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
July 29, 2015
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 ¨
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): ¨
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): ¨
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 ¨ 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. 333-203476, 333-203476-01, 333-203476-02 AND 333-203476-03) OF TOTAL S.A., TOTAL CAPITAL INTERNATIONAL, TOTAL CAPITAL CANADA LTD. AND TOTAL CAPITAL AND THE REGISTRATION STATEMENTS ON FORM S-8 (333-144415, 333-150365, 333-169828, 333-172832, 333-183144, 333-185168 AND 333-199735) 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 second quarter of 2015 and six months ended June 30, 2015, and a description of certain recent developments relating to its business, as well as a capitalization table as of June 30, 2015, and a ratio of earnings to fixed charges for the three months ended June 30, 2015 and 2014, and each of the five years ended December 31, 2014, 2013, 2012, 2011 and 2010, together with the computation of the ratio of earnings to fixed charges.
TABLE OF CONTENTS
EX-99.1: Results for the Second Quarter of 2015 and Six Months Ended June 30, 2015 |
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EX-99.2: Recent Developments |
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EX-99.3: Ratio of Earnings to Fixed Charges and Capitalization and Indebtedness |
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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.
TOTAL S.A. | ||||||||
Date: July 29, 2015 | By: | /s/ HUMBERT DE WENDEL | ||||||
Name: | Humbert de WENDEL | |||||||
Title: | Treasurer |
Exhibit 99.1 | Results for the Second Quarter of 2015 and Six Months Ended June 30, 2015 | |
Exhibit 99.2 | Recent Developments | |
Exhibit 99.3 | Ratio of Earnings to Fixed Charges and Capitalization and Indebtedness | |
Exhibit 99.4 | 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 second quarter of 2015 and six months ended June 30, 2015, has been derived from TOTALs unaudited consolidated financial statements for the second quarter of 2015 and six months ended June 30, 2015. The following discussion should be read in conjunction with the unaudited interim consolidated financial statements and the related notes provided elsewhere in this exhibit and with the information, including the audited financial statements and related notes, in TOTALs Annual Report on Form 20-F for the year ended December 31, 2014, filed with the Securities and Exchange Commission (SEC) on March 26, 2015, as amended on March 27, 2015.
A. KEY FIGURES FROM THE CONSOLIDATED ACCOUNTS OF TOTAL
2Q15 | 1Q15 | 2Q14 | 2Q15 vs 2Q14 |
in millions of dollars |
1H15 | 1H14 | 1H15 vs 1H14 |
|||||||||||||||||||||
44,715 | 42,313 | 62,561 | -29% | Sales |
87,028 | 123,248 | -29% | |||||||||||||||||||||
Adjusted net operating income from business segments* |
||||||||||||||||||||||||||||
1,560 | 1,359 | 3,051 | -49% | Upstream |
2,919 | 6,143 | -52% | |||||||||||||||||||||
1,349 | 1,100 | 401 | x3 | Refining & Chemicals |
2,449 | 747 | x3 | |||||||||||||||||||||
425 | 321 | 372 | +14% | Marketing & Services |
746 | 633 | +18% | |||||||||||||||||||||
685 | 590 | 874 | -22% | Equity in net income (loss) of affiliates |
1,275 | 1,347 | -5% | |||||||||||||||||||||
1.29 | 1.16 | 1.36 | -5% | Fully-diluted earnings per share ($) |
2.45 | 2.82 | -13% | |||||||||||||||||||||
2,292 | 2,285 | 2,281 | | Fully-diluted weighted-average shares (millions) |
2,289 | 2,279 | | |||||||||||||||||||||
2,971 | 2,663 | 3,104 | -4% | Net income (Group share) |
5,634 | 6,439 | -13% | |||||||||||||||||||||
6,590 | 8,809 | 8,723 | -24% | Investments** |
15,399 | 14,588 | +6% | |||||||||||||||||||||
1,893 | 2,984 | 631 | x3 | Divestments |
4,877 | 2,471 | x2 | |||||||||||||||||||||
4,616 | 5,825 | 7,966 | -42% | Net investments*** |
10,441 | 11,991 | -13% | |||||||||||||||||||||
4,732 | 4,387 | 5,277 | -10% | Cash flow from operations |
9,119 | 10,615 | -14% |
* | 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. In addition, during the second quarter of 2015, the Group revised the classification in the statement of income of certain taxes related to its participation in the ADCO concession, effective since January 1, 2015. These taxes are now accounted for as operating taxes and therefore reclassified for $498 million from Income taxes to Purchases, net of inventory variation in the first quarter of 2015. This reclassification affects the adjusted operating income from business segments and the effective income tax rate for the Group but has no impact on net income. |
** | Including acquisitions. |
*** | Net investments = investments including acquisitions asset sales other transactions with non-controlling interests. |
B. ANALYSIS OF BUSINESS SEGMENT RESULTS
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 First-In, First-Out (FIFO) method and other inventories using the weighted-average cost method. Under the FIFO method, the cost of inventory is based on the 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 & Services 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 price 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.
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, which requires that trading inventories be recorded at their fair value using period-end spot prices. In
1
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 19-25 and 38-47 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.
B.1. | Upstream segment |
Ø | Environment liquids and gas price realizations* |
2Q15 | 1Q15 | 2Q14 | 2Q15 vs 2Q14 |
1H15 | 1H14 | 1H15 vs 1H14 |
||||||||||||||||||||||
61.9 | 53.9 | 109.7 | -44% | Brent ($/b) |
57.8 | 108.9 | -47% | |||||||||||||||||||||
58.2 | 49.5 | 103.0 | -44% | Average liquids price ($/b) |
53.8 | 102.5 | -48% | |||||||||||||||||||||
4.67 | 5.38 | 6.52 | -28% | Average gas price ($/Mbtu) |
5.03 | 6.80 | -26% | |||||||||||||||||||||
45.4 | 41.8 | 73.1 | -38% | Average hydrocarbons price ($/boe) |
43.6 | 73.2 | -40% |
* | Consolidated subsidiaries, excluding fixed margins. |
Ø | Production |
2Q15 | 1Q15 | 2Q14 | 2Q15 vs 2Q14 |
hydrocarbon production |
1H15 | 1H14 | 1H15 vs 1H14 |
|||||||||||||||||||||
2,299 | 2,395 | 2,054 | +12% | Combined production (kboe/d) |
2,347 | 2,116 | +11% | |||||||||||||||||||||
1,215 | 1,240 | 984 | +23% | Liquids (kb/d) |
1,227 | 1,007 | +22% | |||||||||||||||||||||
5,910 | 6,312 | 5,867 | +1% | Gas (Mcf/d) |
6,110 | 6,066 | +1% |
Hydrocarbon production was 2,299 thousand barrels of oil equivalent per day (kboe/d) in the second quarter 2015, an increase of 12% compared to the second quarter 2014, due to the following:
| +5% for new project start ups, notably CLOV, West Franklin Phase 2 and Termokarstovoye; |
| +7% due to portfolio changes, mainly the addition of the new ADCO concession in the United Arab Emirates, partially offset by asset sales in the North Sea, Nigeria and Azerbaijan; |
| -4% due to the shutdown of production in Yemen; and |
| +4% due to the price effect(1), better field performance and lower maintenance, offsetting natural decline. |
In the first half 2015, hydrocarbon production was 2,347 kboe/d, an increase of 11% compared to the first half 2014, due to the following:
| +4% for new project start ups; |
| +6% due to portfolio changes, noted in the second quarter explanation above; |
| -2% due to the shutdown of production in Yemen; and |
| +3% due to the price effect and better field performance, offsetting natural decline. |
(1) | The price effect refers to the impact of changing hydrocarbon prices on entitlement volumes from production sharing and buyback contracts. For example, as the price of oil or gas increases above certain pre-determined levels, TOTALs share of production normally decreases. |
2
Ø | Results |
2Q15 | 1Q15 | 2Q14 | 2Q15 vs 2Q14 |
in millions of dollars |
1H15 | 1H14 | 1H15 vs 1H14 |
|||||||||||||||||||||
4,498 | 5,225 | 6,205 | -28% | Non-Group sales |
9,723 | 12,871 | -24% | |||||||||||||||||||||
1,641 | 199 | 4,774 | -66% | Operating income |
1,840 | 10,186 | -82% | |||||||||||||||||||||
354 | 1,332 | 36 | x10 | Adjustments affecting operating income |
1,686 | 125 | x13 | |||||||||||||||||||||
1,995 | 1,531 | 4,810 | -59% | Adjusted operating income* |
3,526 | 10,311 | -66% | |||||||||||||||||||||
47.3% | 48.6% | 52.3% | Effective tax rate** |
47.9% | 56.3% | |||||||||||||||||||||||
1,560 | 1,359 | 3,051 | -49% | Adjusted net operating income* |
2,919 | 6,143 | -52% | |||||||||||||||||||||
489 | 503 | 769 | -36% | Includes adjusted income from equity affiliates |
992 | 1,502 | -34% | |||||||||||||||||||||
5,653 | 8,151 | 7,999 | -29% | Investments |
13,804 | 13,310 | +4% | |||||||||||||||||||||
379 | 1,162 | 568 | -33% | Divestments |
1,541 | 2,367 | -35% | |||||||||||||||||||||
2,713 | 3,525 | 4,805 | -44% | Cash flow from operating activities |
6,238 | 8,616 | -28% |
* | Detail of adjustment items shown in the business segment information starting on page 19 of this exhibit. In addition, during the second quarter of 2015, the Group revised the classification in the statement of income of certain taxes related to its participation in the ADCO concession, effective since January 1, 2015. These taxes are now accounted for as operating taxes and therefore reclassified for $498 million from Income taxes to Purchases, net of inventory variation in the first quarter of 2015. This reclassification affects the adjusted operating income from business segments and the effective income tax rate for the Group but has no impact on net income. |
** | Defined as: tax on adjusted net operating income / (adjusted net operating income - income from equity affiliates - dividends received from investments + tax on adjusted net operating income). |
Adjusted net operating income from the Upstream segment was:
| $1,560 million in the second quarter 2015, a decrease of 49% compared to the second quarter 2014, essentially due to the decrease in the average realized price of hydrocarbons, partially offset by an increase in production, a material decrease in operating costs, and a lower effective tax rate, notably in Nigeria and in Congo; and |
| $2,919 million in the first half 2015, a decrease of 52% compared to the first half 2014, for the same reasons. |
Adjusted net operating income for the Upstream segment excludes special items. In the second quarter 2015, the exclusion of special items had a positive impact on the segments adjusted net operating income of $509 million, consisting essentially of an impairment of assets in Yemen due to security conditions and the impact of a litigation in Qatar, compared to a positive impact of $29 million in the second quarter 2014.
B.2. | Refining & Chemicals segment |
Ø | Refinery throughput and utilization rates* |
2Q15 | 1Q15 | 2Q14 | 2Q15 vs 2Q14 |
1H15 | 1H14 | 1H15 vs 1H14 |
||||||||||||||||||||||
1,909 | 1,931 | 1,622 | +18% | Total refinery throughput (kb/d) |
1,920 | 1,662 | +16% | |||||||||||||||||||||
613 | 737 | 634 | -3% | France |
675 | 626 | +8% | |||||||||||||||||||||
875 | 795 | 695 | +26% | Rest of Europe |
835 | 741 | +13% | |||||||||||||||||||||
421 | 399 | 293 | +44% | Rest of world |
410 | 295 | +39% | |||||||||||||||||||||
Utilization rates** |
||||||||||||||||||||||||||||
84% | 87% | 72% | Based on crude only |
85% | 72% | |||||||||||||||||||||||
87% | 88% | 74% | Based on crude and other feedstock |
88% | 76% |
* | Includes share of TotalErg. Results for refineries in South Africa, French Antilles and Italy are reported in the Marketing & Services segment. |
** | Based on distillation capacity at the beginning of the year. |
Refinery throughput:
| increased by 18% in the second quarter 2015 compared to the second quarter 2014, due to the start up of SATORP and a lower level of maintenance in Europe. The good reliability of the sites enabled an increase in throughput to take advantage of attractive margins; and |
| increased by 16% in the first half 2015 compared to the first half 2014 for the same reasons. Utilization rates were higher in an environment of favorable margins. |
3
Ø | Results |
2Q15 | 1Q15 | 2Q14 | 2Q15 vs 2Q14 |
in millions of dollars except European refining margin indicator (ERMI) |
1H15 | 1H14 | 1H15 vs 1H14 |
|||||||||||||||||||||
54.1 | 47.1 | 10.9 | x5 | ERMI ($/t) |
50.6 | 8.7 | x6 | |||||||||||||||||||||
19,793 | 17,464 | 28,143 | -30% | Non-Group sales |
37,257 | 55,682 | -33% | |||||||||||||||||||||
1,696 | 1,529 | 450 | x4 | Operating income |
3,225 | 615 | x5 | |||||||||||||||||||||
(92) | (194) | (82) | +12% | Adjustments affecting operating income |
(286) | 81 | n/a | |||||||||||||||||||||
1,604 | 1,335 | 368 | x3 | Adjusted operating income* |
2,939 | 696 | x4 | |||||||||||||||||||||
1,349 | 1,100 | 401 | x3 | Adjusted net operating income* |
2,449 | 747 | x3 | |||||||||||||||||||||
135 | 116 | 174 | -22% | Contribution of Specialty chemicals** |
251 | 313 | -20% | |||||||||||||||||||||
465 | 434 | 475 | -2% | Investments |
899 | 725 | +24% | |||||||||||||||||||||
874 | 1,766 | 15 | n/a | Divestments |
2,640 | 26 | n/a | |||||||||||||||||||||
1,700 | 314 | (133) | n/a | Cash flow from operating activities |
2,014 | 1,460 | +38% |
* | Detail of adjustment items shown in the business segment information starting on page 19 of this exhibit. |
** | Hutchinson and Atotech; Bostik until February 2015. |
The European refining margin indicator (ERMI) averaged a high level of $54/t in the second quarter 2015 due to strong product demand, particularly gasoline, and significant maintenance activity, notably in Asia. Petrochemical margins were also higher, notably due to limited production capacity as a result of numerous shut downs in the industry.
Adjusted net operating income from the Refining & Chemicals segment was:
| $1,349 million in the second quarter 2015, more than three times higher than in the second quarter 2014. The segment took full advantage of the higher refining and petrochemicals margins, mainly due to improved site availability and lower level of planned maintenance compared to last year; and |
| $2,449 million for the first half 2015, in a more favorable environment, more than three times higher than the first half 2014, demonstrating the segments ability to capture attractive first half 2015 margins by increasing throughput one year after voluntarily reducing throughput in the face of a difficult 2014 environment. |
Adjusted net operating income for the Refining & Chemicals segment excludes any after-tax inventory valuation effect and special items. In the second quarter 2015, the exclusion of the inventory valuation effect had a negative impact on the segments adjusted net operating income of $138 million compared to a negative impact of $77 million in the second quarter 2014. The exclusion of special items in the second quarter 2015 had a positive impact on the segments adjusted net operating income of $117 million compared to a positive impact of $77 million in the second quarter 2014.
Second quarter 2015 divestments included the refinancing of SATORP in Saudi Arabia. Following the successful start up of the refinery, one of the most competitive in the world, TOTAL was able to refinance its shareholder loan under favorable conditions.
B.3. | Marketing & Services segment |
Ø | Petroleum product sales |
2Q15 | 1Q15 | 2Q14 | 2Q15 vs 2Q14 |
sales in kb/d* |
1H15 | 1H14 | 1H15 vs 1H14 |
|||||||||||||||||||||
1,822 | 1,814 | 1,833 | -1% | Total Marketing & Services sales |
1,818 | 1,742 | +4% | |||||||||||||||||||||
1,079 | 1,103 | 1,102 | -2% | Europe |
1,091 | 1,080 | +1% | |||||||||||||||||||||
743 | 711 | 731 | +2% | Rest of world |
727 | 622 | +10% |
* | Excludes trading and bulk refining sales, which are reported under the Refining & Chemicals segment (see page 8 of this exhibit); includes share of TotalErg. |
Petroleum product sales were:
| stable in the second quarter 2015 compared to the second quarter last year, benefiting from higher sales in growth markets; and |
| 4% higher in the first half 2015 compared to the first half 2014, in a more favorable market than last year, which was affected by an unusually mild winter. |
4
Ø | Results |
2Q15 | 1Q15 | 2Q14 | 2Q15 vs 2Q14 |
in millions of dollars |
1H15 | 1H14 | 1H15 vs 1H14 |
|||||||||||||||||||||
20,419 | 19,620 | 28,213 | -28% | Non-Group sales |
40,039 | 54,683 | -27% | |||||||||||||||||||||
493 | 438 | 378 | +30% | Operating income |
931 | 713 | +31% | |||||||||||||||||||||
(28) | 7 | 27 | n/a | Adjustments affecting operating income |
(21) | 45 | n/a | |||||||||||||||||||||
465 | 445 | 405 | +15% | Adjusted operating income* |
910 | 758 | +20% | |||||||||||||||||||||
425 | 321 | 372 | +14% | Adjusted net operating income* |
746 | 633 | +18% | |||||||||||||||||||||
(45) | (42) | (8) | x6 | Contribution of New Energies |
(87) | 20 | n/a | |||||||||||||||||||||
436 | 215 | 203 | x2 | Investments |
651 | 479 | +36% | |||||||||||||||||||||
627 | 52 | 28 | n/a | Divestments |
679 | 54 | n/a | |||||||||||||||||||||
379 | 644 | 304 | +25% | Cash flow from operating activities |
1,023 | 393 | x3 |
* | Detail of adjustment items shown in the business segment information starting on page 19 of this exhibit. |
Adjusted net operating income from the Marketing & Services segment was:
| $425 million in the second quarter 2015, an increase of 14% compared to the second quarter 2014, mainly due to higher margins; and |
| $746 million in the first half 2015, an increase of 18% compared to the first half 2014. |
Adjusted net operating income for the Marketing & Services segment excludes any after-tax inventory valuation effect and special items. In the second quarter 2015, the exclusion of the inventory valuation effect had a negative impact on the segments adjusted net operating income of $43 million compared to a positive impact of $3 million in the second quarter 2014. The exclusion of special items in the second quarter 2015 had a negative impact on the segments adjusted net operating income of $335 million, consisting essentially of a gain on the disposal of Totalgaz, compared to a positive impact of $21 million in the second quarter 2014.
C. | GROUP RESULTS |
Ø | Net income (Group share) |
Net income (Group share) was:
| $2,971 million in the second quarter 2015 compared to $3,104 million in the second quarter 2014, a decrease of only 4% in an unfavorable environment. The Upstream was affected by the lower Brent price, which decreased by 44%, partially offset by a 12% increase in production and the effects of the Groups cost reduction program. In addition, the Downstream segments reported excellent results, benefiting from higher margins; and |
| $5,634 million in the first half 2015 compared to $6,439 million in the first half 2014, a decrease of 13% in an environment where the Brent price dropped by 47%. The Group fully benefited from its cost reduction program, the resilience of the Upstream segment and the strong performance of the Downstream segments. |
In the second quarter 2015, total adjustments affecting net income (Group share) were -$114 million, including asset impairment charges of $245 million (consisting essentially of impairments due to the degraded security conditions in Yemen, the unfavorable economic environment leading to the Group discontinuing the development of certain assets and an impairment loss related to the sale of Total Coal South Africa) gains on disposals of assets of $327 million (consisting essentially of a gain on the disposal of Totalgaz) and other charges of $364 million (including charges related to the impact of a litigation in Qatar), compared to -$47 million in the second quarter 2014.
In the first half 2015, total adjustments affecting net income (Group share) were -$53 million, including asset impairment charges of $1,354 million (consisting essentially of impairments due to the degraded security conditions in Libya and Yemen as well as the impairments described above), gains on disposals of assets of $1,329 million (consisting essentially of gains on the disposals of Bostik, Totalgaz and OML 29 in Nigeria) and other charges of $321 million (including the impact of the UK tax changes on deferred tax and the Qatar charge described above), compared to -$39 million in the first half 2014, including asset impairment charges of $426 million (comprised mainly of the impairment of the Shtokman project in Russia) and gains on disposals of assets of $599 million (comprised mainly of the gain realized on the sale (partial IPO) of an interest in Gaztransport & Technigaz (GTT)). For additional information concerning adjustment items in the second quarter and first half 2015, refer to page 29 of this exhibit.
The number of fully-diluted shares was 2,294 million on June 30, 2015, and 2,284 million on June 30, 2014.
5
Ø | Divestments acquisitions |
Asset sales were:
| $733 million in the second quarter 2015, comprised mainly of the sale of Totalgaz; and |
| $3,472 million in the first half 2015, comprised mainly of the sales of Bostik, the Groups interests in OML 18 and 29 in Nigeria and Totalgaz. |
Acquisitions were:
| $282 million in the second quarter 2015; and |
| $2,777 million in the first half 2015, comprised mainly of the entry into the new ADCO concession in the United Arab Emirates and the carry on the Utica gas and condensate field in the United States. |
Ø | Cash flow |
The Groups net cash flow(1) was:
| $116 million in the second quarter 2015 compared to -$2,689 million in the second quarter 2014. This increase was mainly due to a sharp decline in organic investments, including the refinancing of SATORP, and the resilience of cash flow from operations in a lower Brent price environment, mainly due to the strong performance of the Downstream segments; and |
| -$1,322 million in the first half 2015 compared to -$1,376 million in the first half 2014; an increase of 4%, showing good resistance to the 47% drop in the Brent price, mainly due to the resilience of the Upstream segment and the performance of the Downstream segments. The organic investments are in line with the objective of $23-24 billion for the year. |
D. SUMMARY AND OUTLOOK
After having recovered slightly in the second quarter, oil prices have fallen by about 10% since the beginning of July. In this context, the Group is focused on delivering its new project start ups and implementing cost reductions to sustainably reduce its breakeven and maximize cash flow. The rapid implementation of this industrial response to the weaker environment has already begun to bear positive results in the first half of the year, and it will also underpin the Groups success in the second half and beyond.
