
Upstream |
|
Refining |
|
Marketing & |
|
Corporate |
|
Intercompany |
|
Total |
|
Total expenditures |
|
4,567 |
|
441 |
|
383 |
|
25 |
|
|
|
5,416 |
|
Total divestments |
|
401 |
|
55 |
|
41 |
|
1,138 |
|
|
|
1,635 |
|
Cash flow from operating activities |
|
3,457 |
|
1,036 |
|
692 |
|
(22 |
) |
|
|
5,163 |
|
BUSINESS SEGMENT INFORMATION
TOTAL
(unaudited)
4th quarter 2011 |
|
Upstream |
|
Refining |
|
Marketing & |
|
Corporate |
|
Intercompany |
|
Total |
|
Non-Group sales |
|
6,132 |
|
19,405 |
|
21,958 |
|
(3 |
) |
|
|
47,492 |
|
Intersegment sales |
|
7,450 |
|
12,079 |
|
190 |
|
56 |
|
(19,775 |
) |
|
|
Excise taxes |
|
|
|
(879 |
) |
(3,655 |
) |
|
|
|
|
(4,534 |
) |
Revenues from sales |
|
13,582 |
|
30,605 |
|
18,493 |
|
53 |
|
(19,775 |
) |
42,958 |
|
Operating expenses |
|
(6,011 |
) |
(30,368 |
) |
(18,027 |
) |
(217 |
) |
19,775 |
|
(34,848 |
) |
Depreciation, depletion and amortization of tangible assets and mineral interests |
|
(1,437 |
) |
(830 |
) |
(140 |
) |
(9 |
) |
|
|
(2,416 |
) |
Operating income |
|
6,134 |
|
(593 |
) |
326 |
|
(173 |
) |
|
|
5,694 |
|
Equity in net income (loss) of affiliates and other items |
|
324 |
|
39 |
|
(495 |
) |
42 |
|
|
|
(90 |
) |
Tax on net operating income |
|
(3,333 |
) |
308 |
|
(97 |
) |
(26 |
) |
|
|
(3,148 |
) |
Net operating income |
|
3,125 |
|
(246 |
) |
(266 |
) |
(157 |
) |
|
|
2,456 |
|
Net cost of net debt |
|
|
|
|
|
|
|
|
|
|
|
(72 |
) |
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
(94 |
) |
Net income |
|
|
|
|
|
|
|
|
|
|
|
2,290 |
|
4th quarter 2011 (adjustments) (a) |
|
Upstream |
|
Refining |
|
Marketing & |
|
Corporate |
|
Intercompany |
|
Total |
|
Non-Group sales |
|
30 |
|
|
|
|
|
|
|
|
|
30 |
|
Intersegment sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
Excise taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues from sales |
|
30 |
|
|
|
|
|
|
|
|
|
30 |
|
Operating expenses |
|
|
|
67 |
|
42 |
|
|
|
|
|
109 |
|
Depreciation, depletion and amortization of tangible assets and mineral interests |
|
|
|
(534 |
) |
(1 |
) |
|
|
|
|
(535 |
) |
Operating income (b) |
|
30 |
|
(467 |
) |
41 |
|
|
|
|
|
(396 |
) |
Equity in net income (loss) of affiliates and other items |
|
(40 |
) |
(68 |
) |
(469 |
) |
21 |
|
|
|
(556 |
) |
Tax on net operating income |
|
283 |
|
254 |
|
|
|
(7 |
) |
|
|
530 |
|
Net operating income (b) |
|
273 |
|
(281 |
) |
(428 |
) |
14 |
|
|
|
(422 |
) |
Net cost of net debt |
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
(13 |
) |
Net income |
|
|
|
|
|
|
|
|
|
|
|
(435 |
) |
(a) Adjustments include special items, inventory valuation effect and the effect of changes in fair value.
(b) Of which inventory valuation effect
On operating income |
|
|
|
24 |
|
34 |
|
|
|
|
|
|
|
On net operating income |
|
|
|
40 |
|
22 |
|
|
|
|
|
|
|
4th quarter 2011 (adjusted) |
|
Upstream |
|
Refining |
|
Marketing & |
|
Corporate |
|
Intercompany |
|
Total |
|
Non-Group sales |
|
6,102 |
|
19,405 |
|
21,958 |
|
(3 |
) |
|
|
47,462 |
|
Intersegment sales |
|
7,450 |
|
12,079 |
|
190 |
|
56 |
|
(19,775 |
) |
|
|
Excise taxes |
|
|
|
(879 |
) |
(3,655 |
) |
|
|
|
|
(4,534 |
) |
Revenues from sales |
|
13,552 |
|
30,605 |
|
18,493 |
|
53 |
|
(19,775 |
) |
42,928 |
|
Operating expenses |
|
(6,011 |
) |
(30,435 |
) |
(18,069 |
) |
(217 |
) |
19,775 |
|
(34,957 |
) |
Depreciation, depletion and amortization of tangible assets and mineral interests |
|
(1,437 |
) |
(296 |
) |
(139 |
) |
(9 |
) |
|
|
(1,881 |
) |
Adjusted operating income |
|
6,104 |
|
(126 |
) |
285 |
|
(173 |
) |
|
|
6,090 |
|
Equity in net income (loss) of affiliates and other items |
|
364 |
|
107 |
|
(26 |
) |
21 |
|
|
|
466 |
|
Tax on net operating income |
|
(3,616 |
) |
54 |
|
(97 |
) |
(19 |
) |
|
|
(3,678 |
) |
Adjusted net operating income |
|
2,852 |
|
35 |
|
162 |
|
(171 |
) |
|
|
2,878 |
|
Net cost of net debt |
|
|
|
|
|
|
|
|
|
|
|
(72 |
) |
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
(81 |
) |
Ajusted net income |
|
|
|
|
|
|
|
|
|
|
|
2,725 |
|
Adjusted fully-diluted earnings per share () |
|
|
|
|
|
|
|
|
|
|
|
1.20 |
|
(a) Except for per share amounts.
