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 31, 2019
Commission File Number 001-10888
TOTAL S.A.
(Translation of registrant’s 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
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 registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s 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 registrant’s 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
(If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-_____.)
TOTAL S.A. is providing on this Form 6-K a description of certain recent developments relating to its business.
TABLE OF CONTENTS
| |
|
Exhibit 99.1 |
Total Starts Up the La Mède Biorefinery (July 3, 2019) |
Exhibit 99.2 |
Kazakhstan: Total Launches Phase 3 of the Dunga Field (July 4, 2019) |
Exhibit 99.3 |
Total and IFPEN Team Up to Accelerate Carbon Reduction R&D (July 9, 2019) |
Exhibit 99.4 |
Total Group's greenhouse gas emissions: key figures (July 9, 2019) |
Exhibit 99.5 |
Total Divests Assets in the UK to Petrogas (July 10, 2019) |
Exhibit 99.6 |
Total will develop the LNG market in Benin (July 24, 2019) |
Exhibit 99.7 |
Second quarter and first half 2019 results (July 25, 2019) |
Exhibit 99.8 |
Total announces the second 2019 interim dividend of €0.66/share, an increase of 3.1% compared to 2018 (July 25, 2019) |
EXHIBIT INDEX
Total Starts Up the La Mède Biorefinery (July 3, 2019) |
|
Kazakhstan: Total Launches Phase 3 of the Dunga Field (July 4, 2019) |
|
Total and IFPEN Team Up to Accelerate Carbon Reduction R&D (July 9, 2019) |
|
Total Group's greenhouse gas emissions: key figures (July 9, 2019) |
|
Total Divests Assets in the UK to Petrogas (July 10, 2019) |
|
Total will develop the LNG market in Benin (July 24, 2019) |
|
Second quarter and first half 2019 results (July 25, 2019) |
|
Total announces the second 2019 interim dividend of €0.66/share, an increase of 3.1% compared to 2018 (July 25, 2019) |
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 31, 2019 | By: |
/s/ ANTOINE LARENAUDIE | ||||
Name: | Antoine LARENAUDIE | |||||
Title: | Group Treasurer |
EXHIBIT 99.1
Press Release
Total Starts Up the La Mède Biorefinery
Paris, July 3, 2019 - Total has started up production at the La Mède biorefinery in southeastern France, with the first batches of biofuel coming off the line. It is the final step in converting a former oil refinery into a new energies complex. Launched in 2015, the project represents a capital expenditure of €275 million.
The La Mède complex now encompasses:
• A biorefinery with a capacity of 500,000 tons of biofuel per year.
• An 8-megawatt solar farm that can supply 13,000 people.
• A unit to produce 50,000 cubic meters per year of AdBlue®, an additive that reduces nitrogen oxide emissions from trucks.
• A logistics and storage hub with a capacity of 1.3 million cubic meters per year.
• A training center offering real facilities and able to host 2,500 learners a year.
Together, these new activities have maintained 250 direct jobs at La Mède.
As part of the site transformation, 65% of the orders to remodel the complex were awarded to local businesses, representing 800 jobs and €140 million in revenue. Total also invested €5 million in the economic development of the Fos-Etang de Berre region, notably by supporting initiatives to create jobs, attract industrial projects and support contractors. That’s five times as much as a typical revitalization agreement.
The biorefinery can produce 500,000 tons of hydrotreated vegetable oil (HVO), a premium biofuel. La Mède will produce both biodiesel and biojet fuel for the aviation industry. It was specifically designed to process all types of oil. Its biofuels will be made:
• 60 to 70% from 100% sustainable vegetable oils (rapeseed, palm, sunflower, etc.).
• 30 to 40% from treated waste (animal fats, cooking oil, residues, etc.) to promote a circular economy.
As part of an agreement with the Government in May 2018, Total has pledged to process no more than 300,000 tons of palm oil per year — less than 50% of the total volume of raw materials needed — and at least 50,000 tons of French-grown rapeseed, creating another market for domestic agriculture.