In the Upstream segment, the start-ups of Surmont Phase 2, GLNG and Laggan-Tormore are expected in the second half. Production is expected to increase by more than 8% this year despite the shutdown of Yemen LNG.
In the Downstream, market conditions remained favorable at the start of the third quarter. The increase in demand, notably for gasoline, is positive for refining, without, however, eliminating the overcapacity in the market. The Groups teams are continuing to reduce costs and adapt the sites, making them resistant to unfavorable environments.
Finally, after announcing the sale of interests in gas fields located in the West of Shetland area of the United Kingdom and in the Schwedt refinery in Germany for a combined amount of 1.2 billion dollars, TOTAL is pursuing discussions for the sale of several other assets.
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.
(1) | Net cash flow = cash flow from operations net investments (including other transactions with non-controlling interests). |
6
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, 2014.
7
OPERATING INFORMATION BY SEGMENT
| Upstream |
2Q15 |
1Q15 | 2Q14 | 2Q15 vs 2Q14 |
Combined liquids and gas production by |
1H15 | 1H14 | 1H15 vs 1H14 | |||||||||||||||||||||||||||||||||||
360 | 393 | 329 | +9% | Europe | 376 | 361 | +4% | |||||||||||||||||||||||||||||||||||
663 | 687 | 618 | +7% | Africa | 675 | 637 | +6% | |||||||||||||||||||||||||||||||||||
477 | 540 | 380 | +26% | Middle East | 508 | 393 | +29% | |||||||||||||||||||||||||||||||||||
107 | 98 | 91 | +18% | North America | 103 | 86 | +20% | |||||||||||||||||||||||||||||||||||
156 | 155 | 157 | -1% | South America | 155 | 158 | -2% | |||||||||||||||||||||||||||||||||||
251 | 261 | 238 | +5% | Asia-Pacific | 256 | 240 | +7% | |||||||||||||||||||||||||||||||||||
285 | 261 | 241 | +18% | CIS | 274 | 241 | +14% | |||||||||||||||||||||||||||||||||||
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|
|
||||||||||||||||||||||||||||
2,299 | 2,395 | 2,054 | +12% | Total production | 2,347 | 2,116 | +11% | |||||||||||||||||||||||||||||||||||
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|
|
||||||||||||||||||||||||||||
547 | 573 | 544 | +1% | Includes equity affiliates |
560 | 563 | -1% | |||||||||||||||||||||||||||||||||||
2Q15 | 1Q15 | 2Q14 | 2Q15 vs 2Q14 |
Liquids production by region (kb/d) |
1H15 | 1H14 | 1H15 vs 1H14 | |||||||||||||||||||||||||||||||||||
159 | 162 | 159 | | Europe | 160 | 165 | -3% | |||||||||||||||||||||||||||||||||||
530 | 551 | 482 | +10% | Africa | 540 | 495 | +9% | |||||||||||||||||||||||||||||||||||
347 | 358 | 190 | +83% | Middle East | 353 | 197 | +79% | |||||||||||||||||||||||||||||||||||
48 | 41 | 40 | +20% | North America | 44 | 37 | +19% | |||||||||||||||||||||||||||||||||||
48 | 50 | 50 | -4% | South America | 49 | 50 | -2% | |||||||||||||||||||||||||||||||||||
32 | 37 | 29 | +10% | Asia-Pacific | 34 | 29 | +17% | |||||||||||||||||||||||||||||||||||
51 | 41 | 34 | +50% | CIS | 47 | 34 | +38% | |||||||||||||||||||||||||||||||||||
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|
||||||||||||||||||||||||||||
1,215 | 1,240 | 984 | +23% | Total production | 1,227 | 1,007 | +22% | |||||||||||||||||||||||||||||||||||
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|
|
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|
|
|
||||||||||||||||||||||||||||
218 | 207 | 197 | +11% | Includes equity affiliates |
213 | 202 | +5% | |||||||||||||||||||||||||||||||||||
2Q15 | 1Q15 | 2Q14 | 2Q15 vs 2Q14 |
Gas production by region (Mcf/d) |
1H15 | 1H14 | 1H15 vs 1H14 | |||||||||||||||||||||||||||||||||||
1,086 | 1,265 | 936 | +16% | Europe | 1,175 | 1,075 | +9% | |||||||||||||||||||||||||||||||||||
663 | 687 | 710 | -7% | Africa | 675 | 729 | -7% | |||||||||||||||||||||||||||||||||||
720 | 999 | 1,042 | -31% | Middle East | 859 | 1,073 | -20% | |||||||||||||||||||||||||||||||||||
332 | 315 | 285 | +16% | North America | 323 | 276 | +17% | |||||||||||||||||||||||||||||||||||
602 | 589 | 601 | | South America | 596 | 605 | -1% | |||||||||||||||||||||||||||||||||||
1,258 | 1,298 | 1,188 | +6% | Asia-Pacific | 1,278 | 1,194 | +7% | |||||||||||||||||||||||||||||||||||
1,249 | 1,159 | 1,105 | +13% | CIS | 1,204 | 1,114 | +8% | |||||||||||||||||||||||||||||||||||
|
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|
|
||||||||||||||||||||||||||||
5,910 | 6,312 | 5,867 | +1% | Total production | 6,110 | 6,066 | +1% | |||||||||||||||||||||||||||||||||||
|
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|
|
||||||||||||||||||||||||||||
1,764 | 1,963 | 1,895 | -7% | Includes equity affiliates |
1,863 | 1,962 | -5% | |||||||||||||||||||||||||||||||||||
2Q15 | 1Q15 | 2Q14 | 2Q15 vs 2Q14 |
Liquefied natural gas |
1H15 | 1H14 | 1H15 vs 1H14 | |||||||||||||||||||||||||||||||||||
2.34 | 2.77 | 2.96 | -21% | LNG sales* (Mt) | 5.11 | 6.11 | -16% |
* | Sales, Group share, excluding trading; 2014 data restated to reflect volume estimates for Bontang LNG in Indonesia based on the 2014 SEC coefficient. |
| Downstream (Refining & Chemicals and Marketing & Supply) |
2Q15 | 1Q15 | 2Q14 | 2Q15 vs 2Q14 |
Refined product sales by region (kb/d)* |
1H15 | 1H14 | 1H15 vs 1H14 | |||||||||||||||||||||||||||||||||||
2,100 | 2,056 | 2,017 | +4% | Europe** | 2,078 | 2,011 | +3% | |||||||||||||||||||||||||||||||||||
657 | 663 | 587 | +12% | Africa | 660 | 531 | +24% | |||||||||||||||||||||||||||||||||||
625 | 581 | 643 | -3% | Americas | 603 | 559 | +8% | |||||||||||||||||||||||||||||||||||
641 | 657 | 611 | +5% | Rest of world | 649 | 592 | +10% | |||||||||||||||||||||||||||||||||||
|
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|
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|
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|
|
|
||||||||||||||||||||||||||||
4,023 | 3,957 | 3,858 | +4% | Total consolidated sales | 3,990 | 3,693 | +8% | |||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
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|
|
|
||||||||||||||||||||||||||||
632 | 628 | 576 | +10% | Includes bulk sales |
630 | 605 | +4% | |||||||||||||||||||||||||||||||||||
1,569 | 1,515 | 1,449 | +8% | Includes trading |
1,542 | 1,346 | +15% |
* | Includes share of TotalErg. |
** | Restated historical amounts. |
8
INVESTMENTS DIVESTMENTS
2Q15 |
1Q15 | 2Q14 | 2Q15 vs 2Q14 |
in millions of dollars |
1H15 | 1H14 | 1H15 vs 1H14 |
|||||||||||||||||||||
5,148 | 6,069 | 7,193 | -28% | Investments excluding acquisitions |
11,217 | 12,395 | -10% | |||||||||||||||||||||
396 | 399 | 362 | +9% | Capitalized exploration |
796 | 681 | +17% | |||||||||||||||||||||
391 | 793 | 1,075 | -64% | Increase in non-current loans |
1,184 | 1,336 | -11% | |||||||||||||||||||||
(1,160) | (245) | (430) | x3 | Repayment of non-current loans |
(1,405) | (794) | +77% | |||||||||||||||||||||
282 | 2,495 | 1,100 | -74% | Acquisitions | 2,777 | 1,399 | x2 | |||||||||||||||||||||
733 | 2,739 | 201 | x4 | Asset sales | 3,472 | 1,677 | x2 | |||||||||||||||||||||
81 | | 126 | -36% | Other transactions with non-controlling interests |
81 | 126 | -36% | |||||||||||||||||||||
4,616 | 5,825 | 7,966 | -42% | Net investments* | 10,441 | 11,991 | -13% |
* | Net investments = investments including acquisitions asset sales other transactions with non-controlling interests. |
NET-DEBT-TO-EQUITY RATIO
in millions of dollars |
6/30/2015 | 3/31/2015 | 6/30/2014 | |||||||||||||||
Current borrowings |
13,114 | 13,604 | 13,525 | |||||||||||||||
Net current financial assets |
(2,351) | (2,262) | (531) | |||||||||||||||
Net financial assets classified as held for sale |
(16) | (27) | (62) | |||||||||||||||
Non-current financial debt |
43,363 | 41,827 | 39,433 | |||||||||||||||
Hedging instruments of non-current debt |
(1,157) | (1,275) | (1,973) | |||||||||||||||
Cash and cash equivalents |
(27,322) | (25,051) | (22,166) | |||||||||||||||
|
|
|
|
|
|
|
||||||||||||
Net debt |
25,631 | 26,816 | 28,226 | |||||||||||||||
|
|
|
|
|
|
|
||||||||||||
Shareholders equity |
97,244 | 95,096 | 102,872 | |||||||||||||||
Estimated dividend payable |
(1,561) | (2,988) | (1,894) | |||||||||||||||
Non-controlling interests |
3,104 | 3,024 | 3,344 | |||||||||||||||
|
|
|
|
|
|
|
||||||||||||
Equity |
98,787 | 95,132 | 104,322 | |||||||||||||||
|
|
|
|
|
|
|
||||||||||||
|
|
|
|
|
|
|
||||||||||||
Net-debt-to-equity ratio |
25.9% | 28.2% | 27.1% | |||||||||||||||
|
|
|
|
|
|
|
RETURN ON AVERAGE CAPITAL EMPLOYED
| Twelve months ended June 30, 2015 |
in millions of dollars |
Upstream | Refining & Chemicals |
Marketing & Services |
|||||||||
Adjusted net operating income |
7,280 | 4,191 | 1,367 | |||||||||
Capital employed at 6/30/2014* |
103,572 | 19,265 | 10,324 | |||||||||
Capital employed at 6/30/2015* |
107,214 | 12,013 | 8,234 | |||||||||
ROACE |
6.9% | 26.8% | 14.7% | |||||||||
* At replacement cost (excluding after-tax inventory effect).
Twelve months ended March 31, 2015 |
||||||||||||
in millions of dollars |
Upstream | Refining & Chemicals |
Marketing & Services |
|||||||||
Adjusted net operating income |
8,771 | 3,243 | 1,314 | |||||||||
Capital employed at 3/31/2014* |
97,924 | 18,516 | 10,314 | |||||||||
Capital employed at 3/31/2015* |
103,167 | 12,534 | 7,928 | |||||||||
ROACE |
8.7% | 20.9% | 14.4% | |||||||||
* At replacement cost (excluding after-tax inventory effect).
Full-year 2014 |
||||||||||||
in millions of dollars |
Upstream | Refining & Chemicals |
Marketing & Services |
|||||||||
Adjusted net operating income |
10,504 | 2,489 | 1,254 | |||||||||
Capital employed at 12/31/2013* |
95,529 | 19,752 | 10,051 | |||||||||
Capital employed at 12/31/2014* |
100,497 | 13,451 | 8,825 | |||||||||
ROACE |
10.7% | 15.0% | 13.3% |
* | At replacement cost (excluding after-tax inventory effect). |
9
MAIN INDICATORS
Chart updated around the middle of the month following the end of each quarter.
/$ | ERMI* ($/t)** | Brent ($/b) | Average liquids price ($/b)*** |
Average gas price ($/Mbtu)*** |
||||||||||||||||
Second quarter 2015 |
1.11 | 54.1 | 61.9 | 58.2 | 4.67 | |||||||||||||||
First quarter 2015 |
1.13 | 47.1 | 53.9 | 49.5 | 5.38 | |||||||||||||||
Fourth quarter 2014 |
1.25 | 27.6 | 76.6 | 61.7 | 6.29 | |||||||||||||||
Third quarter 2014 |
1.33 | 29.9 | 101.9 | 94.0 | 6.40 | |||||||||||||||
Second quarter 2014 |
1.37 | 10.9 | 109.7 | 103.0 | 6.52 |
* | The European Refining Margin Indicator (ERMI) is a Group 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 = $0.136/b. |
*** | Consolidated subsidiaries, excluding fixed margin contracts, including hydrocarbon production overlifting/underlifting position valued at market price. |
Disclaimer: data is based on TOTALs reporting, is not audited and is subject to change.
10
CONSOLIDATED STATEMENT OF INCOME
TOTAL
(unaudited)
(M$) (a) |
2nd quarter 2015 |
1st quarter 2015 |
2nd quarter 2014 |
|||||||||
Sales |
44,715 | 42,313 | 62,561 | |||||||||
Excise taxes |
(5,446 | ) | (5,350 | ) | (6,354 | ) | ||||||
Revenues from sales |
39,269 | 36,963 | 56,207 | |||||||||
Purchases, net of inventory variation * |
(26,353 | ) | (24,204 | ) | (40,371 | ) | ||||||
Other operating expenses |
(6,031 | ) | (6,272 | ) | (7,229 | ) | ||||||
Exploration costs |
(352 | ) | (637 | ) | (301 | ) | ||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(2,831 | ) | (3,872 | ) | (2,929 | ) | ||||||
Other income |
722 | 1,621 | 96 | |||||||||
Other expense |
(396 | ) | (442 | ) | (163 | ) | ||||||
Financial interest on debt |
(231 | ) | (262 | ) | (266 | ) | ||||||
Financial income from marketable securities & cash equivalents |
28 | 31 | 31 | |||||||||
Cost of net debt |
(203 | ) | (231 | ) | (235 | ) | ||||||
Other financial income |
255 | 142 | 265 | |||||||||
Other financial expense |
(163 | ) | (166 | ) | (183 | ) | ||||||
Equity in net income (loss) of affiliates |
685 | 590 | 874 | |||||||||
Income taxes * |
(1,589 | ) | (984 | ) | (2,902 | ) | ||||||
Consolidated net income |
3,013 | 2,508 | 3,129 | |||||||||
Group share |
2,971 | 2,663 | 3,104 | |||||||||
Non-controlling interests |
42 | (155 | ) | 25 | ||||||||
Earnings per share ($) |
1.29 | 1.16 | 1.37 | |||||||||
Fully-diluted earnings per share ($) |
1.29 | 1.16 | 1.36 |
(a) | Except for per share amounts. |
* During the second quarter of 2015, the Group revised the classification in the statement of income of certain taxes related to its participation in the ADCO concession, effective since January 1, 2015. These taxes are now accounted for as operating taxes and were therefore reclassified for $498 million from Income taxes to Purchases, net of inventory variation for the first quarter of 2015. This reclassification has no impact on net income.