4th quarter 2011 |
|
Upstream |
|
Refining |
|
Marketing & |
|
Corporate |
|
Intercompany |
|
Total |
|
Total expenditures |
|
6,134 |
|
624 |
|
545 |
|
64 |
|
|
|
7,367 |
|
Total divestments |
|
399 |
|
58 |
|
527 |
|
511 |
|
|
|
1,495 |
|
Cash flow from operating activities |
|
3,547 |
|
(649 |
) |
134 |
|
(238 |
) |
|
|
2,794 |
|
BUSINESS SEGMENT INFORMATION
TOTAL
(unaudited)
Year 2012 |
|
Upstream |
|
Refining |
|
Marketing & |
|
Corporate |
|
Intercompany |
|
Total |
|
Non-Group sales |
|
22,143 |
|
91,117 |
|
86,614 |
|
187 |
|
|
|
200,061 |
|
Intersegment sales |
|
31,521 |
|
44,470 |
|
755 |
|
199 |
|
(76,945 |
) |
|
|
Excise taxes |
|
|
|
(3,593 |
) |
(14,169 |
) |
|
|
|
|
(17,762 |
) |
Revenues from sales |
|
53,664 |
|
131,994 |
|
73,200 |
|
386 |
|
(76,945 |
) |
182,299 |
|
Operating expenses |
|
(25,914 |
) |
(129,441 |
) |
(71,525 |
) |
(977 |
) |
76,945 |
|
(150,912 |
) |
Depreciation, depletion and amortization of tangible assets and mineral interests |
|
(7,437 |
) |
(1,445 |
) |
(607 |
) |
(36 |
) |
|
|
(9,525 |
) |
Operating income |
|
20,313 |
|
1,108 |
|
1,068 |
|
(627 |
) |
|
|
21,862 |
|
Equity in net income (loss) of affiliates and other items |
|
2,325 |
|
213 |
|
(198 |
) |
276 |
|
|
|
2,616 |
|
Tax on net operating income |
|
(12,370 |
) |
(283 |
) |
(383 |
) |
(124 |
) |
|
|
(13,160 |
) |
Net operating income |
|
10,268 |
|
1,038 |
|
487 |
|
(475 |
) |
|
|
11,318 |
|
Net cost of net debt |
|
|
|
|
|
|
|
|
|
|
|
(477 |
) |
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
(147 |
) |
Net income |
|
|
|
|
|
|
|
|
|
|
|
10,694 |
|
Year 2012 (adjustments) (a) |
|
Upstream |
|
Refining |
|
Marketing & |
|
Corporate |
|
Intercompany |
|
Total |
|
Non-Group sales |
|
(9 |
) |
|
|
|
|
|
|
|
|
(9 |
) |
Intersegment sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
Excise taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues from sales |
|
(9 |
) |
|
|
|
|
|
|
|
|
(9 |
) |
Operating expenses |
|
(586 |
) |
(199 |
) |
(229 |
) |
(88 |
) |
|
|
(1,102 |
) |
Depreciation, depletion and amortization of tangible assets and mineral interests |
|
(1,200 |
) |
(206 |
) |
(68 |
) |
|
|
|
|
(1,474 |
) |
Operating income (b) |
|
(1,795 |
) |
(405 |
) |
(297 |
) |
(88 |
) |
|
|
(2,585 |
) |
Equity in net income (loss) of affiliates and other items |
|
240 |
|
(41 |
) |
(119 |
) |
146 |
|
|
|
226 |
|
Tax on net operating income |
|
637 |
|
70 |
|
66 |
|
(108 |
) |
|
|
665 |
|
Net operating income (b) |
|
(918 |
) |
(376 |
) |
(350 |
) |
(50 |
) |
|
|
(1,694 |
) |
Net cost of net debt |
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
27 |
|
Net income |
|
|
|
|
|
|
|
|
|
|
|
(1,667 |
) |
(a) Adjustments include special items, inventory valuation effect and the effect of changes in fair value.