All the oils processed will be certified sustainable to European Union standards. In addition, as part of its palm oil procurement process, Total is taking an extra step by introducing strengthened control of sustainability and respect for Human Rights (see below).
"I’d like to thank the teams for all their hard work these last four years to convert our La Mède refinery," said Bernard Pinatel, President, Refining & Chemicals. "Biofuels are fully renewable and an immediately available solution to cut carbon emissions from ground and
air transportation. When produced from sustainable raw materials, as at La Mède, they emit over 50% less carbon than fossil fuels. Our biorefinery will allow us to make biofuels in France that were previously imported."
********
Total’s Feedstock Sustainability Commitments
• 100% of the oils processed at La Mède are certified sustainable to European Union standards.
o The sustainability of the oils processed by the La Mède biorefinery is guaranteed by International Sustainability & Carbon Certification (ISCC)-type certification, recognized by the European Union.
o Certification is awarded subject to compliance with sustainability and traceability criteria for oils throughout the value chain, from source to refinery:
- A reduction in carbon emissions of at least 50% compared to fossil-derived fuels.
- No deforestation.
- Farming methods that preserve biodiversity.
- Respect for human rights.
o These criteria were strengthened in 2019 as part of the revision of the Renewable Energy Directive (RED2) covering transportation. In particular, the European Union caps for each Member State the consumption of palm oil biofuels at the 2019 level. It also requires the consumption of palm oil-based biofuels to be progressively reduced between 2024 and 2030, unless the palm oil comes from:
- An increase in the yield of plantations of small independent producers (<2 hectares);
- Or an increase in the yield of plantations (>2 hectares), capable of demonstrating that this increase results from the new requirements of the European directive;
- Or abandoned land (i.e. not exploited for 5 years) or heavily degraded land.
• As part of its palm oil procurement process, Total has added its own tighter controls and auditing of sustainability and respect for human rights to certification.
o Selecting responsible suppliers and limiting their number, so that improvement plans can be jointly drafted and verifiably deployed.
o Requiring suppliers to join the RSPO1, agreeing to help the sector improve its use of sustainable palm oil.
o Requiring suppliers to sign Total’s Fundamental Principles of Purchasing and Code of Conduct.
________________________
[1] The RSPO label refers to the Roundtable on Sustainable Palm Oil, an organization created in 2004 by producers, manufacturers and NGOs to promote responsible, sustainable palm oil production.
- Suppliers commit to the following principles and agree to be audited by Total in the following areas: respect for human rights in the workplace; protecting health, security and safety; environmental protection; preventing corruption, conflicts of interest and fraud; compliance with antitrust law; and promoting economic and social development.
o Creating a dedicated sustainability team and implementing a program to have an outside expert assess the human rights compliance of each shortlisted supplier.
Total transparently publishes the list of mills from which its palm oil is sourced on the La Mède complex website for each delivery.
Total’s Involvement in Second-Generation Biofuel R&D
• Total is working to develop second-generation, or advanced, biofuels, which pose availability, collection and technology hurdles to overcome.
• These fuels will supplement, rather than replace, first-generation biofuels in helping to reduce greenhouse gas emissions. Today, 97% of the biofuels produced worldwide are first-generation.
• In the last decade, Total has spent more than €500 million on advanced biofuel R&D.
o Total is examining different biomass conversion pathways, such as thermochemical, biotechnology and algae.
o Total is working in its own laboratories and via R&D partnerships with manufacturers, start-ups, universities and private laboratories, including BioTfueL, Novogy and Renmatix.
* * * * *
About Total
Total is a major energy player that produces and markets fuels, natural gas and low-carbon electricity. Our 100,000 employees are committed to better energy that is safer, more affordable, cleaner and accessible to as many people as possible. Active in more than 130 countries, our ambition is to become the responsible energy major.