11
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
TOTAL
(unaudited)
(M$) |
2nd quarter 2015 |
1st quarter 2015 |
2nd quarter 2014 |
|||||||||
Consolidated net income |
3,013 | 2,508 | 3,129 | |||||||||
Other comprehensive income |
||||||||||||
Actuarial gains and losses |
248 | (95) | (416) | |||||||||
Tax effect |
(81) | (36) | 154 | |||||||||
Currency translation adjustment generated by the parent company |
2,963 | (8,192) | (732) | |||||||||
Items not potentially reclassifiable to profit and loss |
3,130 | (8,323) | (994) | |||||||||
Currency translation adjustment |
(1,160) | 3,748 | 512 | |||||||||
Available for sale financial assets |
(12) | 8 | (6) | |||||||||
Cash flow hedge |
36 | (130) | 30 | |||||||||
Share of other comprehensive income of equity affiliates, net amount |
(201) | 1,042 | 436 | |||||||||
Other |
(2) | 3 | (4) | |||||||||
Tax effect |
(8) | 37 | (5) | |||||||||
Items potentially reclassifiable to profit and loss |
(1,347) | 4,708 | 963 | |||||||||
Total other comprehensive income (net amount) |
1,783 | (3,615) | (31) | |||||||||
Comprehensive income |
4,796 | (1,107) | 3,098 | |||||||||
Group share |
4,749 | (916) | 3,078 | |||||||||
Non-controlling interests |
47 | (191) | 20 |
12
CONSOLIDATED STATEMENT OF INCOME
TOTAL
(unaudited)
(M$) (a) | 1st half 2015
|
1st half 2014
|
||||||
Sales |
87,028 | 123,248 | ||||||
Excise taxes |
(10,796 | ) | (12,186 | ) | ||||
Revenues from sales |
76,232 | 111,062 | ||||||
Purchases, net of inventory variation |
(50,557 | ) | (78,703 | ) | ||||
Other operating expenses |
(12,303 | ) | (14,593 | ) | ||||
Exploration costs |
(989 | ) | (920 | ) | ||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(6,703 | ) | (5,674 | ) | ||||
Other income |
2,343 | 1,196 | ||||||
Other expense |
(838 | ) | (312 | ) | ||||
Financial interest on debt |
(493 | ) | (467 | ) | ||||
Financial income from marketable securities & cash equivalents |
59 | 50 | ||||||
Cost of net debt |
(434 | ) | (417 | ) | ||||
Other financial income |
397 | 426 | ||||||
Other financial expense |
(329 | ) | (349 | ) | ||||
Equity in net income (loss) of affiliates |
1,275 | 1,347 | ||||||
Income taxes |
(2,573 | ) | (6,499 | ) | ||||
Consolidated net income |
5,521 | 6,564 | ||||||
Group share |
5,634 | 6,439 | ||||||
Non-controlling interests |
(113 | ) | 125 | |||||
Earnings per share ($) |
2.46 | 2.84 | ||||||
Fully-diluted earnings per share ($) |
2.45 | 2.82 |
(a) | Except for per share amounts. |
13
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
TOTAL
(unaudited)
(M$) | 1st half 2015
|
1st half 2014
|
||||||
Consolidated net income |
5,521 | 6,564 | ||||||
Other comprehensive income |
||||||||
Actuarial gains and losses |
153 | (615) | ||||||
Tax effect |
(117) | 211 | ||||||
Currency translation adjustment generated by the parent company |
(5,229) | (729) | ||||||
Items not potentially reclassifiable to profit and loss |
(5,193) | (1,133) | ||||||
Currency translation adjustment |
2,588 | 548 | ||||||
Available for sale financial assets |
(4) | (3) | ||||||
Cash flow hedge |
(94) | 65 | ||||||
Share of other comprehensive income of equity affiliates, net amount |
841 | (20) | ||||||
Other |
1 | (7) | ||||||
Tax effect |
29 | (18) | ||||||
Items potentially reclassifiable to profit and loss |
3,361 | 565 | ||||||
Total other comprehensive income (net amount) |
(1,832) | (568) | ||||||
Comprehensive income |
3,689 | 5,996 | ||||||
Group share |
3,833 | 5,879 | ||||||
Non-controlling interests |
(144) | 117 |
14
CONSOLIDATED BALANCE SHEET
TOTAL
(M$) | June 30, (unaudited) |
March 31, (unaudited) |
December 31, 2014 |
June 30, (unaudited) |
||||||||||||
ASSETS |
||||||||||||||||
Non-current assets |
||||||||||||||||
Intangible assets, net |
16,101 | 16,236 | 14,682 | 18,995 | ||||||||||||
Property, plant and equipment, net |
110,023 | 105,806 | 106,876 | 108,468 | ||||||||||||
Equity affiliates : investments and loans |
19,380 | 19,552 | 19,274 | 21,256 | ||||||||||||
Other investments |
1,248 | 1,325 | 1,399 | 1,786 | ||||||||||||
Hedging instruments of non-current financial debt |
1,157 | 1,275 | 1,319 | 1,973 | ||||||||||||
Deferred income taxes |
3,145 | 3,435 | 4,079 | 2,842 | ||||||||||||
Other non-current assets |
4,047 | 4,093 | 4,192 | 4,263 | ||||||||||||
Total non-current assets
|
155,101 | 151,722 | 151,821 | 159,583 | ||||||||||||
Current assets |
||||||||||||||||
Inventories, net |
17,373 | 15,393 | 15,196 | 23,484 | ||||||||||||
Accounts receivable, net |
14,415 | 15,458 | 15,704 | 21,698 | ||||||||||||
Other current assets |
15,072 | 14,576 | 15,702 | 16,519 | ||||||||||||
Current financial assets |
2,439 | 2,464 | 1,293 | 1,003 | ||||||||||||
Cash and cash equivalents |
27,322 | 25,051 | 25,181 | 22,166 | ||||||||||||
Assets classified as held for sale |
2,754 | 3,257 | 4,901 | 4,317 | ||||||||||||
Total current assets
|
79,375 | 76,199 | 77,977 | 89,187 | ||||||||||||
Total assets |
234,476 | 227,921 | 229,798 | 248,770 | ||||||||||||
LIABILITIES & SHAREHOLDERS EQUITY |
||||||||||||||||
Shareholders equity |
||||||||||||||||
Common shares |
7,549 | 7,519 | 7,518 | 7,511 | ||||||||||||
Paid-in surplus and retained earnings |
103,286 | 102,755 | 94,646 | 101,100 | ||||||||||||
Currency translation adjustment |
(9,243 | ) | (10,830 | ) | (7,480 | ) | (1,436 | ) | ||||||||
Treasury shares |
(4,348 | ) | (4,348 | ) | (4,354 | ) | (4,303 | ) | ||||||||
Total shareholders equity - Group share
|
97,244 | 95,096 | 90,330 | 102,872 | ||||||||||||
Non-controlling interests
|
3,104 | 3,024 | 3,201 | 3,344 | ||||||||||||
Total shareholders equity
|
100,348 | 98,120 | 93,531 | 106,216 | ||||||||||||
Non-current liabilities |
||||||||||||||||
Deferred income taxes |
13,458 | 13,557 | 14,810 | 16,397 | ||||||||||||
Employee benefits |
4,426 | 4,483 | 4,758 | 4,725 | ||||||||||||
Provisions and other non-current liabilities |
17,353 | 17,050 | 17,545 | 17,445 | ||||||||||||
Non-current financial debt |
43,363 | 41,827 | 45,481 | 39,433 | ||||||||||||
Total non-current liabilities
|
78,600 | 76,917 | 82,594 | 78,000 | ||||||||||||
Current liabilities |
||||||||||||||||
Accounts payable |
22,469 | 22,043 | 24,150 | 28,902 | ||||||||||||
Other creditors and accrued liabilities |
18,718 | 15,750 | 16,641 | 19,994 | ||||||||||||
Current borrowings |
13,114 | 13,604 | 10,942 | 13,525 | ||||||||||||
Other current financial liabilities |
88 | 202 | 180 | 472 | ||||||||||||
Liabilities directly associated with the assets classified as held for sale |
1,139 | 1,285 | 1,760 | 1,661 | ||||||||||||
Total current liabilities
|
55,528 | 52,884 | 53,673 | 64,554 | ||||||||||||
Total liabilities and shareholders equity |
234,476 | 227,921 | 229,798 | 248,770 |
15
CONSOLIDATED STATEMENT OF CASH FLOW
TOTAL
(unaudited)
(M$) | 2nd quarter 2015
|
1st quarter 2015
|
2nd quarter 2014
|
|||||||||
CASH FLOW FROM OPERATING ACTIVITIES |
||||||||||||
Consolidated net income |
3,013 | 2,508 | 3,129 | |||||||||
Depreciation, depletion and amortization |
3,113 | 4,424 | 3,087 | |||||||||
Non-current liabilities, valuation allowances and deferred taxes |
285 | (446 | ) | (156 | ) | |||||||
Impact of coverage of pension benefit plans |
- | - | - | |||||||||
(Gains) losses on disposals of assets |
(459 | ) | (1,357 | ) | (17 | ) | ||||||
Undistributed affiliates equity earnings |
(221 | ) | (68 | ) | (125 | ) | ||||||
(Increase) decrease in working capital |
(835 | ) | (476 | ) | (771 | ) | ||||||
Other changes, net |
(164 | ) | (198 | ) | 130 | |||||||
Cash flow from operating activities |
4,732 | 4,387 | 5,277 | |||||||||
CASH FLOW USED IN INVESTING ACTIVITIES |
||||||||||||
Intangible assets and property, plant and equipment additions |
(5,991 | ) | (7,956 | ) | (6,800 | ) | ||||||
Acquisitions of subsidiaries, net of cash acquired |
(3 | ) | (7 | ) | (414 | ) | ||||||
Investments in equity affiliates and other securities |
(205 | ) | (53 | ) | (434 | ) | ||||||
Increase in non-current loans |
(391 | ) | (793 | ) | (1,075 | ) | ||||||
Total expenditures |
(6,590 | ) | (8,809 | ) | (8,723 | ) | ||||||
Proceeds from disposals of intangible assets and property, plant and equipment |
221 | 959 | 135 | |||||||||
Proceeds from disposals of subsidiaries, net of cash sold |
403 | 1,758 | - | |||||||||
Proceeds from disposals of non-current investments |
109 | 22 | 66 | |||||||||
Repayment of non-current loans |
1,160 | 245 | 430 | |||||||||
Total divestments |
1,893 | 2,984 | 631 | |||||||||
Cash flow used in investing activities |
(4,697 | ) | (5,825 | ) | (8,092 | ) | ||||||
CASH FLOW USED IN FINANCING ACTIVITIES |
||||||||||||
Issuance (repayment) of shares: |
||||||||||||
- Parent company shareholders |
438 | 12 | 304 | |||||||||
- Treasury shares |
- | - | - | |||||||||
Dividends paid: |
||||||||||||
- Parent company shareholders |
(6 | ) | (1,566 | ) | (1,901 | ) | ||||||
- Non-controlling interests |
(70 | ) | (2 | ) | (139 | ) | ||||||
Issuance of perpetual subordinated notes |
- | 5,616 | - | |||||||||
Payments on perpetual subordinated notes |
- | - | - | |||||||||
Other transactions with non-controlling interests |
81 | - | 126 | |||||||||
Net issuance (repayment) of non-current debt |
1,635 | 136 | 2,931 | |||||||||
Increase (decrease) in current borrowings |
(512 | ) | 423 | 956 | ||||||||
Increase (decrease) in current financial assets and liabilities |
(79 | ) | (1,022 | ) | 65 | |||||||
Cash flow used in financing activities |
1,487 | 3,597 | 2,342 | |||||||||
Net increase (decrease) in cash and cash equivalents |
1,522 | 2,159 | (473 | ) | ||||||||
Effect of exchange rates |
749 | (2,289 | ) | (148 | ) | |||||||
Cash and cash equivalents at the beginning of the period |
25,051 | 25,181 | 22,787 | |||||||||
Cash and cash equivalents at the end of the period |
27,322 | 25,051 | 22,166 |
16
CONSOLIDATED STATEMENT OF CASH FLOW
TOTAL
(unaudited)
(M$) | 1st half 2015
|
1st half 2014
|
||||||
CASH FLOW FROM OPERATING ACTIVITIES |
||||||||
Consolidated net income |
5,521 | 6,564 | ||||||
Depreciation, depletion and amortization |
7,537 | 6,261 | ||||||
Non-current liabilities, valuation allowances and deferred taxes |
(161 | ) | 243 | |||||
Impact of coverage of pension benefit plans |
- | - | ||||||
(Gains) losses on disposals of assets |
(1,816 | ) | (1,040 | ) | ||||
Undistributed affiliates equity earnings |
(289 | ) | (114 | ) | ||||
(Increase) decrease in working capital |
(1,311 | ) | (1,456 | ) | ||||
Other changes, net |
(362 | ) | 157 | |||||
Cash flow from operating activities |
9,119 | 10,615 | ||||||
CASH FLOW USED IN INVESTING ACTIVITIES |
||||||||
Intangible assets and property, plant and equipment additions |
(13,947 | ) | (12,248 | ) | ||||
Acquisitions of subsidiaries, net of cash acquired |
(10 | ) | (414 | ) | ||||
Investments in equity affiliates and other securities |
(258 | ) | (590 | ) | ||||
Increase in non-current loans |
(1,184 | ) | (1,336 | ) | ||||
Total expenditures |
(15,399 | ) | (14,588 | ) | ||||
Proceeds from disposals of intangible assets and property, plant and equipment |
1,180 | 1,155 | ||||||
Proceeds from disposals of subsidiaries, net of cash sold |
2,161 | - | ||||||
Proceeds from disposals of non-current investments |
131 | 522 | ||||||
Repayment of non-current loans |
1,405 | 794 | ||||||
Total divestments |
4,877 | 2,471 | ||||||
Cash flow used in investing activities |
(10,522 | ) | (12,117 | ) | ||||
CASH FLOW USED IN FINANCING ACTIVITIES |
||||||||
Issuance (repayment) of shares: |
||||||||
- Parent company shareholders |
450 | 337 | ||||||
- Treasury shares |
- | - | ||||||
Dividends paid: |
||||||||
- Parent company shareholders |
(1,572 | ) | (3,736 | ) | ||||
- Non-controlling interests |
(72 | ) | (146 | ) | ||||
Issuance of perpetual subordinated notes |
5,616 | - | ||||||
Payments on perpetual subordinated notes |
- | - | ||||||
Other transactions with non-controlling interests |
81 | 126 | ||||||
Net issuance (repayment) of non-current debt |
1,771 | 7,120 | ||||||
Increase (decrease) in current borrowings |
(89 | ) | (211 | ) | ||||
Increase (decrease) in current financial assets and liabilities |
(1,101 | ) | (52 | ) | ||||
Cash flow used in financing activities |
5,084 | 3,438 | ||||||
Net increase (decrease) in cash and cash equivalents |
3,681 | 1,936 | ||||||
Effect of exchange rates |
(1,540 | ) | 30 | |||||
Cash and cash equivalents at the beginning of the period |
25,181 | 20,200 | ||||||
Cash and cash equivalents at the end of the period |
27,322 | 22,166 |
17
CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS EQUITY
TOTAL
(unaudited)
Common shares issued | Paid-in | Currency adjustment |
Treasury shares | Shareholders Group share |
Non- controlling interests |
Total equity |
||||||||||||||||||||||||||||||
(M$)
|
Number | Amount | surplus and retained earnings |
Number | Amount | |||||||||||||||||||||||||||||||
As of January 1, 2014 |
2,377,678,160 | 7,493 | 98,254 | (1,203) | (109,214,448) | (4,303) | 100,241 | 3,138 | 103,379 | |||||||||||||||||||||||||||
Net income of the first half 2014 |
- | - | 6,439 | - | - | - | 6,439 | 125 | 6,564 | |||||||||||||||||||||||||||
Other comprehensive Income |
- | - | (329) | (231) | - | - | (560) | (8) | (568) | |||||||||||||||||||||||||||
Comprehensive Income |
- | - | 6,110 | (231) | - | - | 5,879 | 117 | 5,996 | |||||||||||||||||||||||||||
Dividend |
- | - | (3,794) | - | - | - | (3,794) | (146) | (3,940) | |||||||||||||||||||||||||||
Issuance of common shares |
5,192,417 | 18 | 319 | - | - | - | 337 | - | 337 | |||||||||||||||||||||||||||
Purchase of treasury shares |
- | - | - | - | - | - | - | - | - | |||||||||||||||||||||||||||
Sale of treasury shares (1) |
- | - | - | - | 7,200 | - | - | - | - | |||||||||||||||||||||||||||
Share-based payments |
- | - | 82 | - | - | - | 82 | - | 82 | |||||||||||||||||||||||||||
Share cancellation |
- | - | - | - | - | - | - | - | - | |||||||||||||||||||||||||||
Issuance of perpetual subordinated notes |
- | - | - | - | - | - | - | - | - | |||||||||||||||||||||||||||
Payments on perpetual subordinated notes |
- | - | - | - | - | - | - | - | - | |||||||||||||||||||||||||||
Other operations with non-controlling interests |
- | - | 128 | (2) | - | - | 126 | 183 | 309 | |||||||||||||||||||||||||||
Other items |
- | - | 1 | - | - | - | 1 | 52 | 53 | |||||||||||||||||||||||||||
As of June 30, 2014 |
2,382,870,577 | 7,511 | 101,100 | (1,436) | (109,207,248) | (4,303) | 102,872 | 3,344 | 106,216 | |||||||||||||||||||||||||||
Net income from July 1 to December 31, 2014 |
- | - | (2,195) | - | - | - | (2,195) | (119) | (2,314) | |||||||||||||||||||||||||||
Other comprehensive Income |
- | - | (578) | (6,044) | - | - | (6,622) | (35) | (6,657) | |||||||||||||||||||||||||||
Comprehensive Income |
- | - | (2,773) | (6,044) | - | - | (8,817) | (154) | (8,971) | |||||||||||||||||||||||||||
Dividend |
- | - | (3,584) | - | - | - | (3,584) | (8) | (3,592) | |||||||||||||||||||||||||||
Issuance of common shares |
2,396,948 | 7 | 76 | - | - | - | 83 | - | 83 | |||||||||||||||||||||||||||
Purchase of treasury shares |
- | - | - | - | (4,386,300) | (283) | (283) | - | (283) | |||||||||||||||||||||||||||
Sale of treasury shares (1) |
- | - | (232) | - | 4,232,135 | 232 | - | - | - | |||||||||||||||||||||||||||
Share-based payments |
- | - | 32 | - | - | - | 32 | - | 32 | |||||||||||||||||||||||||||
Share cancellation |
- | - | - | - | - | - | - | - | - | |||||||||||||||||||||||||||
Issuance of perpetual subordinated notes |
- | - | - | - | - | - | - | - | - | |||||||||||||||||||||||||||
Payments on perpetual subordinated notes |
- | - | - | - | - | - | - | - | - | |||||||||||||||||||||||||||
Other operations with non-controlling interests |
- | - | 20 | - | - | - | 20 | 12 | 32 | |||||||||||||||||||||||||||
Other items |
- | - | 7 | - | - | - | 7 | 7 | 14 | |||||||||||||||||||||||||||
As of December 31, 2014 |
2,385,267,525 | 7,518 | 94,646 | (7,480) | (109,361,413) | (4,354) | 90,330 | 3,201 | 93,531 | |||||||||||||||||||||||||||
Net income of the first half 2015 |
- | - | 5,634 | - | - | - | 5,634 | (113) | 5,521 | |||||||||||||||||||||||||||
Other comprehensive Income |
- | - | (38) | (1,763) | - | - | (1,801) | (31) | (1,832) | |||||||||||||||||||||||||||
Comprehensive Income |
- | - | 5,596 | (1,763) | - | - | 3,833 | (144) | 3,689 | |||||||||||||||||||||||||||
Dividend |
- | - | (3,123) | - | - | - | (3,123) | (72) | (3,195) | |||||||||||||||||||||||||||
Issuance of common shares |
11,092,565 | 31 | 419 | - | - | - | 450 | - | 450 | |||||||||||||||||||||||||||
Purchase of treasury shares |
- | - | - | - | - | - | - | - | - | |||||||||||||||||||||||||||
Sale of treasury shares (1) |
- | - | (6) | - | 103,150 | 6 | - | - | - | |||||||||||||||||||||||||||
Share-based payments |
- | - | 69 | - | - | - | 69 | - | 69 | |||||||||||||||||||||||||||
Share cancellation |
- | - | - | - | - | - | - | - | - | |||||||||||||||||||||||||||
Issuance of perpetual subordinated notes |
- | - | 5,616 | - | - | - | 5,616 | - | 5,616 | |||||||||||||||||||||||||||
Payments on perpetual subordinated notes |
- | - | (31) | - | - | - | (31) | - | (31) | |||||||||||||||||||||||||||
Other operations with non-controlling interests |
- | - | 21 | - | - | - | 21 | 57 | 78 | |||||||||||||||||||||||||||
Other items |
- | - | 79 | - | - | - | 79 | 62 | 141 | |||||||||||||||||||||||||||
As of June 30, 2015 |
2,396,360,090 | 7,549 | 103,286 | (9,243) | (109,258,263) | (4,348) | 97,244 | 3,104 | 100,348 |
(1) | Treasury shares related to the restricted stock grants. |
18
BUSINESS SEGMENT INFORMATION
TOTAL
(unaudited)
2nd quarter 2015 (M$)
|
Upstream | Refining & Chemicals |
Marketing &
|
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales |
4,498 | 19,793 | 20,419 | 5 | - | 44,715 | ||||||||||||||||||
Intersegment sales |
4,921 | 7,383 | 223 | 56 | (12,583 | ) | - | |||||||||||||||||
Excise taxes |
- | (1,007 | ) | (4,439 | ) | - | - | (5,446 | ) | |||||||||||||||
Revenues from sales |
9,419 | 26,169 | 16,203 | 61 | (12,583 | ) | 39,269 | |||||||||||||||||
Operating expenses |
(5,449 | ) | (24,182 | ) | (15,508 | ) | (180 | ) | 12,583 | (32,736 | ) | |||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(2,329 | ) | (291 | ) | (202 | ) | (9 | ) | - | (2,831 | ) | |||||||||||||
Operating income |
1,641 | 1,696 | 493 | (128 | ) | - | 3,702 | |||||||||||||||||
Equity in net income (loss) of affiliates and other items |
319 | 107 | 503 | 174 | - | 1,103 | ||||||||||||||||||
Tax on net operating income |
(909 | ) | (433 | ) | (193 | ) | (93 | ) | - | (1,628 | ) | |||||||||||||
Net operating income |
1,051 | 1,370 | 803 | (47 | ) | - | 3,177 | |||||||||||||||||
Net cost of net debt |
(164 | ) | ||||||||||||||||||||||
Non-controlling interests |
(42 | ) | ||||||||||||||||||||||
Net income |
2,971 | |||||||||||||||||||||||
2nd quarter 2015 (adjustments) (a) (M$)
|
Upstream | Refining & Chemicals |
Marketing &
|
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales |
(158 | ) | - | - | - | - | (158 | ) | ||||||||||||||||
Intersegment sales |
- | - | - | - | - | - | ||||||||||||||||||
Excise taxes |
- | - | - | - | - | - | ||||||||||||||||||
Revenues from sales |
(158 | ) | - | - | - | - | (158 | ) | ||||||||||||||||
Operating expenses |
(2 | ) | 123 | 51 | - | - | 172 | |||||||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(194 | ) | (31 | ) | (23 | ) | - | - | (248 | ) | ||||||||||||||
Operating income (b) |
(354 | ) | 92 | 28 | - | - | (234 | ) | ||||||||||||||||
Equity in net income (loss) of affiliates and other items |
(191 | ) | (71 | ) | 374 | - | - | 112 | ||||||||||||||||
Tax on net operating income |
36 | - | (24 | ) | - | - | 12 | |||||||||||||||||
Net operating income (b) |
(509 | ) | 21 | 378 | - | - | (110 | ) | ||||||||||||||||
Net cost of net debt |
- | |||||||||||||||||||||||
Non-controlling interests |
(4 | ) | ||||||||||||||||||||||
Net income |
(114 | ) | ||||||||||||||||||||||
(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 |
- | 199 | 51 | - | ||||||||||||||||||||
On net operating income |
- | 138 | 43 | - | ||||||||||||||||||||
2nd quarter 2015 (adjusted) (M$) (a)
|
Upstream | Refining & Chemicals |
Marketing &
|
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales |
4,656 | 19,793 | 20,419 | 5 | - | 44,873 | ||||||||||||||||||
Intersegment sales |
4,921 | 7,383 | 223 | 56 | (12,583 | ) | - | |||||||||||||||||
Excise taxes |
- | (1,007 | ) | (4,439 | ) | - | - | (5,446 | ) | |||||||||||||||
Revenues from sales |
9,577 | 26,169 | 16,203 | 61 | (12,583 | ) | 39,427 | |||||||||||||||||
Operating expenses |
(5,447 | ) | (24,305 | ) | (15,559 | ) | (180 | ) | 12,583 | (32,908 | ) | |||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(2,135 | ) | (260 | ) | (179 | ) | (9 | ) | - | (2,583 | ) | |||||||||||||
Adjusted operating income |
1,995 | 1,604 | 465 | (128 | ) | - | 3,936 | |||||||||||||||||
Equity in net income (loss) of affiliates and other items |
510 | 178 | 129 | 174 | - | 991 | ||||||||||||||||||
Tax on net operating income |
(945 | ) | (433 | ) | (169 | ) | (93 | ) | - | (1,640 | ) | |||||||||||||
Adjusted net operating income |
1,560 | 1,349 | 425 | (47 | ) | - | 3,287 | |||||||||||||||||
Net cost of net debt |
(164 | ) | ||||||||||||||||||||||
Non-controlling interests |
(38 | ) | ||||||||||||||||||||||
Adjusted net income |
3,085 | |||||||||||||||||||||||
Adjusted fully-diluted earnings per share ($) |
1.34 | |||||||||||||||||||||||
(a) Except for earnings per share. |
||||||||||||||||||||||||
2nd quarter 2015 (M$)
|
Upstream | Refining & Chemicals |
Marketing &
|
Corporate | Intercompany | Total | ||||||||||||||||||
Total expenditures |
5,653 | 465 | 436 | 36 | - | 6,590 | ||||||||||||||||||
Total divestments |
379 | 874 | 627 | 13 | - | 1,893 | ||||||||||||||||||
Cash flow from operating activities |
2,713 | 1,700 | 379 | (60 | ) | - | 4,732 |
19
BUSINESS SEGMENT INFORMATION
TOTAL
(unaudited)
1st quarter 2015 (M$)
|
Upstream | Refining & Chemicals |
Marketing &
|
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales |
5,225 | 17,464 | 19,620 | 4 | - | 42,313 | ||||||||||||||||||
Intersegment sales |
4,384 | 6,967 | 272 | 52 | (11,675 | ) | - | |||||||||||||||||
Excise taxes |
- | (933 | ) | (4,417 | ) | - | - | (5,350 | ) | |||||||||||||||
Revenues from sales |
9,609 | 23,498 | 15,475 | 56 | (11,675 | ) | 36,963 | |||||||||||||||||
Operating expenses |
(5,969 | ) | (21,717 | ) | (14,863 | ) | (239 | ) | 11,675 | (31,113 | ) | |||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(3,441 | ) | (252 | ) | (174 | ) | (5 | ) | - | (3,872 | ) | |||||||||||||
Operating income |
199 | 1,529 | 438 | (188 | ) | - | 1,978 | |||||||||||||||||
Equity in net income (loss) of affiliates and other items |
769 | 762 | (80 | ) | 294 | - | 1,745 | |||||||||||||||||
Tax on net operating income |