(b) Of which inventory valuation effect
On operating income |
|
|
|
(179) |
|
(55) |
|
|
|
|
|
|
|
On net operating income |
|
|
|
(116) |
|
(39) |
|
|
|
|
|
|
|
Year 2012 (adjusted) |
|
Upstream |
|
Refining |
|
Marketing & |
|
Corporate |
|
Intercompany |
|
Total |
|
Non-Group sales |
|
22,152 |
|
91,117 |
|
86,614 |
|
187 |
|
|
|
200,070 |
|
Intersegment sales |
|
31,521 |
|
44,470 |
|
755 |
|
199 |
|
(76,945 |
) |
|
|
Excise taxes |
|
|
|
(3,593 |
) |
(14,169 |
) |
|
|
|
|
(17,762 |
) |
Revenues from sales |
|
53,673 |
|
131,994 |
|
73,200 |
|
386 |
|
(76,945 |
) |
182,308 |
|
Operating expenses |
|
(25,328 |
) |
(129,242 |
) |
(71,296 |
) |
(889 |
) |
76,945 |
|
(149,810 |
) |
Depreciation, depletion and amortization of tangible assets and mineral interests |
|
(6,237 |
) |
(1,239 |
) |
(539 |
) |
(36 |
) |
|
|
(8,051 |
) |
Adjusted operating income |
|
22,108 |
|
1,513 |
|
1,365 |
|
(539 |
) |
|
|
24,447 |
|
Equity in net income (loss) of affiliates and other items |
|
2,085 |
|
254 |
|
(79 |
) |
130 |
|
|
|
2,390 |
|
Tax on net operating income |
|
(13,007 |
) |
(353 |
) |
(449 |
) |
(16 |
) |
|
|
(13,825 |
) |
Adjusted net operating income |
|
11,186 |
|
1,414 |
|
837 |
|
(425 |
) |
|
|
13,012 |
|
Net cost of net debt |
|
|
|
|
|
|
|
|
|
|
|
(477 |
) |
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
(174 |
) |
Ajusted net income |
|
|
|
|
|
|
|
|
|
|
|
12,361 |
|
Adjusted fully-diluted earnings per share () |
|
|
|
|
|
|
|
|
|
|
|
5.45 |
|
(a) Except for per share amounts.
Year 2012 |
|
Upstream |
|
Refining |
|
Marketing & |
|
Corporate |
|
Intercompany |
|
Total |
|
Total expenditures |
|
19,618 |
|
1,944 |
|
1,301 |
|
80 |
|
|
|
22,943 |
|
Total divestments |
|
2,798 |
|
304 |
|
152 |
|
2,617 |
|
|
|
5,871 |
|
Cash flow from operating activities |
|
18,950 |
|
2,127 |
|
1,132 |
|
253 |
|
|
|
22,462 |
|
BUSINESS SEGMENT INFORMATION
TOTAL
(unaudited)
Year 2011 |
|
Upstream |
|
Refining |
|
Marketing & |
|
Corporate |
|
Intercompany |
|
Total |
|
Non-Group sales |
|
22,211 |
|
77,146 |
|
85,325 |
|
11 |
|
|
|
184,693 |
|
Intersegment sales |
|
27,301 |
|
44,277 |
|
805 |
|
185 |
|
(72,568 |
) |
|
|
Excise taxes |
|
|
|
(2,362 |
) |
(15,781 |
) |
|
|
|
|
(18,143 |
) |
Revenues from sales |
|
49,512 |
|
119,061 |
|
70,349 |
|
196 |
|
(72,568 |
) |
166,550 |
|
Operating expenses |
|
(21,894 |
) |
(116,365 |
) |
(68,396 |
) |
(667 |
) |
72,568 |
|
(134,754 |
) |
Depreciation, depletion and amortization of tangible assets and mineral interests |
|
(5,039 |
) |
(1,936 |
) |
(496 |
) |
(35 |
) |
|
|
(7,506 |
) |
Operating income |
|
22,579 |
|
760 |
|
1,457 |
|
(506 |
) |
|
|
24,290 |
|
Equity in net income (loss) of affiliates and other items |
|
2,198 |
|
647 |
|
(377 |
) |
336 |
|
|
|
2,804 |
|
Tax on net operating income |
|
(13,566 |
) |
(136 |
) |
(438 |
) |
(38 |
) |
|
|
(14,178 |
) |
Net operating income |
|
11,211 |
|
1,271 |
|
642 |
|
(208 |
) |
|
|
12,916 |
|
Net cost of net debt |
|
|
|
|
|
|
|
|
|
|
|
(335 |
) |
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
(305 |
) |
Net income |
|
|
|
|
|
|
|
|
|
|
|
12,276 |
|
Year 2011 (adjustments) (a) |
|
Upstream |
|
Refining |
|
Marketing & |
|
Corporate |
|
Intercompany |
|
Total |
|
Non-Group sales |
|
45 |
|
|
|
|
|
|
|
|
|
45 |
|
Intersegment sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
Excise taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues from sales |
|
45 |
|
|
|
|
|
|
|
|
|
45 |
|
Operating expenses |
|
|
|
852 |
|
271 |
|
|
|
|
|
1,123 |
|
Depreciation, depletion and amortization of tangible assets and mineral interests |
|
(75 |
) |
(705 |
) |
(1 |
) |
|
|
|
|
(781 |
) |
Operating income (b) |
|
(30 |
) |
147 |
|
270 |
|
|
|
|
|
387 |
|
Equity in net income (loss) of affiliates and other items |
|
682 |
|
337 |
|
(363 |
) |
90 |
|
|
|
746 |
|
Tax on net operating income |
|
(43 |
) |
(61 |
) |
(78 |
) |
(80 |
) |
|
|
(262 |
) |
Net operating income (b) |
|
609 |
|
423 |
|
(171 |
) |
10 |
|
|
|
871 |
|
Net cost of net debt |
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
(19 |
) |
Net income |
|
|
|
|
|
|
|
|
|
|
|
852 |
|
(a) Adjustments include special items, inventory valuation effect and the effect of changes in fair value.