(368 | ) | (446 | ) | (131 | ) | (82 | ) | - | (1,027 | ) | |||||||||||||
Net operating income |
600 | 1,845 | 227 | 24 | - | 2,696 | ||||||||||||||||||
Net cost of net debt |
(188 | ) | ||||||||||||||||||||||
Non-controlling interests |
155 | |||||||||||||||||||||||
Net income |
2,663 | |||||||||||||||||||||||
1st quarter 2015 (adjustments) (a) (M$)
|
Upstream | Refining & Chemicals |
Marketing &
|
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales |
(146 | ) | - | - | - | - | (146 | ) | ||||||||||||||||
Intersegment sales |
- | - | - | - | - | - | ||||||||||||||||||
Excise taxes |
- | - | - | - | - | - | ||||||||||||||||||
Revenues from sales |
(146 | ) | - | - | - | - | (146 | ) | ||||||||||||||||
Operating expenses |
(140 | ) | 194 | (7 | ) | - | - | 47 | ||||||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(1,046 | ) | - | - | - | - | (1,046 | ) | ||||||||||||||||
Operating income (b) |
(1,332 | ) | 194 | (7 | ) | - | - | (1,145 | ) | |||||||||||||||
Equity in net income (loss) of affiliates and other items |
136 | 661 | (89 | ) | - | - | 708 | |||||||||||||||||
Tax on net operating income |
437 | (110 | ) | 2 | - | - | 329 | |||||||||||||||||
Net operating income (b) |
(759 | ) | 745 | (94 | ) | - | - | (108 | ) | |||||||||||||||
Net cost of net debt |
- | |||||||||||||||||||||||
Non-controlling interests |
169 | |||||||||||||||||||||||
Net income |
61 | |||||||||||||||||||||||
(a) Adjustments include special items, inventory valuation effect and the effect of changes in fair value. |
|
|||||||||||||||||||||||
(b) Of which inventory valuation effect |
|
|||||||||||||||||||||||
On operating income |
- | 235 | (7 | ) | - | |||||||||||||||||||
On net operating income |
- | 150 | (5 | ) | - | |||||||||||||||||||
1st quarter 2015 (adjusted) (M$) (a)
|
Upstream | Refining & Chemicals |
Marketing &
|
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales |
5,371 | 17,464 | 19,620 | 4 | - | 42,459 | ||||||||||||||||||
Intersegment sales |
4,384 | 6,967 | 272 | 52 | (11,675 | ) | - | |||||||||||||||||
Excise taxes |
- | (933 | ) | (4,417 | ) | - | - | (5,350 | ) | |||||||||||||||
Revenues from sales |
9,755 | 23,498 | 15,475 | 56 | (11,675 | ) | 37,109 | |||||||||||||||||
Operating expenses |
(5,829 | ) | (21,911 | ) | (14,856 | ) | (239 | ) | 11,675 | (31,160 | ) | |||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(2,395 | ) | (252 | ) | (174 | ) | (5 | ) | - | (2,826 | ) | |||||||||||||
Adjusted operating income |
1,531 | 1,335 | 445 | (188 | ) | - | 3,123 | |||||||||||||||||
Equity in net income (loss) of affiliates and other items |
633 | 101 | 9 | 294 | - | 1,037 | ||||||||||||||||||
Tax on net operating income |
(805 | ) | (336 | ) | (133 | ) | (82 | ) | - | (1,356 | ) | |||||||||||||
Adjusted net operating income |
1,359 | 1,100 | 321 | 24 | - | 2,804 | ||||||||||||||||||
Net cost of net debt |
(188 | ) | ||||||||||||||||||||||
Non-controlling interests |
(14 | ) | ||||||||||||||||||||||
Adjusted net income |
2,602 | |||||||||||||||||||||||
Adjusted fully-diluted earnings per share ($) |
1.13 | |||||||||||||||||||||||
(a) Except for earnings per share. |
||||||||||||||||||||||||
1st quarter 2015 (M$)
|
Upstream | Refining & Chemicals |
Marketing &
|
Corporate | Intercompany | Total | ||||||||||||||||||
Total expenditures |
8,151 | 434 | 215 | 9 | - | 8,809 | ||||||||||||||||||
Total divestments |
1,162 | 1,766 | 52 | 4 | - | 2,984 | ||||||||||||||||||
Cash flow from operating activities |
3,525 | 314 | 644 | (96 | ) | - | 4,387 |
20
BUSINESS SEGMENT INFORMATION
TOTAL
(unaudited)
2nd quarter 2014 (M$)
|
Upstream | Refining & Chemicals |
Marketing &
|
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales |
6,205 | 28,143 | 28,213 | - | - | 62,561 | ||||||||||||||||||
Intersegment sales |
8,057 | 11,740 | 402 | 46 | (20,245 | ) | - | |||||||||||||||||
Excise taxes |
- | (1,281 | ) | (5,073 | ) | - | - | (6,354 | ) | |||||||||||||||
Revenues from sales |
14,262 | 38,602 | 23,542 | 46 | (20,245 | ) | 56,207 | |||||||||||||||||
Operating expenses |
(7,174 | ) | (37,744 | ) | (22,966 | ) | (262 | ) | 20,245 | (47,901 | ) | |||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(2,314 | ) | (408 | ) | (198 | ) | (9 | ) | - | (2,929 | ) | |||||||||||||
Operating income |
4,774 | 450 | 378 | (225 | ) | - | 5,377 | |||||||||||||||||
Equity in net income (loss) of affiliates and other items |
719 | 65 | 98 | 7 | - | 889 | ||||||||||||||||||
Tax on net operating income |
(2,471 | ) | (114 | ) | (128 | ) | (218 | ) | - | (2,931 | ) | |||||||||||||
Net operating income |
3,022 | 401 | 348 | (436 | ) | - | 3,335 | |||||||||||||||||
Net cost of net debt |
(206 | ) | ||||||||||||||||||||||
Non-controlling interests |
(25 | ) | ||||||||||||||||||||||
Net income |
3,104 | |||||||||||||||||||||||
2nd quarter 2014 (adjustments) (a) (M$)
|
Upstream | Refining & Chemicals |
Marketing &
|
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales |
(36 | ) | - | - | - | - | (36 | ) | ||||||||||||||||
Intersegment sales |
- | - | - | - | - | - | ||||||||||||||||||
Excise taxes |
- | - | - | - | - | - | ||||||||||||||||||
Revenues from sales |
(36 | ) | - | - | - | - | (36 | ) | ||||||||||||||||
Operating expenses |
- | 122 | (27 | ) | - | - | 95 | |||||||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
- | (40 | ) | - | - | - | (40 | ) | ||||||||||||||||
Operating income (b) |
(36 | ) | 82 | (27 | ) | - | - | 19 | ||||||||||||||||
Equity in net income (loss) of affiliates and other items |
- | (32 | ) | (7 | ) | - | - | (39 | ) | |||||||||||||||
Tax on net operating income |
7 | (50 | ) | 10 | - | - | (33 | ) | ||||||||||||||||
Net operating income (b) |
(29 | ) | - | (24 | ) | - | - | (53 | ) | |||||||||||||||
Net cost of net debt |
- | |||||||||||||||||||||||
Non-controlling interests |
6 | |||||||||||||||||||||||
Net income |
(47 | ) | ||||||||||||||||||||||
(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 |
- | 122 | (5 | ) | - | |||||||||||||||||||
On net operating income |
- | 77 | (3 | ) | - | |||||||||||||||||||
2nd quarter 2014 (adjusted) (M$) (a)
|
Upstream | Refining & Chemicals |
Marketing &
|
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales |
6,241 | 28,143 | 28,213 | - | - | 62,597 | ||||||||||||||||||
Intersegment sales |
8,057 | 11,740 | 402 | 46 | (20,245 | ) | - | |||||||||||||||||
Excise taxes |
- | (1,281 | ) | (5,073 | ) | - | - | (6,354 | ) | |||||||||||||||
Revenues from sales |
14,298 | 38,602 | 23,542 | 46 | (20,245 | ) | 56,243 | |||||||||||||||||
Operating expenses |
(7,174 | ) | (37,866 | ) | (22,939 | ) | (262 | ) | 20,245 | (47,996 | ) | |||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(2,314 | ) | (368 | ) | (198 | ) | (9 | ) | - | (2,889 | ) | |||||||||||||
Adjusted operating income |
4,810 | 368 | 405 | (225 | ) | - | 5,358 | |||||||||||||||||
Equity in net income (loss) of affiliates and other items |
719 | 97 | 105 | 7 | - | 928 | ||||||||||||||||||
Tax on net operating income |
(2,478 | ) | (64 | ) | (138 | ) | (218 | ) | - | (2,898 | ) | |||||||||||||
Adjusted net operating income |
3,051 | 401 | 372 | (436 | ) | - | 3,388 | |||||||||||||||||
Net cost of net debt |
(206 | ) | ||||||||||||||||||||||
Non-controlling interests |
(31 | ) | ||||||||||||||||||||||
Adjusted net income |
3,151 | |||||||||||||||||||||||
Adjusted fully-diluted earnings per share ($) |
1.38 | |||||||||||||||||||||||
(a) Except for earnings per share. |
||||||||||||||||||||||||
2nd quarter 2014 (M$)
|
Upstream | Refining & Chemicals |
Marketing &
|
Corporate | Intercompany | Total | ||||||||||||||||||
Total expenditures |
7,999 | 475 | 203 | 46 | - | 8,723 | ||||||||||||||||||
Total divestments |
568 | 15 | 28 | 20 | - | 631 | ||||||||||||||||||
Cash flow from operating activities |
4,805 | (133 | ) | 304 | 301 | - | 5,277 |
21
BUSINESS SEGMENT INFORMATION
TOTAL
(unaudited)
1st half 2015 (M$)
|
Upstream | Refining & Chemicals |
Marketing &
|
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales |
9,723 | 37,257 | 40,039 | 9 | - | 87,028 | ||||||||||||||||||
Intersegment sales |
9,305 | 14,350 | 495 | 108 | (24,258 | ) | - | |||||||||||||||||
Excise taxes |
- | (1,940 | ) | (8,856 | ) | - | - | (10,796 | ) | |||||||||||||||
Revenues from sales |
19,028 | 49,667 | 31,678 | 117 | (24,258 | ) | 76,232 | |||||||||||||||||
Operating expenses |
(11,418 | ) | (45,899 | ) | (30,371 | ) | (419 | ) | 24,258 | (63,849 | ) | |||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(5,770 | ) | (543 | ) | (376 | ) | (14 | ) | - | (6,703 | ) | |||||||||||||
Operating income |
1,840 | 3,225 | 931 | (316 | ) | - | 5,680 | |||||||||||||||||
Equity in net income (loss) of affiliates and other items |
1,088 | 869 | 423 | 468 | - | 2,848 | ||||||||||||||||||
Tax on net operating income |
(1,277 | ) | (879 | ) | (324 | ) | (175 | ) | - | (2,655 | ) | |||||||||||||
Net operating income |
1,651 | 3,215 | 1,030 | (23 | ) | - | 5,873 | |||||||||||||||||
Net cost of net debt |
(352 | ) | ||||||||||||||||||||||
Non-controlling interests |
113 | |||||||||||||||||||||||
Net income |
5,634 | |||||||||||||||||||||||
1st half 2015 (adjustments) (a) (M$)
|
Upstream | Refining & Chemicals |
Marketing &
|
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales |
(304 | ) | - | - | - | - | (304 | ) | ||||||||||||||||
Intersegment sales |
- | - | - | - | - | - | ||||||||||||||||||
Excise taxes |
- | - | - | - | - | - | ||||||||||||||||||
Revenues from sales |
(304 | ) | - | - | - | - | (304 | ) | ||||||||||||||||
Operating expenses |
(142 | ) | 317 | 44 | - | - | 219 | |||||||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(1,240 | ) | (31 | ) | (23 | ) | - | - | (1,294 | ) | ||||||||||||||
Operating income (b) |
(1,686 | ) | 286 | 21 | - | - | (1,379 | ) | ||||||||||||||||
Equity in net income (loss) of affiliates and other items |
(55 | ) | 590 | 285 | - | - | 820 | |||||||||||||||||
Tax on net operating income |
473 | (110 | ) | (22 | ) | - | - | 341 | ||||||||||||||||
Net operating income (b) |
(1,268 | ) | 766 | 284 | - | - | (218 | ) | ||||||||||||||||
Net cost of net debt |
- | |||||||||||||||||||||||
Non-controlling interests |
165 | |||||||||||||||||||||||
Net income |
(53 | ) | ||||||||||||||||||||||
(a) Adjustments include special items, inventory valuation effect and the effect of changes in fair value. |
|
|||||||||||||||||||||||
(b) Of which inventory valuation effect |
|
|||||||||||||||||||||||
On operating income |
- | 434 | 44 | - | ||||||||||||||||||||
On net operating income |
- | 288 | 38 | - | ||||||||||||||||||||
1st half 2015 (adjusted) (M$) (a)
|
Upstream | Refining & Chemicals |
Marketing &
|
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales |
10,027 | 37,257 | 40,039 | 9 | - | 87,332 | ||||||||||||||||||
Intersegment sales |
9,305 | 14,350 | 495 | 108 | (24,258 | ) | - | |||||||||||||||||
Excise taxes |
- | (1,940 | ) | (8,856 | ) | - | - | (10,796 | ) | |||||||||||||||
Revenues from sales |
19,332 | 49,667 | 31,678 | 117 | (24,258 | ) | 76,536 | |||||||||||||||||
Operating expenses |
(11,276 | ) | (46,216 | ) | (30,415 | ) | (419 | ) | 24,258 | (64,068 | ) | |||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(4,530 | ) | (512 | ) | (353 | ) | (14 | ) | - | (5,409 | ) | |||||||||||||
Adjusted operating income |
3,526 | 2,939 | 910 | (316 | ) | - | 7,059 | |||||||||||||||||
Equity in net income (loss) of affiliates and other items |
1,143 | 279 | 138 | 468 | - | 2,028 | ||||||||||||||||||
Tax on net operating income |
(1,750 | ) | (769 | ) | (302 | ) | (175 | ) | - | (2,996 | ) | |||||||||||||
Adjusted net operating income |
2,919 | 2,449 | 746 | (23 | ) | - | 6,091 | |||||||||||||||||
Net cost of net debt |
(352 | ) | ||||||||||||||||||||||
Non-controlling interests |
(52 | ) | ||||||||||||||||||||||
Adjusted net income |
5,687 | |||||||||||||||||||||||
Adjusted fully-diluted earnings per share ($) |
2.47 | |||||||||||||||||||||||
(a) Except for earnings per share. |
||||||||||||||||||||||||
1st half 2015 (M$)
|
Upstream | Refining & Chemicals |
Marketing &
|
Corporate | Intercompany | Total | ||||||||||||||||||
Total expenditures |
13,804 | 899 | 651 | 45 | - | 15,399 | ||||||||||||||||||
Total divestments |
1,541 | 2,640 | 679 | 17 | - | 4,877 | ||||||||||||||||||
Cash flow from operating activities |
6,238 | 2,014 | 1,023 | (156 | ) | - | 9,119 |
22
BUSINESS SEGMENT INFORMATION
TOTAL
(unaudited)
1st half 2014 (M$) |
Upstream | Refining & Chemicals |
Marketing & Services |
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales |
12,871 | 55,682 | 54,683 | 12 | - | 123,248 | ||||||||||||||||||
Intersegment sales |
15,493 | 23,696 | 810 | 95 | (40,094 | ) | - | |||||||||||||||||
Excise taxes |
- | (2,441 | ) | (9,745 | ) | - | - | (12,186 | ) | |||||||||||||||
Revenues from sales |
28,364 | 76,937 | 45,748 | 107 | (40,094 | ) | 111,062 | |||||||||||||||||
Operating expenses |
(13,688 | ) | (75,536 | ) | (44,655 | ) | (431 | ) | 40,094 | (94,216 | ) | |||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(4,490 | ) | (786 | ) | (380 | ) | (18 | ) | - | (5,674 | ) | |||||||||||||
Operating income |
10,186 | 615 | 713 | (342 | ) | - | 11,172 | |||||||||||||||||
Equity in net income (loss) of affiliates and other items |
2,046 | 119 | 90 | 53 | - | 2,308 | ||||||||||||||||||
Tax on net operating income |
(5,963 | ) | (108 | ) | (208 | ) | (292 | ) | - | (6,571 | ) | |||||||||||||
Net operating income |
6,269 | 626 | 595 | (581 | ) | - | 6,909 | |||||||||||||||||
Net cost of net debt |
(345 | ) | ||||||||||||||||||||||
Non-controlling interests |
(125 | ) | ||||||||||||||||||||||
Net income |
6,439 | |||||||||||||||||||||||
1st half 2014 (adjustments) (a) (M$) |
Upstream | Refining & Chemicals |
Marketing & Services |
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales |
(10 | ) | - | - | - | - | (10 | ) | ||||||||||||||||
Intersegment sales |
- | - | - | - | - | - | ||||||||||||||||||
Excise taxes |
- | - | - | - | - | - | ||||||||||||||||||
Revenues from sales |
(10 | ) | - | - | - | - | (10 | ) | ||||||||||||||||
Operating expenses |
(115 | ) | (41 | ) | (45 | ) | - | - | (201 | ) | ||||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
- | (40 | ) | - | - | - | (40 | ) | ||||||||||||||||
Operating income (b) |
(125 | ) | (81 | ) | (45 | ) | - | - | (251 | ) | ||||||||||||||
Equity in net income (loss) of affiliates and other items |
280 | (40 | ) | (7 | ) | - | - | 233 | ||||||||||||||||
Tax on net operating income |
(29 | ) | - | 14 | - | - | (15 | ) | ||||||||||||||||
Net operating income (b) |
126 | (121 | ) | (38 | ) | - | - | (33 | ) | |||||||||||||||
Net cost of net debt |
- | |||||||||||||||||||||||
Non-controlling interests |
(6 | ) | ||||||||||||||||||||||
Net income |
(39 | ) | ||||||||||||||||||||||
(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 |
- | (41 | ) | (23 | ) | - | ||||||||||||||||||
On net operating income |
- | (34 | ) | (17 | ) | - | ||||||||||||||||||
1st half 2014 (adjusted) (M$) (a) |
Upstream | Refining & Chemicals |
Marketing & Services |
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales |
12,881 | 55,682 | 54,683 | 12 | - | 123,258 | ||||||||||||||||||
Intersegment sales |
15,493 | 23,696 | 810 | 95 | (40,094 | ) | - | |||||||||||||||||
Excise taxes |
- | (2,441 | ) | (9,745 | ) | - | - | (12,186 | ) | |||||||||||||||
Revenues from sales |
28,374 | 76,937 | 45,748 | 107 | (40,094 | ) | 111,072 | |||||||||||||||||
Operating expenses |
(13,573 | ) | (75,495 | ) | (44,610 | ) | (431 | ) | 40,094 | (94,015 | ) | |||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(4,490 | ) | (746 | ) | (380 | ) | (18 | ) | - | (5,634 | ) | |||||||||||||
Adjusted operating income |
10,311 | 696 | 758 | (342 | ) | - | 11,423 | |||||||||||||||||
Equity in net income (loss) of affiliates and other items |
1,766 | 159 | 97 | 53 | - | 2,075 | ||||||||||||||||||
Tax on net operating income |
(5,934 | ) | (108 | ) | (222 | ) | (292 | ) | - | (6,556 | ) | |||||||||||||
Adjusted net operating income |
6,143 | 747 | 633 | (581 | ) | - | 6,942 | |||||||||||||||||
Net cost of net debt |
(345 | ) | ||||||||||||||||||||||
Non-controlling interests |
(119 | ) | ||||||||||||||||||||||
Adjusted net income |
6,478 | |||||||||||||||||||||||
Adjusted fully-diluted earnings per share ($) |
2.84 | |||||||||||||||||||||||
(a) Except for earnings per share. |
|
|||||||||||||||||||||||
1st half 2014 (M$) |
Upstream | Refining & Chemicals |
Marketing & Services |
Corporate | Intercompany | Total | ||||||||||||||||||
Total expenditures |
13,310 | 725 | 479 | 74 | - | 14,588 | ||||||||||||||||||
Total divestments |
2,367 | 26 | 54 | 24 | - | 2,471 | ||||||||||||||||||
Cash flow from operating activities |
8,616 | 1,460 | 393 | 146 | - | 10,615 |
23
Reconciliation of the information by business segment with consolidated financial statements
TOTAL
(unaudited)
2nd quarter 2015 (M$) |
Adjusted | Adjustments (a) | Consolidated statement of income |
|||||||||
Sales |
44,873 | (158 | ) | 44,715 | ||||||||
Excise taxes |
(5,446 | ) | - | (5,446 | ) | |||||||
Revenues from sales |
39,427 | (158 | ) | 39,269 | ||||||||
Purchases, net of inventory variation |
(26,603 | ) | 250 | (26,353 | ) | |||||||
Other operating expenses |
(5,955 | ) | (76 | ) | (6,031 | ) | ||||||
Exploration costs |
(350 | ) | (2 | ) | (352 | ) | ||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(2,583 | ) | (248 | ) | (2,831 | ) | ||||||
Other income |
358 | 364 | 722 | |||||||||
Other expense |
(136 | ) | (260 | ) | (396 | ) | ||||||
Financial interest on debt |
(231 | ) | - | (231 | ) | |||||||
Financial income from marketable securities & cash equivalents |
28 | - | 28 | |||||||||
Cost of net debt |
(203 | ) | - | (203 | ) | |||||||
Other financial income |
255 | - | 255 | |||||||||
Other financial expense |
(163 | ) | - | (163 | ) | |||||||
Equity in net income (loss) of affiliates |
677 | 8 | 685 | |||||||||
Income taxes |
(1,601 | ) | 12 | (1,589 | ) | |||||||
Consolidated net income |
3,123 | (110 | ) | 3,013 | ||||||||
Group share |
3,085 | (114 | ) | 2,971 | ||||||||
Non-controlling interests |
38 | 4 | 42 |
(a) | Adjustments include special items, inventory valuation effect and the effect of changes in fair value. |
2nd quarter 2014 (M$) |
Adjusted | Adjustments (a) | Consolidated statement of income |
|||||||||
Sales |
62,597 | (36 | ) | 62,561 | ||||||||
Excise taxes |
(6,354 | ) | - | (6,354 | ) | |||||||
Revenues from sales |
56,243 | (36 | ) | 56,207 | ||||||||
Purchases, net of inventory variation |
(40,488 | ) | 117 | (40,371 | ) | |||||||
Other operating expenses |
(7,207 | ) | (22 | ) | (7,229 | ) | ||||||
Exploration costs |
(301 | ) | - | (301 | ) | |||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(2,889 | ) | (40 | ) | (2,929 | ) | ||||||
Other income |
96 | - | 96 | |||||||||
Other expense |
(133 | ) | (30 | ) | (163 | ) | ||||||
Financial interest on debt |
(266 | ) | - | (266 | ) | |||||||
Financial income from marketable securities & cash equivalents |
31 | - | 31 | |||||||||
Cost of net debt |
(235 | ) | - | (235 | ) | |||||||
Other financial income |
265 | - | 265 | |||||||||
Other financial expense |
(183 | ) | - | (183 | ) | |||||||
Equity in net income (loss) of affiliates |
883 | (9 | ) | 874 | ||||||||
Income taxes |
(2,869 | ) | (33 | ) | (2,902 | ) | ||||||
Consolidated net income |
3,182 | (53 | ) | 3,129 | ||||||||
Group share |
3,151 | (47 | ) | 3,104 | ||||||||
Non-controlling interests |
31 | (6 | ) | 25 |
(a) | Adjustments include special items, inventory valuation effect and the effect of changes in fair value. |
24
Reconciliation of the information by business segment with consolidated financial statements
TOTAL
(unaudited)
1st half 2015 (M$) |
Adjusted | Adjustments (a) | Consolidated statement of income |
|||||||||
Sales |
87,332 | (304 | ) | 87,028 | ||||||||
Excise taxes |
(10,796 | ) | - | (10,796 | ) | |||||||
Revenues from sales |
76,536 | (304 | ) | 76,232 | ||||||||
Purchases, net of inventory variation |
(51,035 | ) | 478 | (50,557 | ) | |||||||
Other operating expenses |
(12,131 | ) | (172 | ) | (12,303 | ) | ||||||
Exploration costs |
(902 | ) | (87 | ) | (989 | ) | ||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(5,409 | ) | (1,294 | ) | (6,703 | ) | ||||||
Other income |
884 | 1,459 | 2,343 | |||||||||
Other expense |
(235 | ) | (603 | ) | (838 | ) | ||||||
Financial interest on debt |
(493 | ) | - | (493 | ) | |||||||
Financial income from marketable securities & cash equivalents |
59 | - | 59 | |||||||||
Cost of net debt |
(434 | ) | - | (434 | ) | |||||||
Other financial income |
397 | - | 397 | |||||||||
Other financial expense |
(329 | ) | - | (329 | ) | |||||||
Equity in net income (loss) of affiliates |
1,311 | (36 | ) | 1,275 | ||||||||
Income taxes |
(2,914 | ) | 341 | (2,573 | ) | |||||||
Consolidated net income |
5,739 | (218 | ) | 5,521 | ||||||||
Group share |
5,687 | (53 | ) | 5,634 | ||||||||
Non-controlling interests |
52 | (165 | ) | (113 | ) |
(a) | Adjustments include special items, inventory valuation effect and the effect of changes in fair value. |
1st half 2014 (M$) |
Adjusted | Adjustments (a) | Consolidated statement of income |
|||||||||
Sales |
123,258 | (10 | ) | 123,248 | ||||||||
Excise taxes |
(12,186 | ) | - | (12,186 | ) | |||||||
Revenues from sales |
111,072 | (10 | ) | 111,062 | ||||||||
Purchases, net of inventory variation |
(78,639 | ) | (64 | ) | (78,703 | ) | ||||||
Other operating expenses |
(14,456 | ) | (137 | ) | (14,593 | ) | ||||||
Exploration costs |
(920 | ) | - | (920 | ) | |||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(5,634 | ) | (40 | ) | (5,674 | ) | ||||||
Other income |
548 | 648 | 1,196 | |||||||||
Other expense |
(263 | ) | (49 | ) | (312 | ) | ||||||
Financial interest on debt |
(467 | ) | - | (467 | ) | |||||||
Financial income from marketable securities & cash equivalents |
50 | - | 50 | |||||||||
Cost of net debt |
(417 | ) | - | (417 | ) | |||||||
Other financial income |
426 | - | 426 | |||||||||
Other financial expense |
(349 | ) | - | (349 | ) | |||||||
Equity in net income (loss) of affiliates |
1,713 | (366 | ) | 1,347 | ||||||||
Income taxes |
(6,484 | ) | (15 | ) | (6,499 | ) | ||||||
Consolidated net income |
6,597 | (33 | ) | 6,564 | ||||||||
Group share |
6,478 | (39 | ) | 6,439 | ||||||||
Non-controlling interests |
119 | 6 | 125 |
(a) | Adjustments include special items, inventory valuation effect and the effect of changes in fair value. |
25
TOTAL
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FIRST SIX MONTHS OF 2015
(unaudited)
1) Accounting policies
The interim consolidated financial statements of TOTAL S.A. and its subsidiaries (the Group) as of June 30, 2015 are presented in U.S. dollars and have been prepared in accordance with International Accounting Standard (IAS) 34 Interim Financial Reporting.