(b) Of which inventory valuation effect
On operating income |
|
|
|
928 |
|
287 |
|
|
|
|
|
|
|
On net operating income |
|
|
|
669 |
|
200 |
|
|
|
|
|
|
|
Year 2011 (adjusted) |
|
Upstream |
|
Refining |
|
Marketing & |
|
Corporate |
|
Intercompany |
|
Total |
|
Non-Group sales |
|
22,166 |
|
77,146 |
|
85,325 |
|
11 |
|
|
|
184,648 |
|
Intersegment sales |
|
27,301 |
|
44,277 |
|
805 |
|
185 |
|
(72,568 |
) |
|
|
Excise taxes |
|
|
|
(2,362 |
) |
(15,781 |
) |
|
|
|
|
(18,143 |
) |
Revenues from sales |
|
49,467 |
|
119,061 |
|
70,349 |
|
196 |
|
(72,568 |
) |
166,505 |
|
Operating expenses |
|
(21,894 |
) |
(117,217 |
) |
(68,667 |
) |
(667 |
) |
72,568 |
|
(135,877 |
) |
Depreciation, depletion and amortization of tangible assets and mineral interests |
|
(4,964 |
) |
(1,231 |
) |
(495 |
) |
(35 |
) |
|
|
(6,725 |
) |
Adjusted operating income |
|
22,609 |
|
613 |
|
1,187 |
|
(506 |
) |
|
|
23,903 |
|
Equity in net income (loss) of affiliates and other items |
|
1,516 |
|
310 |
|
(14 |
) |
246 |
|
|
|
2,058 |
|
Tax on net operating income |
|
(13,523 |
) |
(75 |
) |
(360 |
) |
42 |
|
|
|
(13,916 |
) |
Adjusted net operating income |
|
10,602 |
|
848 |
|
813 |
|
(218 |
) |
|
|
12,045 |
|
Net cost of net debt |
|
|
|
|
|
|
|
|
|
|
|
(335 |
) |
Non-controlling interests |
|
|
|
|
|
|
|
|
|
|
|
(286 |
) |
Ajusted net income |
|
|
|
|
|
|
|
|
|
|
|
11,424 |
|
Adjusted fully-diluted earnings per share () |
|
|
|
|
|
|
|
|
|
|
|
5.06 |
|
(a) Except for per share amounts.
Year 2011 |
|
Upstream |
|
Refining |
|
Marketing & |
|
Corporate |
|
Intercompany |
|
Total |
|
Total expenditures |
|
20,662 |
|
1,910 |
|
1,834 |
|
135 |
|
|
|
24,541 |
|
Total divestments |
|
2,591 |
|
2,509 |
|
1,955 |
|
1,523 |
|
|
|
8,578 |
|
Cash flow from operating activities |
|
17,044 |
|
2,146 |
|
541 |
|
(195 |
) |
|
|
19,536 |
|
Reconciliation of the information by business segment with consolidated financial statements
TOTAL
(unaudited)
4th quarter 2012 |
|
Adjusted |
|
Adjustments (a) |
|
Consolidated |
|
|
|
|
|
|
|
|
|
Sales |
|
49,855 |
|
13 |
|
49,868 |
|
Excise taxes |
|
(4,399 |
) |
|
|
(4,399 |
) |
Revenues from sales |
|
45,456 |
|
13 |
|
45,469 |
|
|
|
|
|
|
|
|
|
Purchases net of inventory variation |
|
(31,392 |
) |
(462 |
) |
(31,854 |
) |
Other operating expenses |
|
(5,673 |
) |
(548 |
) |
(6,221 |
) |
Exploration costs |
|
(504 |
) |
|
|
(504 |
) |
Depreciation, depletion and amortization of tangible assets and mineral interests |
|
(2,135 |
) |
(278 |
) |
(2,413 |
) |
Other income |
|
234 |
|
240 |
|
474 |
|
Other expense |
|
(134 |
) |
(105 |
) |
(239 |
) |
|
|
|
|
|
|
|
|
Financial interest on debt |
|
(160 |
) |
|
|
(160 |
) |
Financial income from marketable securities & cash equivalents |
|
33 |
|
|
|
33 |
|
Cost of net debt |
|
(127 |
) |
|
|
(127 |
) |
|
|
|
|
|
|
|
|
Other financial income |
|
123 |
|
|
|
123 |
|
Other financial expense |
|
(110 |
) |
|
|
(110 |
) |
|
|
|
|
|
|
|
|
Equity in net income (loss) of affiliates |
|
452 |
|
(60 |
) |
392 |
|
|
|
|
|
|
|
|
|
Income taxes |
|
(3,052 |
) |
480 |
|
(2,572 |
) |
Consolidated net income |
|
3,138 |
|
(720 |
) |
2,418 |
|
Group share |
|
3,081 |
|
(700 |
) |
2,381 |
|
Non-controlling interests |
|
57 |
|
(20 |
) |
37 |
|
(a) Adjustments include special items, inventory valuation effect and the effect of changes in fair value.