The accounting policies applied for the consolidated financial statements as of June 30, 2015 do not differ significantly from those applied for the consolidated financial statements as of December 31, 2014 which have been prepared on the basis of IFRS (International Financial Reporting Standards) as adopted by the European Union and IFRS as issued by the IASB (International Accounting Standards Board). New texts or amendments which were mandatory for the periods beginning on or after January 1, 2015 did not have a material impact on the Groups consolidated financial statements as of June 30, 2015.
The preparation of financial statements in accordance with IFRS requires the executive management to make estimates and assumptions that affect the reported amounts of assets, liabilities and contingent liabilities at the date of preparation of the financial statements and reported income and expenses for the period. The management reviews these estimates and assumptions on an ongoing basis, by reference to past experience and various other factors considered as reasonable which form the basis for assessing the carrying amount of assets and liabilities. Actual results may differ significantly from these estimates, if different assumptions or circumstances apply. These judgments and estimates relate principally to the application of the successful efforts method for the oil and gas accounting, the valuation of long-lived assets, the provisions for asset retirement obligations and environmental remediation, the pensions and post-retirement benefits and the income tax computation. These estimates and assumptions are described in the Notes to the consolidated financial statements as of December 31, 2014.
Furthermore, when the accounting treatment of a specific transaction is not addressed by any accounting standard or interpretation, the management applies its judgment to define and apply accounting policies that provide information consistent with the general IFRS concepts: faithful representation, relevance and materiality.
2) Changes in the Group structure, main acquisitions and divestments
Ø | Upstream |
| In January 2015, TOTAL was granted a 10% interest in the new ADCO concession in Abu Dhabi (United Arab Emirates) for a duration of 40 years, effective January 1, 2015. |
| TOTAL completed in March 2015 the sale of its entire stake in onshore Oil Mining Lease (OML) 29 to Aiteo Eastern E&P, a Nigerian company, for an amount of $569 million. |
Ø | Refining & Chemicals |
| In February 2015, TOTAL sold its Bostik adhesives activity to Arkema for an amount of $1,746 million. |
Ø | Marketing & Services |
| In May 2015, TOTAL sold 100% of Totalgaz, distributor of liquefied petroleum gas (LPG) in France to the U.S. company UGI Corporation, the parent company of Antargaz. |
26
3) Adjustment items
Financial information by business segment is reported in accordance with the internal reporting system and shows internal segment information that is used to manage and measure the performance of TOTAL and which is reviewed by the main operational decision-making body of the Group, namely the Executive committee.
Performance indicators excluding the adjustment items, such as adjusted operating income, adjusted net operating income, and adjusted net income are meant to facilitate the analysis of the financial performance and the comparison of income between periods.
Adjustment items include:
(i) Special items
Due to their unusual nature or particular 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, 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 within prior years or are likely to occur again within the coming years.
(ii) Inventory valuation effect
The adjusted results of the Refining & Chemicals and Marketing & Services segments are presented according to the replacement cost method. This method is used to assess the segments performance and facilitate the comparability of the segments performance with those of its competitors.
In the replacement cost method, which approximates the LIFO (Last-In, First-Out) 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 rather than the historical value. The inventory valuation effect is the difference between the results according to the FIFO (First-In, First-Out) and the replacement cost.
(iii) Effect of changes in fair value
The effect of changes in fair value presented as adjustment item reflects for some transactions differences between internal measure 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 based on forward prices.
Furthermore, TOTAL, in its trading activities, enters into storage contracts, which future effects are recorded at fair value in Groups internal economic performance. IFRS precludes recognition of this fair value effect.
The adjusted results (adjusted operating income, adjusted net operating income, adjusted net income) are defined as replacement cost results, adjusted for special items and the effect of changes in fair value.
27
The detail of the adjustment items is presented in the table below.
ADJUSTMENTS TO OPERATING INCOME
(M$) | Upstream | Refining & Chemicals |
Marketing & Services |
Corporate | Total | |||||||||||||||||
2nd quarter 2015 |
Inventory valuation effect | - | 199 | 51 | - | 250 | ||||||||||||||||
Effect of changes in fair value | (10 | ) | - | - | - | (10 | ) | |||||||||||||||
Restructuring charges | - | - | - | - | - | |||||||||||||||||
Asset impairment charges | (194 | ) | (31 | ) | (23 | ) | - | (248 | ) | |||||||||||||
Other items | (150 | ) | (76 | ) | - | - | (226 | ) | ||||||||||||||
Total |
(354 | ) | 92 | 28 | - | (234 | ) | |||||||||||||||
2nd quarter 2014 |
Inventory valuation effect | - | 122 | (5 | ) | - | 117 | |||||||||||||||
Effect of changes in fair value | (36 | ) | - | - | - | (36 | ) | |||||||||||||||
Restructuring charges | - | - | - | - | - | |||||||||||||||||
Asset impairment charges | - | (40 | ) | - | - | (40 | ) | |||||||||||||||
Other items | - | - | (22 | ) | - | (22 | ) | |||||||||||||||
Total |
(36 | ) | 82 | (27 | ) | - | 19 | |||||||||||||||
1st half 2015 |
Inventory valuation effect | - | 434 | 44 | - | 478 | ||||||||||||||||
Effect of changes in fair value | (6 | ) | - | - | - | (6 | ) | |||||||||||||||
Restructuring charges | - | - | - | - | - | |||||||||||||||||
Asset impairment charges | (1,240 | ) | (31 | ) | (23 | ) | - | (1,294 | ) | |||||||||||||
Other items | (440 | ) | (117 | ) | - | - | (557 | ) | ||||||||||||||
Total |
(1,686 | ) | 286 | 21 | - | (1,379 | ) | |||||||||||||||
1st half 2014 |
Inventory valuation effect | - | (41 | ) | (23 | ) | - | (64 | ) | |||||||||||||
Effect of changes in fair value | (10 | ) | - | - | - | (10 | ) | |||||||||||||||
Restructuring charges | - | - | - | - | - | |||||||||||||||||
Asset impairment charges | - | (40 | ) | - | - | (40 | ) | |||||||||||||||
Other items | (115 | ) | - | (22 | ) | - | (137 | ) | ||||||||||||||
Total |
(125 | ) | (81 | ) | (45 | ) | - | (251 | ) |
28
ADJUSTMENTS TO NET INCOME, GROUP SHARE
(M$) | Upstream | Refining & Chemicals |
Marketing & Services |
Corporate | Total | |||||||||||||||||
2nd quarter 2015 |
Inventory valuation effect | - | 138 | 36 | - | 174 | ||||||||||||||||
Effect of changes in fair value | (6 | ) | - | - | - | (6 | ) | |||||||||||||||
Restructuring charges | - | - | - | - | - | |||||||||||||||||
Asset impairment charges | (194 | ) | (31 | ) | (20 | ) | - | (245 | ) | |||||||||||||
Gains (losses) on disposals of assets | (29 | ) | (4 | ) | 360 | - | 327 | |||||||||||||||
Other items | (280 | ) | (82 | ) | (2 | ) | - | (364 | ) | |||||||||||||
Total |
(509 | ) | 21 | 374 | - | (114 | ) | |||||||||||||||
2nd quarter 2014 |
Inventory valuation effect | - | 77 | 3 | - | 80 | ||||||||||||||||
Effect of changes in fair value | (29 | ) | - | - | - | (29 | ) | |||||||||||||||
Restructuring charges | - | (1 | ) | (4 | ) | - | (5 | ) | ||||||||||||||
Asset impairment charges | - | (76 | ) | - | - | (76 | ) | |||||||||||||||
Gains (losses) on disposals of assets | - | - | - | - | - | |||||||||||||||||
Other items | - | - | (17 | ) | - | (17 | ) | |||||||||||||||
Total |
(29 | ) | - | (18 | ) | - | (47 | ) | ||||||||||||||
1st half 2015 |
Inventory valuation effect | - | 288 | 40 | - | 328 | ||||||||||||||||
Effect of changes in fair value | (4 | ) | - | - | - | (4 | ) | |||||||||||||||
Restructuring charges | - | (26 | ) | (5 | ) | - | (31 | ) | ||||||||||||||
Asset impairment charges | (1,286 | ) | (31 | ) | (37 | ) | - | (1,354 | ) | |||||||||||||
Gains (losses) on disposals of assets | 299 | 670 | 360 | - | 1,329 | |||||||||||||||||
Other items | (140 | ) | (135 | ) | (46 | ) | - | (321 | ) | |||||||||||||
Total |
(1,131 | ) | 766 | 312 | - | (53 | ) | |||||||||||||||
1st half 2014 |
Inventory valuation effect | - | (34 | ) | (23 | ) | - | (57 | ) | |||||||||||||
Effect of changes in fair value | (8 | ) | - | - | - | (8 | ) | |||||||||||||||
Restructuring charges | - | (1 | ) | (4 | ) | - | (5 | ) | ||||||||||||||
Asset impairment charges | (350 | ) | (76 | ) | - | - | (426 | ) | ||||||||||||||
Gains (losses) on disposals of assets | 599 | - | - | - | 599 | |||||||||||||||||
Other items | (115 | ) | (10 | ) | (17 | ) | - | (142 | ) | |||||||||||||
Total |
126 | (121 | ) | (44 | ) | - | (39 | ) |
During the first half of 2015, the Group recognized impairment charges in the Upstream segment. Due to a significant deterioration in the safety conditions during the first quarter, some of its assets have been impaired in Libya ($(757) million in operating income, $(661) million in net income, Group share) and in Yemen ($(107) million in operating income, $(93) million in net income, Group share). In addition, in an unfavorable economic environment the Group decided during the first half of 2015 to discontinue the development of certain assets, that have therefore been impaired. Finally, new negotiations with Exxaro Resources Ltd took place in July 2015 for the sale of TOTALs 100% stake in Total Coal South Africa, following which an impairment loss was recognized over the assets of this entity, which appear in assets classified as held for sale in the consolidated balance sheet.
In the Upstream segment, the heading Other Items includes charges for impaired assets in Yemen and Libya ($(440) million in operating income, $(378) million in net income, Group share), the impact of a litigation in Qatar ($(162) million in net income, Group share) and the impact of the UK tax changes on deferred tax, for an amount of $424 million. This follows the vote on the 2015 budget by Parliament, which included a decrease in the rate of the Supplementary Charge from 32% to 20%, with retroactive effect from January 1, 2015 and a decrease in the rate of Petroleum Revenue Tax from 50% to 35% as of January 1, 2016.
The heading Gains on disposals of assets includes the impacts of the sales of Bostik, Totalgaz and OML 29 in Nigeria.
29
4) Shareholders equity
Treasury shares (TOTAL shares held by TOTAL S.A.)
As of June 30, 2015, TOTAL S.A. held 8,926,995 of its own shares, representing 0.37% of its share capital, detailed as follows:
| 8,844,030 shares allocated to TOTAL share grant plans for Group employees; |
| 82,965 shares intended to be allocated to new TOTAL share purchase option plans or to new share grant plans. |
These shares were deducted from the consolidated shareholders equity.
TOTAL shares held by Group subsidiaries
As of June 30, 2015, TOTAL S.A. held indirectly through its subsidiaries 100,331,268 of its own shares, representing 4.19% detailed as follows:
| 2,023,672 shares held by a consolidated subsidiary, Total Nucléaire, 100% indirectly controlled by TOTAL S.A.; and |
| 98,307,596 shares held by subsidiaries of Elf Aquitaine (Financière Valorgest, Sogapar and Fingestval), 100% indirectly controlled by TOTAL S.A. |
These shares are deducted from the consolidated shareholders equity.
Dividend
The shareholders meeting on May 29, 2015 approved the payment of a dividend of 2.44 per share for the 2014 fiscal year. Taking into account the three quarterly dividends of 0.61 per share that have already been paid on September 26 2014, December 17, 2014 and March 25, 2015, the remaining balance of 0.61 per share was paid on July 1, 2015. The shareholders meeting on May 29, 2015, approved the option for shareholders to receive the fourth quarter dividend in shares or in cash. The number of shares issued in lieu of the cash dividend will be based on the dividend amount divided by 42.02 per share, equal to 90% of the average Euronext Paris opening price of the shares for the 20 trading days preceding the shareholders meeting reduced by the amount of the dividend remainder. On July 1, 2015, 18 609 466 shares have been issued at a price of 42,02 per share.
Another resolution has been approved at the shareholders meeting on May 29, 2015, being that if one or more interim dividends are decided by the Board of Directors for the fiscal year 2015, then shareholders have the option to receive this or these interim dividends in shares or in cash.
A first interim dividend for the fiscal year 2015 of 0.61 per share, decided by the Board of Directors on April 27, 2015 would be paid on October 21, 2015 (the ex-dividend date will be September 28, 2015).
A second interim dividend for the fiscal year 2015 of 0.61 per share, decided by the Board of Directors on July 28, 2015, would be paid on January 14, 2016 (the ex-dividend date will be December 21, 2015).
Issuance of perpetual subordinated notes
The Group issued notes through Total SA, during the first six months of 2015:
- | Deeply subordinated note 2.250% perpetual maturity callable after 6 years (2,500 million EUR) |
- | Deeply subordinated note 2.625% perpetual maturity callable after 10 years (2,500 million EUR) |
Based on their characteristics and in compliance with the IAS 32 standard, these notes were recorded in equity.
Earnings per share
Earnings per share in Euro, calculated from the earnings per share in U.S. dollars converted at the average Euro/USD exchange rate for the period, amounted to 1.17 Euro per share for the 2nd quarter 2015 (1.03 Euro per share for the 1st quarter 2015 and 1.00 Euro per share for the 2nd quarter 2014). Diluted earnings per share calculated using the same method amounted to 1.17 Euro per share for the 2nd quarter 2015 (1.03 Euro per share for the 1st quarter 2015 and 0.99 Euro per share for the 2nd quarter 2014).
Earnings per share includes the effects of the remuneration of perpetual subordinated notes.
30
Other comprehensive income
Detail of other comprehensive income showing items reclassified from equity to net income is presented in the table below:
(M$) | 1 st half 2015 | 1 st half 2014 | ||||||||||||||||
Actuarial gains and losses |
153 | (615 | ) | |||||||||||||||
Tax effect |
(117 | ) | 211 | |||||||||||||||
Currency translation adjustment generated by the parent company |
(5,229 | ) | (729 | ) | ||||||||||||||
Items not potentially reclassifiable to profit and loss |
(5,193 | ) | (1,133 | ) | ||||||||||||||
Currency translation adjustment |
2,588 | 548 | ||||||||||||||||
- unrealized gain/(loss) of the period |
3,044 | 549 | ||||||||||||||||
- less gain/(loss) included in net income |
456 | 1 | ||||||||||||||||
Available for sale financial assets |
(4 | ) | (3 | ) | ||||||||||||||
- unrealized gain/(loss) of the period |
2 | (12 | ) | |||||||||||||||
- less gain/(loss) included in net income |
6 | (9 | ) | |||||||||||||||
Cash flow hedge |
(94 | ) | 65 | |||||||||||||||
- unrealized gain/(loss) of the period |
(314 | ) | (17 | ) | ||||||||||||||
- less gain/(loss) included in net income |
(220 | ) | (82 | ) | ||||||||||||||
Share of other comprehensive income of equity affiliates, net amount |
841 | (20 | ) | |||||||||||||||
Other |
1 | (7 | ) | |||||||||||||||
- unrealized gain/(loss) of the period |
1 | (7 | ) | |||||||||||||||
- less gain/(loss) included in net income |
- | - | ||||||||||||||||
Tax effect |
29 | (18 | ) | |||||||||||||||
Items potentially reclassifiable to profit and loss
|
|
3,361
|
|
|
565
|
| ||||||||||||
Total other comprehensive income, net amount
|
|
(1,832
|
)
|
|
(568
|
)
|
31
Tax effects relating to each component of other comprehensive income are as follows:
1 st half 2015
|
1 st half 2014
|
|||||||||||||||||||||||
(M$) | Pre-tax amount | Tax effect | Net amount | Pre-tax amount | Tax effect | Net amount | ||||||||||||||||||
Actuarial gains and losses |
153 | (117 | ) | 36 | (615 | ) | 211 | (404 | ) | |||||||||||||||
Currency translation adjustment generated by the parent company |
(5,229 | ) | - | (5,229 | ) | (729 | ) | - | (729 | ) | ||||||||||||||
Items not potentially reclassifiable to profit and loss |
(5,076 | ) | (117 | ) | (5,193 | ) | (1,344 | ) | 211 | (1,133 | ) | |||||||||||||
Currency translation adjustment |
2,588 | - | 2,588 | 548 | - | 548 | ||||||||||||||||||
Available for sale financial assets |
(4 | ) | - | (4 | ) | (3 | ) | 3 | - | |||||||||||||||
Cash flow hedge |
(94 | ) | 29 | (65 | ) | 65 | (21 | ) | 44 | |||||||||||||||
Share of other comprehensive income of equity affiliates, net amount |
841 | - | 841 | (20 | ) | - | (20 | ) | ||||||||||||||||
Other |
1 | - | 1 | (7 | ) | - | (7 | ) | ||||||||||||||||
Items potentially reclassifiable to profit and loss |
3,332 | 29 | 3,361 | 583 | (18 | ) | 565 | |||||||||||||||||
Total other comprehensive income |
(1,744 | ) | (88 | ) | (1,832 | ) | (761 | ) | 193 | (568 | ) |
5) Financial debt
The Group issued bonds through its subsidiary Total Capital International, during the first six months of 2015:
- | Bond 0.500% 2015-2027 (200 million CHF) |
- | Bond 2.250% 2015-2022 (250 million GBP) |
The Group reimbursed bonds during the first six months of 2015:
- | Bond 6.000% 2009-2015 (150 million AUD) |
- | Bond 6.000% 2010-2015 (100 million AUD) |
- | Bond 2.875% 2010-2015 (250 million USD) |
- | Bond 6.000% 2010-2015 (100 million AUD) |
- | Bond 6.000% 2010-2015 (100 million AUD) |
- | Bond 3.625% 2009-2015 (550 million EUR) |
- | Bond 3.000% 2010-2015 (1,250 million USD) |
In the context of its active cash management, the Group may temporarily increase its current borrowings, particularly in the form of commercial paper. The changes in current borrowings, cash and cash equivalents and current financial assets resulting from this cash management in the quarterly financial statements are not necessarily representative of a longer-term position.
6) Related parties
The related parties are principally equity affiliates and non-consolidated investments. There were no major changes concerning transactions with related parties during the first six months of 2015.
32
7) Other risks and contingent liabilities
TOTAL is not currently aware of any exceptional event, dispute, risks or contingent liabilities that could have a material impact on the assets and liabilities, results, financial position or operations of the Group.
Antitrust investigations
The principal antitrust proceedings in which the Groups companies are involved are described below.
Refining & Chemicals segment
As part of the spin-off of Arkema1 in 2006, TOTAL S.A. and certain other Group companies agreed to grant Arkema for a period of ten years a guarantee for potential monetary consequences related to antitrust proceedings arising from events prior to the spin-off. As of December 31, 2013, all public and civil proceedings covered by the guarantee were definitively resolved in Europe and in the United States. Despite the fact that Arkema has implemented since 2001 compliance procedures that are designed to prevent its employees from violating antitrust provisions, it is not possible to exclude the possibility that the relevant authorities could commence additional proceedings involving Arkema regarding events prior to the spin-off.
Marketing & Services segment
| Following the appeal lodged by the Groups companies against the European Commissions 2008 decision fining Total Marketing Services an amount of 128.2 million in relation to practices regarding a product line of the Marketing & Services segment, which the company had already paid, and concerning which TOTAL S.A. was declared jointly liable as the parent company, the relevant European court decided during the third quarter of 2013 to reduce the fine imposed on Total Marketing Services to 125.5 million without modifying the liability of TOTAL S.A. as parent company. Appeals have been lodged against this judgment. |
| In the Netherlands, a civil proceeding was initiated against TOTAL S.A., Total Marketing Services and other companies by third parties alleging damages in connection with practices already sanctioned by the European Commission. At this stage, it appears this matter should not have material financial consequences for the concerned Group companies. |
| Finally, in Italy, in 2013, a civil proceeding was initiated against TOTAL S.A. and its subsidiary Total Aviazione Italia Srl before the competent Italian civil court. The plaintiff claims against TOTAL S.A., its subsidiary and other third parties, damages that it estimates to be nearly 908 million. This procedure follows practices that had been sanctioned by the Italian competition authority in 2006. The parties have exchanged preliminary deeds; the existence and the assessment of the alleged damages in this procedure involving multiple defendants remain strongly contested. |
Whatever the evolution of the proceedings described above, the Group believes that their outcome should not have a material adverse effect on the Groups financial situation or consolidated results.
Grande Paroisse
An explosion occurred at the Grande Paroisse industrial site in the city of Toulouse in France on September 21, 2001. Grande Paroisse, a former subsidiary of Atofina which became a subsidiary of Elf Aquitaine Fertilisants on December 31, 2004, as part of the reorganization of the Chemicals segment, was principally engaged in the production and sale of agricultural fertilizers. The explosion, which involved a stockpile of ammonium nitrate pellets, destroyed a portion of the site and caused the death of thirty-one people, including twenty-one workers at the site, and injured many others. The explosion also caused significant damage to certain property in part of the city of Toulouse.
This plant has been closed and individual assistance packages have been provided for employees. The site has been rehabilitated.
On December 14, 2006, Grande Paroisse signed, under the supervision of the city of Toulouse, a deed whereby it donated the former site of the AZF plant to the greater agglomeration of Toulouse (CAGT) and the Caisse des dépôts et consignations and its subsidiary ICADE. Under this deed, TOTAL S.A. guaranteed the site remediation obligations of Grande Paroisse and granted a 10 million endowment to the InNaBioSanté research foundation as part of the setting up of a cancer research center at the site by the city of Toulouse.
1 Arkema is used in this section to designate those companies of the Arkema group whose ultimate parent company is Arkema S.A. Arkema became an independent company after being spun-off from TOTAL S.A. in May 2006.
33
After having articulated several hypotheses, the Court-appointed experts did not maintain in their final report filed on May 11, 2006, that the accident was caused by pouring a large quantity of a chlorine compound over ammonium nitrate. Instead, the experts have retained a scenario where a container of chlorine compound sweepings was poured between a layer of wet ammonium nitrate covering the floor and a quantity of dry agricultural nitrate at a location not far from the principal storage site. This is claimed to have caused an explosion which then spread into the main storage site. Grande Paroisse was investigated based on this new hypothesis in 2006; Grande Paroisse is contesting this explanation, which it believes to be based on elements that are not factually accurate.
On July 9, 2007, the investigating magistrate brought charges against Grande Paroisse and the former Plant Manager before the Toulouse Criminal Court. In late 2008, TOTAL S.A. and Mr. Thierry Desmarest, Chairman and CEO at the time of the event, were summoned to appear in Court pursuant to a request by a victims association.
On November 19, 2009, the Toulouse Criminal Court acquitted both the former Plant Manager, and Grande Paroisse due to the lack of reliable evidence for the explosion. The Court also ruled that the summonses against TOTAL S.A. and Mr. Thierry Desmarest were inadmissible.
Due to the presumption of civil liability that applied to Grande Paroisse, the Court declared Grande Paroisse civilly liable for the damages caused by the explosion to the victims in its capacity as custodian and operator of the plant.
The Prosecutors office, together with certain third parties, appealed the Toulouse Criminal Court verdict. In order to preserve its rights, Grande Paroisse lodged a cross-appeal with respect to civil charges.
By its decision of September 24, 2012, the Court of Appeal of Toulouse (Cour dappel de Toulouse) upheld the lower court verdict pursuant to which the summonses against TOTAL S.A. and Mr. Thierry Desmarest were determined to be inadmissible. This element of the decision has been appealed by certain third parties before the French Supreme Court (Cour de cassation).
The Court of Appeal considered, however, that the explosion was the result of the chemical accident described by the court-appointed experts. Accordingly, it convicted the former Plant Manager and Grande Paroisse. This element of the decision has been appealed by the former Plant Manager and Grande Paroisse before the French Supreme Court (Cour de cassation), which has the effect of suspending their criminal sentences.
On January 13, 2015, the French Supreme Court (Cour de cassation) fully quashed the decision of September 24, 2012. The impugned decision is set aside and the parties find themselves in the position they were in before the decision was rendered. The case is referred back to the Court of Appeal of Paris for a new criminal trial. The trial date has not yet been set.
A compensation mechanism for victims was set up immediately following the explosion. 2.3 billion was paid for the compensation of claims and related expenses amounts. A 8.3 million reserve remains booked in the Groups consolidated financial statements as of June 30, 2015.
Blue Rapid and the Russian Olympic Committee Russian regions and Interneft
Blue Rapid, a Panamanian company, and the Russian Olympic Committee filed a claim for damages with the Paris Commercial Court against Elf Aquitaine, alleging a so-called non-completion by a former subsidiary of Elf Aquitaine of a contract related to an exploration and production project in Russia negotiated in the early 1990s. Elf Aquitaine believed this claim to be unfounded and opposed it. On January 12, 2009, the Commercial Court of Paris rejected Blue Rapids claim against Elf Aquitaine and found that the Russian Olympic Committee did not have standing in the matter. Blue Rapid and the Russian Olympic Committee appealed this decision. On June 30, 2011, the Court of Appeal of Paris dismissed as inadmissible the claim of Blue Rapid and the Russian Olympic Committee against Elf Aquitaine, notably on the grounds of the contract having lapsed. Blue Rapid and the Russian Olympic Committee appealed this decision to the French Supreme Court.
In connection with the same facts, and fifteen years after the aforementioned exploration and production contract was rendered null and void (caduc), a Russian company, which was held not to be the contracting party to the contract, and two regions of the Russian Federation that were not even parties to the contract, launched an arbitration procedure against the aforementioned former subsidiary of Elf Aquitaine that was liquidated in 2005, claiming alleged damages of $22.4 billion. For the same reasons as those successfully adjudicated by Elf Aquitaine against Blue Rapid and the Russian Olympic Committee, the Group considers this claim to be unfounded as a matter of law and fact. The Group has lodged a criminal complaint to denounce the fraudulent claim of which the Group believes it is a victim and, has taken and reserved its rights to take other actions and measures to defend its interests.
34
Iran
In 2003, the United States Securities and Exchange Commission (SEC) followed by the Department of Justice (DoJ) issued a formal order directing an investigation in connection with the pursuit of business in Iran by certain oil companies including, among others, TOTAL.
The inquiry concerned an agreement concluded by the Company with consultants concerning gas fields in Iran and aimed at verifying whether certain payments made under this agreement would have benefited Iranian officials in violation of the Foreign Corrupt Practices Act (FCPA) and the Companys accounting obligations.
In late May 2013, and after several years of discussions, TOTAL reached settlements with the U.S. authorities (a Deferred Prosecution Agreement with the DoJ and a Cease and Desist Order with the SEC). These settlements, which put an end to these investigations, were concluded without admission of guilt and in exchange for TOTAL respecting a number of obligations, including the payment of a fine ($245.2 million) and civil compensation ($153 million) that occurred during the second quarter of 2013. The reserve of $398.2 million that was booked in the financial statements as of June 30, 2012, has been fully released. By virtue of these settlements, TOTAL also accepted the appointment of a French independent compliance monitor to review the Groups compliance program and to recommend possible improvements. For more information, refer to Item 4 C. Other Matters 7.3.7.1. Preventing corruption in TOTALs Annual Report on Form 20-F for the year ended December 31, 2014, filed with the SEC on March 26, 2015, as amended on March 27, 2015.
With respect to the same facts, TOTAL and its late Chairman and Chief Executive Officer, who was President of the Middle East division at the time of the facts, were placed under formal investigation in France following a judicial inquiry initiated in 2006. In late May 2013, the Prosecutors office recommended that the case be sent to trial. This position was reiterated by the Prosecutors office in June 2014. By order notified in October 2014, the investigating magistrate decided to refer the case to trial.
At this point, the Company considers that the resolution of these cases is not expected to have a significant impact on the Groups financial situation or consequences for its future planned operations.
Oil-for-Food Program
Several countries have launched investigations concerning possible violations related to the United Nations (UN) Oil-for-Food Program in Iraq.
Pursuant to a French criminal investigation, certain current or former Group employees were placed under formal criminal investigation for possible charges as accessories to the misappropriation of Corporate assets and as accessories to the corruption of foreign public agents. In 2007, the criminal investigation was closed and the case was transferred to the Prosecutors office. In 2009, the Prosecutors office recommended to the investigating magistrate that the case against the Groups current and former employees and TOTALs late Chairman and Chief Executive Officer, formerly President of the Groups Exploration & Production division, not be pursued.
In early 2010, despite the recommendation of the Prosecutors office, a new investigating magistrate, having taken over the case, decided to indict TOTAL S.A. on bribery charges as well as complicity and influence peddling. The indictment was brought eight years after the beginning of the investigation without any new evidence being introduced.
In October 2010, the Prosecutors office recommended to the investigating magistrate that the case against TOTAL S.A., the Groups former employees and TOTALs late Chairman and Chief Executive Officer not be pursued. However, by ordinance notified in early August 2011, the investigating magistrate on the matter decided to send the case to trial. On July 8, 2013, TOTAL S.A., the Groups former employees and TOTALs late Chairman and Chief Executive Officer were cleared of all charges by the Criminal Court, which found that none of the offenses for which they had been prosecuted were established. On July 18, 2013, the Prosecutors office appealed the parts of the Criminal Courts decision acquitting TOTAL S.A. and certain of the Groups former employees. TOTALs late Chairman and Chief Executive Officers acquittal issued on July 8, 2013 was irrevocable since the Prosecutors office did not appeal this part of the Criminal Courts decision. The appeal hearing is expected to start in October 2015.
Italy
As part of an investigation led by the Prosecutor of the Republic of the Potenza Court, Total Italia and certain Group employees were the subjects of an investigation related to certain calls for tenders that Total Italia made for the preparation and development of an oil field.
The criminal investigation was closed in the first half of 2010.
In May 2012, the Judge of the preliminary hearing decided to dismiss the charges against some of the Groups employees and to refer the case for trial for a reduced number of charges. The trial started in September 2012.
35
Rivunion
On July 9, 2012, the Swiss Tribunal Fédéral (Switzerlands Supreme Court) rendered a decision against Rivunion, a wholly-owned subsidiary of Elf Aquitaine, confirming a tax reassessment in the amount of CHF 171 million (excluding interest for late payment). According to the Tribunal, Rivunion was held liable as tax collector for withholding taxes owed by the beneficiaries of taxable services. Rivunion, in liquidation since March 13, 2002 and unable to recover the amounts corresponding to the withholding taxes in order to meet its fiscal obligations, has been subject to insolvency proceedings since November 1, 2012. On August 29, 2013, the Swiss federal tax administration lodged a claim as part of the insolvency proceedings of Rivunion, for an amount of CHF 284 million, including CHF 171 million of principal as well as interest for late payment. Rivunions insolvency proceedings was terminated on December 4, 2014 and the company was removed from the Geneva commercial register on December 11, 2014.
Kashagan
In Kazakhstan, the start-up of production of the Kashagan field, in which TOTAL holds an interest of 16.81%, occurred in September 2013 and was stopped following a gas leak from the export pipeline.
After the identification of a significant number of anomalies in the oil and gas export lines, it was decided to replace both pipelines. The remedial work is being conducted according to best international oil and gas field practices and strict HSE requirements in order to address, mitigate and remedy all problems prior to the restart of production.
On December 13, 2014, the Republic of Kazakhstan and the co-venturers of the consortium concluded an agreement and settled the disputes raised over the last several years concerning a number of operational, financial and environmental matters.
Russia
Since July 2014, members of the international community have adopted economic sanctions against certain Russian persons and entities, including various entities operating in the financial, energy and defense sectors, in response to the situation in Ukraine.
Among other things, the U.S. Treasury Departments Office of Foreign Assets Control (OFAC) has adopted economic sanctions targeting OAO Novatek, a Russian company listed on the Moscow Interbank Currency Exchange and the London Stock Exchange in which the Group held an 18.64% interest as of June 30, 2015 through its subsidiary TOTAL E&P Holdings Russia, and entities in which OAO Novatek (individually or with other similarly targeted persons or entities collectively) owns an interest of at least 50%. The OFAC sanctions applicable to OAO Novatek prohibit U.S. persons from transacting in, providing financing for or otherwise dealing in debt issued after July 16, 2014 of greater than 90 days maturity, including OAO Yamal LNG, which is jointly-owned by OAO Novatek (60%), TOTAL E&P Yamal (20%) and CNODC (20%), a subsidiary of CNPC. Consequently, the use of the U.S. dollar for such financing is effectively prohibited.
In order to comply with these sanctions, the financing plan for the Yamal LNG project is being reviewed, and the projects partners are engaged in efforts to develop a financing plan in compliance with the applicable regulations.
TOTAL continues to closely monitor the different international economic sanctions with respect to its activities in Russia. Within this framework, the Group filed the requests for prior authorizations required by EU restrictive measures concerning technical assistance, brokering services, financing and financial assistance related to certain technologies. The Treasury Department of the French Ministry of Finance, the competent authority on the subject, issued authorizations especially for the projects of Yamal LNG, Kharyaga and Termokarstovoye. The United States has also imposed export controls and restrictions relating to the export of certain goods, services, and technologies destined for projects located in Russia in the field of oil exploration, which, to date, do not affect TOTALs activities in Russia. In July 2015, TOTAL signed an agreement to transfer the exploration licenses it held in the Bazhenov play located in Western Siberia (tight oil) to OAO Lukoil. This agreement also sets out the conditions under which TOTAL and OAO Lukoil could potentially resume their joint activities in Russia.
Djibouti
Following the confirmation of their conviction by a final judgment of the facts regarding pollution that occurred in the port of Djibouti in 1997, Total Djibouti SA and Total Marketing Djibouti SA each received in September 2014 an order to pay 53.8 million to the Republic of Djibouti. The amounts were contested by the two companies which, unable to deal with the liability, in accordance with local law, filed declarations of insolvency with the court on October 7, 2014. With respect to Total Djibouti SA, the insolvency proceeding comprised a recovery plan.
Following a judgment delivered on November 18, 2014, the recovery plan proposed by Total Djibouti SA was rejected and the two companies were put into liquidation.
36
Total Djibouti SA, a subsidiary indirectly 100% owned of TOTAL S.A., fully holds the capital of Total Marketing Djibouti SA.
Yemen
Due to further degradation of the safety conditions in the vicinity of Balhaf, the company Yemen LNG, in which the Group holds a stake of 39.62%, has decided to stop all LNG producing and exporting operations. The plant will remain in a preservation mode and no expatriate personnel remain on site. As a consequence of the current situation, Yemen LNG has declared Force Majeure to its various stakeholders.