4th quarter 2011 |
|
Adjusted |
|
Adjustments (a) |
|
Consolidated |
|
|
|
|
|
|
|
|
|
Sales |
|
47,462 |
|
30 |
|
47,492 |
|
Excise taxes |
|
(4,534 |
) |
|
|
(4,534 |
) |
Revenues from sales |
|
42,928 |
|
30 |
|
42,958 |
|
|
|
|
|
|
|
|
|
Purchases net of inventory variation |
|
(29,291 |
) |
58 |
|
(29,233 |
) |
Other operating expenses |
|
(5,327 |
) |
51 |
|
(5,276 |
) |
Exploration costs |
|
(339 |
) |
|
|
(339 |
) |
Depreciation, depletion and amortization of tangible assets and mineral interests |
|
(1,881 |
) |
(535 |
) |
(2,416 |
) |
Other income |
|
252 |
|
29 |
|
281 |
|
Other expense |
|
(312 |
) |
(526 |
) |
(838 |
) |
|
|
|
|
|
|
|
|
Financial interest on debt |
|
(156 |
) |
|
|
(156 |
) |
Financial income from marketable securities & cash equivalents |
|
57 |
|
|
|
57 |
|
Cost of net debt |
|
(99 |
) |
|
|
(99 |
) |
|
|
|
|
|
|
|
|
Other financial income |
|
91 |
|
|
|
91 |
|
Other financial expense |
|
(102 |
) |
|
|
(102 |
) |
|
|
|
|
|
|
|
|
Equity in net income (loss) of affiliates |
|
537 |
|
(59 |
) |
478 |
|
|
|
|
|
|
|
|
|
Income taxes |
|
(3,651 |
) |
530 |
|
(3,121 |
) |
Consolidated net income |
|
2,806 |
|
(422 |
) |
2,384 |
|
Group share |
|
2,725 |
|
(435 |
) |
2,290 |
|
Non-controlling interests |
|
81 |
|
13 |
|
94 |
|
(a) Adjustments include special items, inventory valuation effect and the effect of changes in fair value.
Reconciliation of the information by business segment with consolidated financial statements
TOTAL
Year 2012 |
|
Adjusted |
|
Adjustments (a) |
|
Consolidated |
|
|
|
|
|
|
|
|
|
Sales |
|
200,070 |
|
(9 |
) |
200,061 |
|
Excise taxes |
|
(17,762 |
) |
|
|
(17,762 |
) |
Revenues from sales |
|
182,308 |
|
(9 |
) |
182,299 |
|
|
|
|
|
|
|
|
|
Purchases net of inventory variation |
|
(126,564 |
) |
(234 |
) |
(126,798 |
) |
Other operating expenses |
|
(21,800 |
) |
(868 |
) |
(22,668 |
) |
Exploration costs |
|
(1,446 |
) |
|
|
(1,446 |
) |
Depreciation, depletion and amortization of tangible assets and mineral interests |
|
(8,051 |
) |
(1,474 |
) |
(9,525 |
) |
Other income |
|
681 |
|
781 |
|
1,462 |
|
Other expense |
|
(448 |
) |
(467 |
) |
(915 |
) |
|
|
|
|
|
|
|
|
Financial interest on debt |
|
(671 |
) |
|
|
(671 |
) |
Financial income from marketable securities & cash equivalents |
|
100 |
|
|
|
100 |
|
Cost of net debt |
|
(571 |
) |
|
|
(571 |
) |
|
|
|
|
|
|
|
|
Other financial income |
|
558 |
|
|
|
558 |
|
Other financial expense |
|
(499 |
) |
|
|
(499 |
) |
|
|
|
|
|
|
|
|
Equity in net income (loss) of affiliates |
|
2,098 |
|
(88 |
) |
2,010 |
|
|
|
|
|
|
|
|
|
Income taxes |
|
(13,731 |
) |
665 |
|
(13,066 |
) |
Consolidated net income |
|
12,535 |
|
(1,694 |
) |
10,841 |
|
Group share |
|
12,361 |
|
(1,667 |
) |
10,694 |
|
Non-controlling interests |
|
174 |
|
(27 |
) |
147 |
|
(a) Adjustments include special items, inventory valuation effect and the effect of changes in fair value.
Year 2011 |
|
Adjusted |
|
Adjustments (a) |
|
Consolidated |
|
|
|
|
|
|
|
|
|
Sales |
|
184,648 |
|
45 |
|
184,693 |
|
Excise taxes |
|
(18,143 |
) |
|
|
(18,143 |
) |
Revenues from sales |
|
166,505 |
|
45 |
|
166,550 |
|
|
|
|
|
|
|
|
|
Purchases net of inventory variation |
|
(115,107 |
) |
1,215 |
|
(113,892 |
) |
Other operating expenses |
|
(19,751 |
) |
(92 |
) |
(19,843 |
) |
Exploration costs |
|
(1,019 |
) |
|
|
(1,019 |
) |
Depreciation, depletion and amortization of tangible assets and mineral interests |
|
(6,725 |
) |
(781 |
) |
(7,506 |
) |
Other income |
|
430 |
|
1,516 |
|
1,946 |
|
Other expense |
|
(536 |
) |
(711 |
) |
(1,247 |
) |
|
|
|
|
|
|
|
|
Financial interest on debt |
|
(713 |
) |
|
|
(713 |
) |
Financial income from marketable securities & cash equivalents |
|
273 |
|
|
|
273 |
|
Cost of net debt |
|
(440 |
) |
|
|
(440 |
) |
|
|
|
|
|
|
|
|
Other financial income |
|
609 |
|
|
|
609 |
|
Other financial expense |
|
(429 |
) |
|
|
(429 |
) |
|
|
|
|
|
|
|
|
Equity in net income (loss) of affiliates |
|
1,984 |
|
(59 |
) |
1,925 |
|
|
|
|
|
|
|
|
|
Income taxes |
|
(13,811 |
) |
(262 |
) |
(14,073 |
) |
Consolidated net income |
|
11,710 |
|
871 |
|
12,581 |
|
Group share |
|
11,424 |
|
852 |
|
12,276 |
|
Non-controlling interests |
|
286 |
|
19 |
|
305 |
|
(a) Adjustments include special items, inventory valuation effect and the effect of changes in fair value.
Exhibit 99.2
RECENT DEVELOPMENTS
TOTAL announces final 2012 dividend and director nominations for shareholder approval
On February 12, 2013, TOTAL S.A. (together with its subsidiaries and affiliates, TOTAL) announced that the Board of Directors of TOTAL decided on February 12, 2013, to propose at the Annual Shareholders Meeting on May 17, 2013, an annual dividend for 2012 of 2.34 per share, reflecting an increase of approximately 3% compared to 2011.
Upon approval at the Annual Shareholders Meeting:
· The final installment of 0.59 per share for the 2012 dividend will be paid according to the following timetable:
· Ex-dividend date: June 24, 2013
· Record date: June 26, 2013
· Payment date: June 27, 2013
· American Depositary Receipts (ADRs) will receive the final installment of the 2012 dividend in dollars based on the then-prevailing exchange rate according to the following timetable:
· Ex-dividend date: June 19, 2013
· Record date: June 21, 2013
· Payment date: July 18, 2013
Registered ADR holders may also contact The Bank of New York Mellon for additional information. Non-registered ADR holders should contact their broker, financial intermediary, bank, or financial institution for additional information.
The Board of Directors of TOTAL also decided on February 12, 2013, to ask the shareholders at the Annual Shareholders Meeting on May 17, 2013, to re-elect Gunnar Brock, Thierry Demarest and Gérard Lamarche to new three-year terms as directors.
The Board of Directors of TOTAL also decided to submit to the shareholders the nomination, for a three-year term, of a new employee representative to the Board to replace Claude Clément upon the expiration of his term.
TOTAL has received a firm offer from Borealis for its majority interest in Belgiums Rosier S.A.(1)
On February 6, 2013, TOTAL announced that it had received a firm offer from Borealis for its entire 56.86% interest in Belgiums Rosier S.A., a company listed on NYSE Euronext Brussels. A leading international provider of chemical solutions, Borealis is already active in nitrogen fertilizers in Central Europe, as well as in France following its acquisition of PEC-Rhin S.A. in early 2012. Borealis has offered 200 per share for TOTALs majority interest.
This offer as well as Borealis offer (described below) to acquire all outstanding shares in Frances GPN will now be presented to the employee representatives concerned, as part of the information and consultation procedures.
The proposed transaction is subject to the approval of the relevant authorities, in particular the antitrust authorities in the countries concerned. Furthermore, the proposed acquisition of Rosier shares will only be completed if Borealis simultaneously acquires all outstanding shares of Frances GPN.