37
8) Information by business segment
1st half 2015 (M$) |
Upstream | Refining & Chemicals |
Marketing & Services |
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales | 9,723 | 37,257 | 40,039 | 9 | - | 87,028 | ||||||||||||||||||
Intersegment sales | 9,305 | 14,350 | 495 | 108 | (24,258 | ) | - | |||||||||||||||||
Excise taxes | - | (1,940 | ) | (8,856 | ) | - | - | (10,796 | ) | |||||||||||||||
Revenues from sales | 19,028 | 49,667 | 31,678 | 117 | (24,258 | ) | 76,232 | |||||||||||||||||
Operating expenses | (11,418 | ) | (45,899 | ) | (30,371 | ) | (419 | ) | 24,258 | (63,849 | ) | |||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(5,770 | ) | (543 | ) | (376 | ) | (14 | ) | - | (6,703 | ) | |||||||||||||
Operating income | 1,840 | 3,225 | 931 | (316 | ) | - | 5,680 | |||||||||||||||||
Equity in net income (loss) of affiliates and other items | 1,088 | 869 | 423 | 468 | - | 2,848 | ||||||||||||||||||
Tax on net operating income | (1,277 | ) | (879 | ) | (324 | ) | (175 | ) | - | (2,655 | ) | |||||||||||||
Net operating income | 1,651 | 3,215 | 1,030 | (23 | ) | - | 5,873 | |||||||||||||||||
Net cost of net debt | (352 | ) | ||||||||||||||||||||||
Non-controlling interests | 113 | |||||||||||||||||||||||
Net income | 5,634 | |||||||||||||||||||||||
1st half 2015 (adjustments) (a) (M$) |
Upstream | Refining & Chemicals |
Marketing & Services |
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales | (304 | ) | - | - | - | - | (304 | ) | ||||||||||||||||
Intersegment sales | - | - | - | - | - | - | ||||||||||||||||||
Excise taxes | - | - | - | - | - | - | ||||||||||||||||||
Revenues from sales | (304 | ) | - | - | - | - | (304 | ) | ||||||||||||||||
Operating expenses | (142 | ) | 317 | 44 | - | - | 219 | |||||||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(1,240 | ) | (31 | ) | (23 | ) | - | - | (1,294 | ) | ||||||||||||||
Operating income (b) | (1,686 | ) | 286 | 21 | - | - | (1,379 | ) | ||||||||||||||||
Equity in net income (loss) of affiliates and other items | (55 | ) | 590 | 285 | - | - | 820 | |||||||||||||||||
Tax on net operating income | 473 | (110 | ) | (22 | ) | - | - | 341 | ||||||||||||||||
Net operating income (b) | (1,268 | ) | 766 | 284 | - | - | (218 | ) | ||||||||||||||||
Net cost of net debt | - | |||||||||||||||||||||||
Non-controlling interests | 165 | |||||||||||||||||||||||
Net income | (53 | ) | ||||||||||||||||||||||
(a) Adjustments include special items, inventory valuation effect and the effect of changes in fair value. |
|
|||||||||||||||||||||||
(b) Of which inventory valuation effect |
|
|||||||||||||||||||||||
- On operating income |
- | 434 | 44 | - | ||||||||||||||||||||
- On net operating income |
- | 288 | 38 | - |
38
1st half 2015 (adjusted) (M$)(a) |
Upstream | Refining & Chemicals |
Marketing & Services |
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales | 10,027 | 37,257 | 40,039 | 9 | - | 87,332 | ||||||||||||||||||
Intersegment sales | 9,305 | 14,350 | 495 | 108 | (24,258 | ) | - | |||||||||||||||||
Excise taxes | - | (1,940 | ) | (8,856 | ) | - | - | (10,796 | ) | |||||||||||||||
Revenues from sales | 19,332 | 49,667 | 31,678 | 117 | (24,258 | ) | 76,536 | |||||||||||||||||
Operating expenses | (11,276 | ) | (46,216 | ) | (30,415 | ) | (419 | ) | 24,258 | (64,068 | ) | |||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(4,530 | ) | (512 | ) | (353 | ) | (14 | ) | - | (5,409 | ) | |||||||||||||
Adjusted operating income | 3,526 | 2,939 | 910 | (316 | ) | - | 7,059 | |||||||||||||||||
Equity in net income (loss) of affiliates and other items |
1,143 | 279 | 138 | 468 | - | 2,028 | ||||||||||||||||||
Tax on net operating income | (1,750 | ) | (769 | ) | (302 | ) | (175 | ) | - | (2,996 | ) | |||||||||||||
Adjusted net operating income | 2,919 | 2,449 | 746 | (23 | ) | - | 6,091 | |||||||||||||||||
Net cost of net debt | (352 | ) | ||||||||||||||||||||||
Non-controlling interests | (52 | ) | ||||||||||||||||||||||
Adjusted net income | 5,687 | |||||||||||||||||||||||
Adjusted fully-diluted earnings per share ($) |
2.47 | |||||||||||||||||||||||
(a) Except for earnings per share. |
|
|||||||||||||||||||||||
1st half 2015 (M$) |
Upstream | Refining & Chemicals |
Marketing & Services |
Corporate | Intercompany | Total | ||||||||||||||||||
Total expenditures | 13,804 | 899 | 651 | 45 | - | 15,399 | ||||||||||||||||||
Total divestments | 1,541 | 2,640 | 679 | 17 | - | 4,877 | ||||||||||||||||||
Cash flow from operating activities |
6,238 | 2,014 | 1,023 | (156 | ) | - | 9,119 |
39
1st half 2014 (M$) |
Upstream | Refining & Chemicals |
Marketing & Services |
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales | 12,871 | 55,682 | 54,683 | 12 | - | 123,248 | ||||||||||||||||||
Intersegment sales | 15,493 | 23,696 | 810 | 95 | (40,094 | ) | - | |||||||||||||||||
Excise taxes | - | (2,441 | ) | (9,745 | ) | - | - | (12,186 | ) | |||||||||||||||
Revenues from sales | 28,364 | 76,937 | 45,748 | 107 | (40,094 | ) | 111,062 | |||||||||||||||||
Operating expenses | (13,688 | ) | (75,536 | ) | (44,655 | ) | (431 | ) | 40,094 | (94,216 | ) | |||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(4,490 | ) | (786 | ) | (380 | ) | (18 | ) | - | (5,674 | ) | |||||||||||||
Operating income | 10,186 | 615 | 713 | (342 | ) | - | 11,172 | |||||||||||||||||
Equity in net income (loss) of affiliates and other items |
2,046 | 119 | 90 | 53 | - | 2,308 | ||||||||||||||||||
Tax on net operating income |
(5,963 | ) | (108 | ) | (208 | ) | (292 | ) | - | (6,571 | ) | |||||||||||||
Net operating income | 6,269 | 626 | 595 | (581 | ) | - | 6,909 | |||||||||||||||||
Net cost of net debt | (345 | ) | ||||||||||||||||||||||
Non-controlling interests | (125 | ) | ||||||||||||||||||||||
Net income | 6,439 | |||||||||||||||||||||||
1st half 2014 (adjustments) (a) (M$) |
Upstream | Refining & Chemicals |
Marketing & Services |
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales | (10 | ) | - | - | - | - | (10 | ) | ||||||||||||||||
Intersegment sales | - | - | - | - | - | - | ||||||||||||||||||
Excise taxes | - | - | - | - | - | - | ||||||||||||||||||
Revenues from sales | (10 | ) | - | - | - | - | (10 | ) | ||||||||||||||||
Operating expenses | (115 | ) | (41 | ) | (45 | ) | - | - | (201 | ) | ||||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
- | (40 | ) | - | - | - | (40 | ) | ||||||||||||||||
Operating income (b) | (125 | ) | (81 | ) | (45 | ) | - | - | (251 | ) | ||||||||||||||
Equity in net income (loss) of affiliates and other items | 280 | (40 | ) | (7 | ) | - | - | 233 | ||||||||||||||||
Tax on net operating income | (29 | ) | - | 14 | - | - | (15 | ) | ||||||||||||||||
Net operating income (b) | 126 | (121 | ) | (38 | ) | - | - | (33 | ) | |||||||||||||||
Net cost of net debt | - | |||||||||||||||||||||||
Non-controlling interests | (6 | ) | ||||||||||||||||||||||
Net income | (39 | ) | ||||||||||||||||||||||
(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 |
- | (41 | ) | (23 | ) | - | ||||||||||||||||||
- On net operating income |
- | (34 | ) | (17 | ) | - |
40
1st half 2014 (adjusted) (M$) (a) |
Upstream | Refining & Chemicals |
Marketing & Services |
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales | 12,881 | 55,682 | 54,683 | 12 | - | 123,258 | ||||||||||||||||||
Intersegment sales | 15,493 | 23,696 | 810 | 95 | (40,094 | ) | - | |||||||||||||||||
Excise taxes | - | (2,441 | ) | (9,745 | ) | - | - | (12,186 | ) | |||||||||||||||
Revenues from sales | 28,374 | 76,937 | 45,748 | 107 | (40,094 | ) | 111,072 | |||||||||||||||||
Operating expenses | (13,573 | ) | (75,495 | ) | (44,610 | ) | (431 | ) | 40,094 | (94,015 | ) | |||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(4,490 | ) | (746 | ) | (380 | ) | (18 | ) | - | (5,634 | ) | |||||||||||||
Adjusted operating income | 10,311 | 696 | 758 | (342 | ) | - | 11,423 | |||||||||||||||||
Equity in net income (loss) of affiliates and other items | 1,766 | 159 | 97 | 53 | - | 2,075 | ||||||||||||||||||
Tax on net operating income | (5,934 | ) | (108 | ) | (222 | ) | (292 | ) | - | (6,556 | ) | |||||||||||||
Adjusted net operating income | 6,143 | 747 | 633 | (581 | ) | - | 6,942 | |||||||||||||||||
Net cost of net debt | (345 | ) | ||||||||||||||||||||||
Non-controlling interests | (119 | ) | ||||||||||||||||||||||
Adjusted net income | 6,478 | |||||||||||||||||||||||
Adjusted fully-diluted earnings per share ($) |
2.84 | |||||||||||||||||||||||
(a) Except for earnings per share. |
|
|||||||||||||||||||||||
1st half 2014 (M$) |
Upstream | Refining & Chemicals |
Marketing & Services |
Corporate | Intercompany | Total | ||||||||||||||||||
Total expenditures | 13,310 | 725 | 479 | 74 | - | 14,588 | ||||||||||||||||||
Total divestments | 2,367 | 26 | 54 | 24 | - | 2,471 | ||||||||||||||||||
Cash flow from operating activities |
8,616 | 1,460 | 393 | 146 | - | 10,615 |
41
2nd quarter 2015 (M$) |
Upstream | Refining & Chemicals |
Marketing & Services |
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales | 4,498 | 19,793 | 20,419 | 5 | - | 44,715 | ||||||||||||||||||
Intersegment sales | 4,921 | 7,383 | 223 | 56 | (12,583 | ) | - | |||||||||||||||||
Excise taxes | - | (1,007 | ) | (4,439 | ) | - | - | (5,446 | ) | |||||||||||||||
Revenues from sales | 9,419 | 26,169 | 16,203 | 61 | (12,583 | ) | 39,269 | |||||||||||||||||
Operating expenses | (5,449 | ) | (24,182 | ) | (15,508 | ) | (180 | ) | 12,583 | (32,736 | ) | |||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(2,329 | ) | (291 | ) | (202 | ) | (9 | ) | - | (2,831 | ) | |||||||||||||
Operating income | 1,641 | 1,696 | 493 | (128 | ) | - | 3,702 | |||||||||||||||||
Equity in net income (loss) of affiliates and other items | 319 | 107 | 503 | 174 | - | 1,103 | ||||||||||||||||||
Tax on net operating income | (909 | ) | (433 | ) | (193 | ) | (93 | ) | - | (1,628 | ) | |||||||||||||
Net operating income | 1,051 | 1,370 | 803 | (47 | ) | - | 3,177 | |||||||||||||||||
Net cost of net debt | (164 | ) | ||||||||||||||||||||||
Non-controlling interests | (42 | ) | ||||||||||||||||||||||
Net income | 2,971 | |||||||||||||||||||||||
2nd quarter 2015 (adjustments) (a) (M$) |
Upstream | Refining & Chemicals |
Marketing & Services |
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales | (158 | ) | - | - | - | - | (158 | ) | ||||||||||||||||
Intersegment sales | - | - | - | - | - | - | ||||||||||||||||||
Excise taxes | - | - | - | - | - | - | ||||||||||||||||||
Revenues from sales | (158 | ) | - | - | - | - | (158 | ) | ||||||||||||||||
Operating expenses | (2 | ) | 123 | 51 | - | - | 172 | |||||||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(194 | ) | (31 | ) | (23 | ) | - | - | (248 | ) | ||||||||||||||
Operating income (b) | (354 | ) | 92 | 28 | - | - | (234 | ) | ||||||||||||||||
Equity in net income (loss) of affiliates and other items | (191 | ) | (71 | ) | 374 | - | - | 112 | ||||||||||||||||
Tax on net operating income | 36 | - | (24 | ) | - | - | 12 | |||||||||||||||||
Net operating income (b) | (509 | ) | 21 | 378 | - | - | (110 | ) | ||||||||||||||||
Net cost of net debt | - | |||||||||||||||||||||||
Non-controlling interests | (4 | ) | ||||||||||||||||||||||
Net income | (114 | ) | ||||||||||||||||||||||
(a) Adjustments include special items, inventory valuation effect and the effect of changes in fair value. |
|
|||||||||||||||||||||||
(b) Of which inventory valuation effect |
|
|||||||||||||||||||||||
- On operating income |
- | 199 | 51 | - | ||||||||||||||||||||
- On net operating income |
- | 138 | 43 | - |
42
2nd quarter 2015 (adjusted) (M$) (a) |
Upstream | Refining & Chemicals |
Marketing & Services |
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales | 4,656 | 19,793 | 20,419 | 5 | - | 44,873 | ||||||||||||||||||
Intersegment sales | 4,921 | 7,383 | 223 | 56 | (12,583 | ) | - | |||||||||||||||||
Excise taxes | - | (1,007 | ) | (4,439 | ) | - | - | (5,446 | ) | |||||||||||||||
Revenues from sales | 9,577 | 26,169 | 16,203 | 61 | (12,583 | ) | 39,427 | |||||||||||||||||
Operating expenses | (5,447 | ) | (24,305 | ) | (15,559 | ) | (180 | ) | 12,583 | (32,908 | ) | |||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(2,135 | ) | (260 | ) | (179 | ) | (9 | ) | - | (2,583 | ) | |||||||||||||
Adjusted operating income | 1,995 | 1,604 | 465 | (128 | ) | - | 3,936 | |||||||||||||||||
Equity in net income (loss) of affiliates and other items | 510 | 178 | 129 | 174 | - | 991 | ||||||||||||||||||
Tax on net operating income | (945 | ) | (433 | ) | (169 | ) | (93 | ) | - | (1,640 | ) | |||||||||||||
Adjusted net operating income |
1,560 | 1,349 | 425 | (47 | ) | - | 3,287 | |||||||||||||||||
Net cost of net debt | (164 | ) | ||||||||||||||||||||||
Non-controlling interests | (38 | ) | ||||||||||||||||||||||
Adjusted net income | 3,085 | |||||||||||||||||||||||
Adjusted fully-diluted earnings per share ($) |
1.34 | |||||||||||||||||||||||
(a) Except for earnings per share. |
|
|||||||||||||||||||||||
2nd quarter 2015 (M$) |
Upstream | Refining & Chemicals |
Marketing & Services |
Corporate | Intercompany | Total | ||||||||||||||||||
Total expenditures | 5,653 | 465 | 436 | 36 | - | 6,590 | ||||||||||||||||||
Total divestments | 379 | 874 | 627 | 13 | - | 1,893 | ||||||||||||||||||
Cash flow from operating activities |
2,713 | 1,700 | 379 | (60 | ) | - | 4,732 |
43
2nd quarter 2014 (M$) |
Upstream | Refining & Chemicals |
Marketing & Services |
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales | 6,205 | 28,143 | 28,213 | - | - | 62,561 | ||||||||||||||||||
Intersegment sales | 8,057 | 11,740 | 402 | 46 | (20,245 | ) | - | |||||||||||||||||
Excise taxes | - | (1,281 | ) | (5,073 | ) | - | - | (6,354 | ) | |||||||||||||||
Revenues from sales | 14,262 | 38,602 | 23,542 | 46 | (20,245 | ) | 56,207 | |||||||||||||||||
Operating expenses | (7,174 | ) | (37,744 | ) | (22,966 | ) | (262 | ) | 20,245 | (47,901 | ) | |||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(2,314 | ) | (408 | ) | (198 | ) | (9 | ) | - | (2,929 | ) | |||||||||||||
Operating income | 4,774 | 450 | 378 | (225 | ) | - | 5,377 | |||||||||||||||||
Equity in net income (loss) of affiliates and other items |
719 | 65 | 98 | 7 | - | 889 | ||||||||||||||||||
Tax on net operating income | (2,471 | ) | (114 | ) | (128 | ) | (218 | ) | - | (2,931 | ) | |||||||||||||
Net operating income | 3,022 | 401 | 348 | (436 | ) | - | 3,335 | |||||||||||||||||
Net cost of net debt | (206 | ) | ||||||||||||||||||||||
Non-controlling interests | (25 | ) | ||||||||||||||||||||||
Net income | 3,104 | |||||||||||||||||||||||
2nd quarter 2014 (adjustments) (a) (M$) |
Upstream | Refining & Chemicals |
Marketing & Services |
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales | (36 | ) | - | - | - | - | (36 | ) | ||||||||||||||||
Intersegment sales | - | - | - | - | - | - | ||||||||||||||||||
Excise taxes | - | - | - | - | - | - | ||||||||||||||||||
Revenues from sales | (36 | ) | - | - | - | - | (36 | ) | ||||||||||||||||
Operating expenses | - | 122 | (27 | ) | - | - | 95 | |||||||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
- | (40 | ) | - | - | - | (40 | ) | ||||||||||||||||
Operating income (b) | (36 | ) | 82 | (27 | ) | - | - | 19 | ||||||||||||||||
Equity in net income (loss) of affiliates and other items |
- | (32 | ) | (7 | ) | - | - | (39 | ) | |||||||||||||||
Tax on net operating income | 7 | (50 | ) | 10 | - | - | (33 | ) | ||||||||||||||||
Net operating income (b) | (29 | ) | - | (24 | ) | - | - | (53 | ) | |||||||||||||||
Net cost of net debt | - | |||||||||||||||||||||||
Non-controlling interests | 6 | |||||||||||||||||||||||
Net income | (47 | ) | ||||||||||||||||||||||
(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 |
- | 122 | (5 | ) | - | |||||||||||||||||||
- On net operating income |
- | 77 | (3 | ) | - |
44
2nd quarter 2014 (adjusted) (M$) (a) |
Upstream | Refining & Chemicals |
Marketing & Services |
Corporate | Intercompany | Total | ||||||||||||||||||
Non-Group sales |
6,241 | 28,143 | 28,213 | - | - | 62,597 | ||||||||||||||||||
Intersegment sales |
8,057 | 11,740 | 402 | 46 | (20,245 | ) | - | |||||||||||||||||
Excise taxes |
- | (1,281 | ) | (5,073 | ) | - | - | (6,354 | ) | |||||||||||||||
Revenues from sales |
14,298 | 38,602 | 23,542 | 46 | (20,245 | ) | 56,243 | |||||||||||||||||
Operating expenses |
(7,174 | ) | (37,866 | ) | (22,939 | ) | (262 | ) | 20,245 | (47,996 | ) | |||||||||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(2,314 | ) | (368 | ) | (198 | ) | (9 | ) | - | (2,889 | ) | |||||||||||||
Adjusted operating income |
4,810 | 368 | 405 | (225 | ) | - | 5,358 | |||||||||||||||||
Equity in net income (loss) of affiliates and other items |
719 | 97 | 105 | 7 | - | 928 | ||||||||||||||||||
Tax on net operating income |
(2,478 | ) | (64 | ) | (138 | ) | (218 | ) | - | (2,898 | ) | |||||||||||||
Adjusted net operating income |
3,051 | 401 | 372 | (436 | ) | - | 3,388 | |||||||||||||||||
Net cost of net debt |
(206 | ) | ||||||||||||||||||||||
Non-controlling interests |
(31 | ) | ||||||||||||||||||||||
Adjusted net income |
3,151 | |||||||||||||||||||||||
Adjusted fully-diluted earnings per share ($) |
1.38 | |||||||||||||||||||||||
(a) Except for earnings per share. |
|
|||||||||||||||||||||||
2nd quarter 2014 (M$) |
Upstream | Refining & Chemicals |
Marketing & Services |
Corporate | Intercompany | Total | ||||||||||||||||||
Total expenditures |
7,999 | 475 | 203 | 46 | - | 8,723 | ||||||||||||||||||
Total divestments |
568 | 15 | 28 | 20 | - | 631 | ||||||||||||||||||
Cash flow from operating activities |
4,805 | (133 | ) | 304 | 301 | - | 5,277 |
45
9) Reconciliation of the information by business segment with consolidated financial statements
1st half 2015 (M$) |
Adjusted | Adjustments (a) | Consolidated statement of income |
|||||||||
Sales |
87,332 | (304 | ) | 87,028 | ||||||||
Excise taxes |
(10,796 | ) | - | (10,796 | ) | |||||||
Revenues from sales |
76,536 | (304 | ) | 76,232 | ||||||||
Purchases net of inventory variation |
(51,035 | ) | 478 | (50,557 | ) | |||||||
Other operating expenses |
(12,131 | ) | (172 | ) | (12,303 | ) | ||||||
Exploration costs |
(902 | ) | (87 | ) | (989 | ) | ||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(5,409 | ) | (1,294 | ) | (6,703 | ) | ||||||
Other income |
884 | 1,459 | 2,343 | |||||||||
Other expense |
(235 | ) | (603 | ) | (838 | ) | ||||||
Financial interest on debt |
(493 | ) | - | (493 | ) | |||||||
Financial income from marketable securities & cash equivalents |
59 | - | 59 | |||||||||
Cost of net debt |
(434 | ) | - | (434 | ) | |||||||
Other financial income |
397 | - | 397 | |||||||||
Other financial expense |
(329 | ) | - | (329 | ) | |||||||
Equity in net income (loss) of affiliates |
1,311 | (36 | ) | 1,275 | ||||||||
Income taxes |
(2,914 | ) | 341 | (2,573 | ) | |||||||
Consolidated net income |
5,739 | (218 | ) | 5,521 | ||||||||
Group share |
5,687 | (53 | ) | 5,634 | ||||||||
Non-controlling interests |
52 | (165 | ) | (113 | ) | |||||||
(a) Adjustments include special items, inventory valuation effect and the effect of changes in fair value. |
| |||||||||||
1st half 2014 (M$) |
Adjusted | Adjustments (a) | Consolidated statement of income |
|||||||||
Sales |
123,258 | (10 | ) | 123,248 | ||||||||
Excise taxes |
(12,186 | ) | - | (12,186 | ) | |||||||
Revenues from sales |
111,072 | (10 | ) | 111,062 | ||||||||
Purchases net of inventory variation |
(78,639 | ) | (64 | ) | (78,703 | ) | ||||||
Other operating expenses |
(14,456 | ) | (137 | ) | (14,593 | ) | ||||||
Exploration costs |
(920 | ) | - | (920 | ) | |||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(5,634 | ) | (40 | ) | (5,674 | ) | ||||||
Other income |
548 | 648 | 1,196 | |||||||||
Other expense |
(263 | ) | (49 | ) | (312 | ) | ||||||
Financial interest on debt |
(467 | ) | - | (467 | ) | |||||||
Financial income from marketable securities & cash equivalents |
50 | - | 50 | |||||||||
Cost of net debt |
(417 | ) | - | (417 | ) | |||||||
Other financial income |
426 | - | 426 | |||||||||
Other financial expense |
(349 | ) | - | (349 | ) | |||||||
Equity in net income (loss) of affiliates |
1,713 | (366 | ) | 1,347 | ||||||||
Income taxes |
(6,484 | ) | (15 | ) | (6,499 | ) | ||||||
Consolidated net income |
6,597 | (33 | ) | 6,564 | ||||||||
Group share |
6,478 | (39 | ) | 6,439 | ||||||||
Non-controlling interests |
119 | 6 | 125 | |||||||||
(a) Adjustments include special items, inventory valuation effect and the effect of changes in fair value. |
|
46
2nd quarter 2015 (M$) |
Adjusted | Adjustments (a) | Consolidated statement of income |
|||||||||
Sales |
44,873 | (158 | ) | 44,715 | ||||||||
Excise taxes |
(5,446 | ) | - | (5,446 | ) | |||||||
Revenues from sales |
39,427 | (158 | ) | 39,269 | ||||||||
Purchases net of inventory variation |
(26,603 | ) | 250 | (26,353 | ) | |||||||
Other operating expenses |
(5,955 | ) | (76 | ) | (6,031 | ) | ||||||
Exploration costs |
(350 | ) | (2 | ) | (352 | ) | ||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(2,583 | ) | (248 | ) | (2,831 | ) | ||||||
Other income |
358 | 364 | 722 | |||||||||
Other expense |
(136 | ) | (260 | ) | (396 | ) | ||||||
Financial interest on debt |
(231 | ) | - | (231 | ) | |||||||
Financial income from marketable securities & cash equivalents |
28 | - | 28 | |||||||||
Cost of net debt |
(203 | ) | - | (203 | ) | |||||||
Other financial income |
255 | - | 255 | |||||||||
Other financial expense |
(163 | ) | - | (163 | ) | |||||||
Equity in net income (loss) of affiliates |
677 | 8 | 685 | |||||||||
Income taxes |
(1,601 | ) | 12 | (1,589 | ) | |||||||
Consolidated net income |
3,123 | (110 | ) | 3,013 | ||||||||
Group share |
3,085 | (114 | ) | 2,971 | ||||||||
Non-controlling interests |
38 | 4 | 42 | |||||||||
(a) Adjustments include special items, inventory valuation effect and the effect of changes in fair value. |
| |||||||||||
2nd quarter 2014 (M$) |
Adjusted | Adjustments (a) | Consolidated statement of income |
|||||||||
Sales |
62,597 | (36 | ) | 62,561 | ||||||||
Excise taxes |
(6,354 | ) | - | (6,354 | ) | |||||||
Revenues from sales |
56,243 | (36 | ) | 56,207 | ||||||||
Purchases net of inventory variation |
(40,488 | ) | 117 | (40,371 | ) | |||||||
Other operating expenses |
(7,207 | ) | (22 | ) | (7,229 | ) | ||||||
Exploration costs |
(301 | ) | - | (301 | ) | |||||||
Depreciation, depletion and amortization of tangible assets and mineral interests |
(2,889 | ) | (40 | ) | (2,929 | ) | ||||||
Other income |
96 | - | 96 | |||||||||
Other expense |
(133 | ) | (30 | ) | (163 | ) | ||||||
Financial interest on debt |
(266 | ) | - | (266 | ) | |||||||
Financial income from marketable securities & cash equivalents |
31 | - | 31 | |||||||||
Cost of net debt |
(235 | ) | - | (235 | ) | |||||||
Other financial income |
265 | - | 265 | |||||||||
Other financial expense |
(183 | ) | - | (183 | ) | |||||||
Equity in net income (loss) of affiliates |
883 | (9 | ) | 874 | ||||||||
Income taxes |
(2,869 | ) | (33 | ) | (2,902 | ) | ||||||
Consolidated net income |
3,182 | (53 | ) | 3,129 | ||||||||
Group share |
3,151 | (47 | ) | 3,104 | ||||||||
Non-controlling interests |
31 | (6 | ) | 25 | ||||||||
(a) Adjustments include special items, inventory valuation effect and the effect of changes in fair value. |
|
47
10) Changes in progress in the Group structure
Ø | Upstream |
| TOTAL announced in November 2012 an agreement for the sale in Nigeria of its 20% interest in block OML 138 to a subsidiary of China Petrochemical Corporation (Sinopec). On July 17, 2014, Sinopec informed the Group of its decision to not complete the transaction. The Group is actively pursuing its divestment process. At June 30, 2015 the assets and liabilities remain respectively classified in the consolidated balance sheet in assets classified as held for sale for an amount of $2,477 million and liabilities directly associated with the assets classified as held for sale for an amount of $1,083 million. The assets concerned mainly include tangible assets for an amount of $2,238 million. |
| TOTAL has signed in July 2014 an agreement with Exxaro Resources Ltd for the sale of its 100% stake in Total Coal South Africa, its coal-producing affiliate in South Africa. Completion of the sale is subject to approval by the relevant authorities. At June 30, 2015 the assets and liabilities remain respectively classified in the consolidated balance sheet in assets classified as held for sale for an amount of $277 million and liabilities directly associated with the assets classified as held for sale for an amount of $56 million. The assets concerned mainly include tangible assets for an amount of $209 million. |
11) Post-closing and other events
| In July 2015 new negotiations with Exxaro Resources Ltd took place in relation with the sale of TOTALs 100% stake in Total Coal South Africa. The accounting impacts of these new negotiations have been taken into account in the Groups consolidated financial statements at June 30, 2015. |
| On July 28, 2015, TOTAL signed an agreement to sell 20% of its interests in the Laggan, Tormore, Edradour and Glenlivet fields located in the West of Shetland area to SSE E&P Ltd. |
48
Exhibit 99.2
RECENT DEVELOPMENTS
UK: Total sells minority interests in West of Shetland fields for £565 million
On July 29, 2015, TOTAL S.A. (together with its subsidiaries and affiliates, TOTAL or the Company) announced the signature of an agreement to sell 20% of its interests in the Laggan, Tormore, Edradour and Glenlivet fields, located in the West of Shetland area, to SSE E&P UK Limited Ltd for £565 million (around $876 million), subject to the customary approvals.