In the event Borealis acquires the 56.86% interest in Rosier, it will be required to launch a mandatory public takeover bid for the remaining outstanding shares. In application of Article 53 of the Belgian Royal Decree of April 27, 2007 on public takeover bids and on the basis of a decision by the Autorité des services et marchés financiers (FSMA), Belgiums market regulator, Borealis will under such a bid offer a price of EUR 211.38 per Rosier share, coupons n° 27 and following (i.e., rights to dividends) inclusive. The offer price corresponds to the volume weighted average price of Rosier shares on the NYSE Euronext Brussels stock exchange for the thirty calendar days period ending on, and including, the day of announcement of the proposed transaction (i.e., February 6, 2013). This price is higher than the price per share offered by Borealis for TOTALs 56.86% interest in Rosier. Borealis has informed TOTAL that it has not traded in Rosier shares over the last twelve months. As a result, the offer price meets the minimum price requirement under Belgian takeover legislation. Borealis has informed TOTAL that it intends to proceed with a squeeze-out if it obtains 95% or more of the Rosier shares by the end of the bid.
Borealis offers to acquire GPN S.A.
On February 6, 2013, TOTAL announced that it had received a firm offer from Borealis to acquire GPN S.A., a wholly-owned TOTAL affiliate that is Frances largest nitrogen fertilizer manufacturer. The Group has granted Borealis the exclusive right to pursue the offer.
In light of the quality of the Borealis offer, TOTAL has decided to present the offer, as well as Borealis offer (described above) to acquire TOTALs 56.86% interest in Belgiums Rosier S.A., listed on NYSE Euronext Brussels, to the employee representatives concerned, as part of the information and consultation procedures.
(1) Press release issued under Article 8, paragraph 1 of the Belgian Royal Decree of April 27, 2007 on public takeover.
Borealis offer for GPN includes clear undertakings to continue operations, to assume all employment contracts and to maintain jobs.
The offer is subject to approval by the relevant antitrust authorities.
Borealis offer does not concern Grande Paroisse S.A. and TOTAL will retain all obligations and liabilities related to that companys former operations, in particular those arising from the AZF site in Toulouse, France.
GPN is Frances leading manufacturer of nitrogen fertilizers and nitrogen oxide reducers. It supplies about 25% of the French market, with revenue of 500 million. GPN has 725 employees in France. Its production facilities are located in Grandpuits in the greater Paris region and Grand Quevilly in Normandy.
TOTAL enters deep offshore exploration in Cyprus
On February 6, 2013, TOTAL announced that it had signed two production sharing contracts (PSCs) for Blocks 10 and 11 with the Republic of Cyprus. The PSCs were awarded as part of the second offshore exploration licensing round launched by the Cypriot government in 2012.
The licenses extend over 2,572 square kilometers and 2,958 square kilometers, respectively, southwest of Cyprus in water depths ranging from 1,000 to 2,500 meters.
The exploration program will begin with seismic surveys.
TOTAL in exclusive negotiations on the proposed sale of TIGF to Snam, EDF and GIC
On February 5, 2013, TOTAL announced it had entered into exclusive negotiations with a consortium comprising Snam, EDF and GIC (Government of Singapore Investment Corporation) that had submitted a firm offer to acquire all outstanding shares of Transport et Infrastructures Gaz France (TIGF). The offer values the company at 2.4 billion.
The proposed sale is aligned with TOTALs active portfolio management strategy.
TOTAL initiated dialogue with employee representatives from the commencement of the process leading to an agreement Undertakings in Case of the Sale of TIGF that was signed on January 23, 2013. In particular, the agreement includes provisions concerning maintaining jobs, benefits and TIGFs headquarters in Pau.
The proposed sale is subject to information and consultation procedures with the relevant employee representative bodies, including consultation with relevant authorities.
TIGF provides gas transmission and storage services in fifteen departments in southwestern France. It manages a network of about 5,000 kilometers of pipeline that carries 13% of the total volume of gas transported in France and operates 22% of the countrys gas storage capacity. With almost 500 employees, TIGF generated revenues of over 350 million in 2011.
Exhibit 99.3
RATIO OF EARNINGS TO FIXED CHARGES
(Unaudited)
The following table shows the ratios of earnings to fixed charges for TOTAL S.A. and its subsidiaries and affiliates (collectively, TOTAL or the Group), computed in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board and as adopted by the European Union, for the fiscal years ended December 31, 2012, 2011, 2010, 2009 and 2008.
|
|
Years Ended December 31, |
| ||||||||
|
|
2012 |
|
2011 |
|
2010 |
|
2009 |
|
2008 |
|
For the Group (IFRS) |
|
24.50 |
|
27.31 |
|
29.11 |
|
21.11 |
|
20.86 |
|
Earnings for the computations above under IFRS were calculated by adding pre-tax income from continuing operations before adjustment for non-controlling interests in consolidated subsidiaries or income or loss from equity investees, fixed charges and distributed income of equity investees. Fixed charges for the computations above consist of interest (including capitalized interest) on all indebtedness, amortization of debt discount and expense and that portion of rental expense representative of the interest factor.
CAPITALIZATION AND INDEBTEDNESS OF TOTAL
(Unaudited)
The following table sets out the unaudited consolidated capitalization and long-term indebtedness, as well as short-term indebtedness, of the Group as of December 31, 2012, prepared on the basis of IFRS.
|
|
At December 31, |
|
|
|
(in millions of euros) |
|
Current financial debt, including current portion of non-current financial debt |
|
|
|
Current portion of non-current financial debt |
|
4,624 |
|
Current financial debt |
|
6,392 |
|
Current portion of financial instruments for interest rate swaps liabilities |
|
84 |
|
Other current financial instruments liabilities |
|
92 |
|
Financial liabilities directly associated with the assets classified as held for sale |
|
793 |
|
|
|
|
|
Total current financial debt |
|
11,985 |
|
|
|
|
|
Non-current financial debt |
|
22,274 |
|
Non-controlling interests |
|
1,281 |
|
Shareholders equity |
|
|
|
Common shares |
|
5,915 |
|
Paid-in surplus and retained earnings |
|
71,827 |
|
Currency translation adjustment |
|
(1,488 |
) |
Treasury shares |
|
(3,342 |
) |
|
|
|
|
Total shareholders equity |
|
72,912 |
|
|
|
|
|
Total capitalization and non-current indebtedness |
|
96,467 |
|
As of December 31, 2012, TOTAL had an authorized share capital of 3,421,533,930 ordinary shares with a par value of 2.50 per share, and an issued share capital of 2,365,933,146 ordinary shares (including 108,391,639 treasury shares from shareholders equity).
As of December 31, 2012, approximately 713 million of TOTALs non-current financial debt was secured and approximately 21,561 million was unsecured, and all of TOTALs current financial debt of 6,392 million was unsecured. As of December 31, 2012, TOTAL had no outstanding guarantees from third parties relating to its consolidated indebtedness. For more information about TOTALs commitments and contingencies, see Note 5 of the Notes to TOTALs unaudited interim consolidated financial statements in Exhibit 99.1 to its Form 6-K filed with the Securities and Exchange Commission (SEC) on November 5, 2012, and Note 23 of the Notes to TOTALs audited consolidated financial statements in its Annual Report on Form 20-F for the year ended December 31, 2011, filed with the SEC on March 26, 2012, as amended on March 27, 2012. Since December 31, 2012, Total Capital International, an affiliate of TOTAL, has issued non-current financial debt of $250 million (or approximately 188 million using the February 15, 2013, European Central Bank reference exchange rate of 1 = $1.33), and Total Capital Canada Ltd., an affiliate of TOTAL, has issued non-current financial debt of $3 billion (or approximately 2,256 million using the February 15, 2013, European Central Bank reference exchange rate of 1 = $1.33).
On February 12, 2013, the Board of Directors of TOTAL S.A. decided to propose at the May 17, 2013 Annual Shareholders Meeting a fourth quarter interim dividend of 0.59 per share, representing approximately 1.4 billion, to be paid on June 27, 2013.(1)
Except as disclosed herein, there have been no material changes in the consolidated capitalization, indebtedness and contingent liabilities of TOTAL since December 31, 2012.
(1) The ex-dividend date for the remainder of the 2012 dividend would be June 24, 2013; for the ADR (NYSE: TOT) the ex-dividend date would be June 19, 2013
Exhibit 99.4
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
|
|
Years Ended December 31, |
| ||||||||
(Amounts in millions of euros) |
|
2012 |
|
2011 |
|
2010 |
|
2009 |
|
2008 |
|
|
|
(unaudited) |
| ||||||||
Net income |
|
10,694 |
|
12,276 |
|
10,571 |
|
8,447 |
|
10,590 |
|
Income tax expenses |
|
13,066 |
|
14,073 |
|
10,228 |
|
7,751 |
|
14,146 |
|
Non-controlling interests |
|
147 |
|
305 |
|
236 |
|
182 |
|
363 |
|
Equity in income of affiliates (in excess of)/ less than dividends received |
|
211 |
|
(107 |
) |
(470 |
) |
(378 |
) |
(311 |
) |
Interest expensed |
|
504 |
|
619 |
|
416 |
|
450 |
|
779 |
|
Estimate of the interest within rental expense |
|
260 |
|
215 |
|
202 |
|
204 |
|
142 |
|
Amortization of capitalized interest |
|
177 |
|
201 |
|
239 |
|
129 |
|
115 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
25,059 |
|
27,582 |
|
21,422 |
|
16,785 |
|
25,824 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expensed |
|
504 |
|
619 |
|
416 |
|
450 |
|
779 |
|
Capitalized interest |
|
259 |
|
176 |
|
118 |
|
141 |
|
317 |
|
Estimate of the interest within rental expense |
|
260 |
|
215 |
|
202 |
|
204 |
|
142 |
|
Preference security dividend requirements of consolidated subsidiaries |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed charges |
|
1,023 |
|
1,010 |
|
736 |
|
795 |
|
1,238 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratio of earnings to fixed charges |
|
24.50 |
|
27.31 |
|
29.11 |
|
21.11 |
|
20.86 |
|