Following completion of the transaction, TOTAL will hold a 60% operated interest in the Laggan, Tormore, Edradour and Glenlivet fields, alongside partners DONG E&P (UK) Limited (20%) and SSE E&P UK Limited (20%). The sale also includes 20% of TOTALs interest in the Shetland Gas Plant and interests in several exploration licenses located in the West of Shetland area, including the Tobermory discovery.
| Laggan and Tormore |
The Laggan and Tormore fields are located around 140 kilometers west of the Shetland Islands on Blocks 206/1a, 205/4b and 205/5a, in 600 meters of water. Development of the fields was launched in 2010 and first gas is expected in the coming months. The development concept consists of a 140-kilometer tie-back of five subsea wells to the new onshore Shetland Gas Plant, with a peak production rate expected of 500 million standard cubic feet per day.
| Edradour and Glenlivet |
Development of the Edradour and Glenlivet fields was launched in 2014. The Edradour discovery is located 75 kilometers northwest of Shetland on Block 206/4a, in 300 meters of water. The Glenlivet discovery is located north of Edradour on Block 214/30a, in 400 meters of water. Edradours development plan includes converting the discovery well into a production well connected to the main Laggan-Tormore flowline by a 16-kilometer subsea tie-back. Glenlivets development plan includes two wells and a 17-kilometer production pipeline tied back to Edradour. Edradour is expected to start up in 2017, followed by Glenlivet in 2018.
TOTAL announces its second quarter 2015 interim dividend
On July 29, 2015, TOTAL announced that its Board of Directors met on July 28, 2015, and approved a second quarter 2015 interim dividend of 0.61 per share. This interim dividend, unchanged compared to the first quarter of 2015, is payable in euros according to the following timetable:
| ex-dividend date: December 21, 2015; |
| record date: December 18, 2015; and |
| payment date in cash or shares issued in lieu of cash: January 14, 2016. |
The Board of Directors will meet on December 16, 2015, to:
| declare the second quarter 2015 interim dividend; |
| offer the option for shareholders to receive the second quarter 2015 interim dividend in cash or in new shares of the Company; |
| set the price of the new shares with a discount of up to 10% based on the average opening price on the Euronext Paris for the 20 trading days preceding the Board of Directors meeting, and reduced by the amount of the second quarter 2015 interim dividend; and |
| confirm the payment of the dividend in cash or the delivery of shares issued in lieu of the cash dividend as from January 14, 2016. |
1
American Depositary Receipts (ADRs) will receive the second quarter 2015 interim dividend in dollars based on the then-prevailing exchange rate according to the following timetable:
| ADR ex-dividend date: December 16, 2015; |
| ADR record date: December 18, 2015; and |
| ADR payment date in cash or shares issued in lieu of cash: January 22, 2016. |
Registered ADR holders may also contact JP Morgan Chase Bank for additional information. Non-registered ADR holders should contact their broker, financial intermediary, bank or financial institution for additional information.
Angola: TOTAL starts up production from Dalia Phase 1A on deep offshore Block 17
On July 17, 2015, TOTAL announced the start of production from Dalia Phase 1A, a new development on its deep offshore operated Block 17, located 135 km off the coast of Angola. Dalia Phase 1A is expected to contribute 30,000 barrels per day (b/d) to the blocks production.
The Dalia Phase 1A project involves the drilling of seven infill wells tied back to the Dalia Floating Production Storage and Offloading (FPSO) unit.
Singapore: TOTAL starts up its worlds largest lubricants oil blending plant to accelerate growth in Asia
On July 3, 2015, TOTAL announced the start up of its largest state-of-the-art lubricants oil blending plant in the world, located in Singapore. With an annual production capacity of 310,000 metric tons, this new major hub will boost TOTALs lubricant supply in the Asia-Pacific region, which already represents more than 25% of TOTALs lubricants sales.
TOTAL intends to increase its Asian sales signficantly, with production from the new plant accounting for a majority of the accelerated growth. The new facility will produce the highest quality lubricant oils and supply a wide range of segments in the Asia Pacific region, including automotives (two wheelers and cars), industrials and marine.
Results of the option to receive the final dividend for 2014 in shares
Regarding the option for each shareholder to receive the final dividend of 0.61 per share in cash or in new shares of the Company (as further described below), the period for exercising the option ran from June 8, 2015 to June 22, 2015. On June 29, 2015, TOTAL announced that, at the end of the option period, 54% of rights were exercised in favor of receiving the payment for the final dividend for 2014 in shares.
18,609,466 new shares will be issued, representing 0.78% of the Companys share capital on the basis of the share capital of May 31, 2015. The share price for the new shares to be issued as payment of the remaining dividend was set at 42.02 on May 29, 2015.
The total remaining cash dividend paid to shareholders who did not elect to receive the final dividend for 2014 in shares amounted to 666 million and the date for the payment in cash was July 1, 2015.
2
Germany: TOTAL sells its interest in the Schwedt Refinery to Rosneft
On June 19, 2015, TOTAL announced the signature of an agreement to sell its 16.67% interest in the Schwedt Refinery in northeastern Germany (Brandenburg) to Rosneft, which already indirectly holds an 18.75% stake in the facility. The transaction is valued at $300 million excluding working capital and remains subject to customary approvals.
The sale of TOTALs minority interest in the Schwedt Refinery is in line with TOTALs 2017 target to reduce its European refining and petrochemical capacity by 20%, as announced in 2012.
Located in northeastern Germany, the Schwedt Refinery has a capacity of 12 million tons per year. The refinery is owned by Shell (37.5%) and indirectly by Rosneft (18.75%), BP (18.75%), TOTAL (16.67%) and ENI (8.33%).
Oil and gas majors call for carbon pricing
On June 1, 2015, six Major oil and gas companies, BG Group plc, BP plc, Eni S.p.A., Royal Dutch Shell plc, Statoil ASA and TOTAL S.A., announced their call to governments around the world and to the United Nations Framework Convention on Climate Change (UNFCCC) to introduce carbon pricing systems and create clear, stable, ambitious policy frameworks that could eventually connect national systems. These would reduce uncertainty and encourage the most cost effective ways of reducing carbon emissions widely.
The six companies set out their position in a joint letter from their chief executives to the UNFCCC Executive Secretary and the President of the COP21. This comes ahead of the UNFCCCs COP21 climate meetings in Paris this December.
With this unprecedented joint initiative, the companies recognize both the importance of the climate challenge and the importance of energy to human life and well-being. They acknowledge the current trend of greenhouse gas emissions is in excess of what the Intergovernmental Panel on Climate Change says is needed to limit global temperature rise to no more than 2 degrees Centigrade, and say they are ready to contribute solutions.
Ordinary General Meeting of May 29, 2015 Approval of resolutions proposed by the Board of Directors
The Ordinary General Meeting of TOTAL was held on May 29, 2015, under the chairmanship of Thierry Desmarest. Shareholders adopted all resolutions recommended by the Board of Directors, including:
| The approval of the 2014 financial statements and payment of an annual dividend for 2014 of 2.44 per share, an increase of 2.5% from the previous year; |
| The option for shareholders to receive the final dividend for 2014 and any interim dividends for 2015 in cash or in new shares of the Company (as further detailed below); and |
| The election of the Chief Executive Officer Mr. Patrick Pouyanné as director and re-election of Mr. Patrick Artus and Mrs. Anne-Marie Idrac as directors, for three-year terms. |
The Shareholders Meeting was also an opportunity for Thierry Desmarest, Patrick Pouyanné and Patrick de La Chevardière, Chief Financial Officer, to report on corporate governance, present the Groups performance and outlook, and pay tribute to former Chairman and CEO Christophe de Margerie.
3
Thierry Desmarest emphasized the quality of TOTALs corporate governance, highlighting the implementation of the managerial transition without delay following the loss of Christophe de Margerie. He also stressed the strong involvement of the directors and in particular thanked Mrs. Anne Lauvergeon, Mr. Michel Pébereau and Mr. Bertrand Collomb, who are stepping down from the board after 15 years of active participation.
Patrick Pouyanné outlined TOTALs medium and long-term strategy in the context of the challenges of increasing energy demand and climate change. This strategy consists of growing production through the start-up of fifteen Upstream projects, continuing to adapt Refining & Chemicals and expanding Marketing & Services in growth markets. The Group also intends to provide solutions to the challenge of climate change, relying notably on the development of natural gas and solar energy.
Patrick Pouyanné then addressed the sharp decline in oil prices since September 2014. In this context, TOTAL realized strong results in 2014 demonstrating resilience and benefiting from its integrated model. The Group also launched an ambitious response plan in order to reduce its spending, lower its breakevens and adapt to this new environment. This plan already started to bear fruit in the first quarter 2015, as the Groups results benefited from realized cost reductions, Upstream production growth and high Downstream returns.
Finally, Patrick de La Chevardière provided details on the executive directors compensation for 2014, explaining in particular the performance criteria of the CEOs annual variable compensation. He underlined the dividend increase, as well as the Groups commitment to a competitive shareholder return, and presented the option for shareholders to receive the final dividend payment for 2014 in shares.
Thierry Desmarest concluded by thanking the 3,200 shareholders present for their loyalty. Through the full mobilization of its teams, the Group is confident in its ability to adapt and pursue its growth for the benefit of its shareholders, with safety as the first priority.
Ordinary General Meeting of May 29, 2015 2014 Dividend of 2.44 per share
The Ordinary General Meeting, held on May 29, 2015 under the chairmanship of Thierry Desmarest, declared a dividend for 2014 of 2.44 per share. Taking into account the three interim dividends of 0.61 per share paid on September 26, 2014, December 17, 2014, and March 25, 2015 respectively, the final dividend for 2014 paid was equal to 0.61 per share. In addition, the Ordinary General Meeting decided that each shareholder had the option between payment of this final dividend in cash or in new shares of the Company, each choice being exclusive of the other.
Angola: TOTAL produces two billion barrels on deep offshore Block 17
On May 27, 2015, TOTAL announced having achieved the significant milestone of producing a cumulative two billion barrels from its operated deep offshore Block 17 located 150 km off the coast of Angola. With the recent start up of CLOV, Block 17 has become TOTALs most prolific site with production of over 700,000 barrels per day.
The Group operates four Floating Production Storage and Offloading (FPSO) units on the major production zones of the block: Girassol, Dalia, Pazflor and CLOV.
Russia: Termokarstovoye gas field brought on stream in Northern Siberia
On May 20, 2015, TOTAL announced the start-up of gas and condensate production from the onshore Termokarstovoye field, located in the Yamalo Nenets Autonomous District of the Russian Federation. The field is expected to produce around 6.6 million cubic meters of gas and 20 thousand barrels of condensate per day, with a combined production capacity of 65 thousand barrels of oil equivalent per day.
The project infrastructure is adapted to arctic conditions and includes a gas gathering network, a gas treatment plant, a gas condensate de-ethanization facility and export pipelines.
The Termokarstovoye field is operated by Terneftegas, a joint-venture between Russias 2nd biggest natural gas producer Novatek (51%) and TOTAL (49%).
4
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 based on information used in the preparation of our consolidated financial statements 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 six months ended June 30, 2015 and 2014 and the fiscal years ended December 31, 2014, 2013, 2012, 2011 and 2010.
Six Months Ended |
Years Ended December 31, | |||||||||||||
2015 |
2014 |
2014 |
2013* |
2012** |
2011** |
2010** | ||||||||
For the Group (IFRS) |
11.14 | 19.26 | 10.91 | 19.57 | 24.35 | 27.55 | 29.90 |
* | Figures for 2013 have been restated pursuant to the retrospective application of the accounting interpretation IFRIC 21 from January 1, 2014. |
** | Figures for 2012, 2011 and 2010 have been restated pursuant to the retrospective application of the revised accounting standard IAS 19 from January 1, 2013. |
Earnings for the computations above under IFRS were calculated by adding pre-tax income from continuing operations before adjustment for minority 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.
As noted in Exhibit 99.1 to this Form 6-K, during the second quarter of 2015, the Group revised the classification in the statement of income of certain taxes related to its participation in the ADCO concession, effective since January 1, 2015. These taxes are now accounted for as operating taxes and therefore reclassified for $498 million from Income taxes to Purchases, net of inventory variation in the first quarter of 2015. This reclassification affects the adjusted operating income from business segments and the effective income tax rate for the Group but has no impact on net income. As a result of this reclassification, the Groups ratio of earnings to fixed charges for the three months ended March 31, 2015 was 9.64 instead of the previously reported figure of 10.91.
1
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 June 30, 2015, prepared on the basis of IFRS. Currency amounts are expressed in U.S. dollars (dollars or $) or in euros (euros or ).
At June 30, 2015 |
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(in millions of dollars) | ||||
Current financial debt, including current portion of non-current financial debt |
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Current portion of non-current financial debt |
5,555 | |||
Current financial debt |
7,559 | |||
Current portion of financial instruments for interest rate swaps liabilities |
29 | |||
Other current financial instruments liabilities |
59 | |||
Financial liabilities directly associated with assets held for sale |
5 | |||
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|
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Total current financial debt |
13,207 | |||
|
|
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Non-current financial debt |
43,363 | |||
Non-controlling interests |
3,104 | |||
Shareholders equity |
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Common shares |
7,549 | |||
Paid-in surplus and retained earnings |
103,286 | |||
Currency translation adjustment |
(9,243 | ) | ||
Treasury shares |
(4,348 | ) | ||
|
|
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Total shareholders equity Group share |
97,244 | |||
|
|
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Total capitalization and non-current indebtedness |
143,711 | |||
|
|
As of June 30, 2015, TOTAL had an authorized share capital of 3,434,539,334 ordinary shares with a par value of 2.50 per share, and an issued share capital of 2,396,360,090 ordinary shares (including 109,258,263 treasury shares from shareholders equity).
As of June 30, 2015, approximately $638 million of TOTALs non-current financial debt was secured and approximately $42,725 million was unsecured, and all of TOTALs current financial debt of $7,559 million was unsecured. As of June 30, 2015, TOTAL had no outstanding guarantees from third parties relating to its consolidated indebtedness. For more information about TOTALs commitments and contingencies, see 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, 2014, filed with the Securities and Exchange Commission (SEC) on March 26, 2015, as amended on March 27, 2015.
Except as disclosed herein, there have been no material changes in the consolidated capitalization, indebtedness and contingent liabilities of TOTAL since June 30, 2015.
2
Exhibit 99.4
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
(Unaudited)
Six Months Ended June 30, |
Years Ended December 31, | |||||||||||||||||||||||||||
(Amounts in millions of dollars) |
2015 | 2014 | 2014 | 2013 | 2012 | 2011 | 2010 | |||||||||||||||||||||
Net income(a)(b) |
5,521 | 6,564 | 4,244 | 11,228 | 13,648 | 17,400 | 14,740 | |||||||||||||||||||||
Income tax expenses(a)(b) |
2,573 | 6,499 | 8,614 | 14,767 | 16,747 | 19,614 | 13,583 | |||||||||||||||||||||
Non-controlling interests |
(113 | ) | 125 | 6 | 293 | 188 | 424 | 313 | ||||||||||||||||||||
Equity in income of affiliates (in excess of)/ less than dividends received |
(289 | ) | (114 | ) | 29 | (775 | ) | 272 | (149 | ) | (623 | ) | ||||||||||||||||
Interest expensed |
385 | 361 | 536 | 656 | 649 | 862 | 551 | |||||||||||||||||||||
Estimate of the interest within rental expense |
203 | 184 | 406 | 357 | 334 | 299 | 268 | |||||||||||||||||||||
Amortization of capitalized interest |
76 | 74 | 160 | 135 | 205 | 280 | 317 | |||||||||||||||||||||
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|
|
|
|
|
|
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Total(a)(b) |
8,356 | 13,693 | 13,995 | 26,661 | 32,043 | 38,730 | 29,149 | |||||||||||||||||||||
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|
|
|
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Interest expensed |
385 | 361 | 536 | 656 | 649 | 862 | 551 | |||||||||||||||||||||
Capitalized interest |
162 | 166 | 341 | 349 | 333 | 245 | 156 | |||||||||||||||||||||
Estimate of the interest within rental expense |
203 | 184 | 406 | 357 | 334 | 299 | 268 | |||||||||||||||||||||
Preference security dividend requirements of consolidated subsidiaries |
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Fixed charges |
750 | 711 | 1,283 | 1,362 | 1,316 | 1,406 | 975 | |||||||||||||||||||||
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Ratio of earnings to fixed charges(a)(b) |
11.14 | 19.26 | 10.91 | 19.57 | 24.35 | 27.55 | 29.90 | |||||||||||||||||||||
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(a) | Figures for 2013 have been restated pursuant to the retrospective application of the accounting interpretation IFRIC 21 from January 1, 2014. |
(b) | Figures for 2012, 2011 and 2010 have been restated pursuant to the retrospective application of the revised accounting standard IAS 19 from January 1, 2013. |
As noted in Exhibit 99.1 to this Form 6-K, during the second quarter of 2015, the Group revised the classification in the statement of income of certain taxes related to its participation in the ADCO concession, effective since January 1, 2015. These taxes are now accounted for as operating taxes and therefore reclassified for $498 million from Income taxes to Purchases, net of inventory variation in the first quarter of 2015. This reclassification affects the adjusted operating income from business segments and the effective income tax rate for the Group but has no impact on net income. As a result of this reclassification, the Groups ratio of earnings to fixed charges for the three months ended March 31, 2015 was 9.64 instead of the previously reported figure of 10.91.