* * * * *
Total Contacts
Media Relations: +33 1 47 44 46 99 l presse@total.com l @TotalPress
Investor Relations: +44 (0)207 719 7962 l ir@total.com
Cautionary note
This press release, from which no legal consequences may be drawn, is for information purposes only. The entities in which TOTAL S.A. directly or indirectly owns investments are separate legal entities. TOTAL S.A. has no liability for their acts or omissions. In this document, the terms "Total", "Total Group" and Group are sometimes used for convenience. Likewise, the words "we", "us" and "our" may also be used to refer to subsidiaries in general or to those who work for them.
This document may contain forward-looking information and statements that are based on a number of economic data and assumptions made in a given economic, competitive and regulatory environment. They may prove to be inaccurate in the future and are subject to a number of risk factors. Neither TOTAL S.A. nor any of its subsidiaries assumes any obligation to update publicly any forward-looking information or statement, objectives or trends contained in this document whether as a result of new information, future events or otherwise.
EXHIBIT 99.2
Press Release
Kazakhstan: Total Launches Phase 3 of the Dunga Field
Paris, July 4, 2019 - Total and its partners have approved the launch of Phase 3 development of the onshore Dunga field in the Mangystau Region of western Kazakhstan.
Phase 3 of the Total-operated field will consist of adding wells to the existing infrastructure and upgrading the processing plant to increase its capacity by 10% to 20,000 barrels of oil per day by 2022. This will add production of more than 70 million barrels of reserves.
The development has been made possible thanks to the approval by the Government of the Republic of Kazakhstan of a 15-year extension of the Production Sharing Agreement (PSA) for the field, originally signed in 1994 and due to expire in 2024.
The project requires a $300 million investment and will create 400 more direct jobs in the region at the peak of construction activity.
"This low-investment-cost-per-barrel development maximizes the field’s potential and extends plateau production," said Arnaud Breuillac, President, Exploration & Production at Total. "This new development phase, combined with the Dunga field license extension, helps unlock 70 million barrels of additional reserves, which represents a significant development for Kazakhstan."
The Dunga oil field is operated by Total (60%), alongside Oman Oil Company (20%) and Partex (20%).
Total in Kazakhstan
Active in Kazakhstan since 1992, Total employs about 380 people in the country.
The Group is one of the main shareholders in the North Caspian Project consortium in charge of developing the giant Kashagan field (16.81%) and operates the Dunga project (60%).
Total is also expanding a distribution network in Central Asia for Total-branded lubricants, developing renewable energy projects via its subsidiary Total Eren, and providing leading industrial power storage solutions via its subsidiary Saft.
* * * * *
About Total
Total is a major energy player that produces and markets fuels, natural gas and low-carbon electricity. Our 100,000 employees are committed to better energy that is safer, more affordable, cleaner and accessible to as many people as possible. Active in more than 130 countries, our ambition is to become the responsible energy major.
* * * * *
Total Contacts
Media Relations: +33 1 47 44 46 99 l presse@total.com l @TotalPress
Investor Relations: +44 (0)207 719 7962 l ir@total.com
Cautionary note
This press release, from which no legal consequences may be drawn, is for information purposes only. The entities in which TOTAL S.A. directly or indirectly owns investments are separate legal entities. TOTAL S.A. has no liability for their acts or omissions. In this document, the terms "Total" and "Total Group" are sometimes used for convenience where general references are made to TOTAL S.A. and/or its subsidiaries. Likewise, the words "we", "us" and "our" may also be used to refer to subsidiaries in general or to those who work for them.
This document may contain forward-looking information and statements that are based on a number of economic data and assumptions made in a given economic, competitive and regulatory environment. They may prove to be inaccurate in the future and are subject to a number of risk factors. Neither TOTAL S.A. nor any of its subsidiaries assumes any obligation to update publicly any forward-looking information or statement, objectives or trends contained in this document whether as a result of new information, future events or otherwise.
Cautionary Note to U.S. Investors
The United States Securities and Exchange Commission permits oil and gas companies, in their filings with the SEC, to separately disclose proved, probable and possible reserves
that a company has determined in accordance with the SEC rules. We may use certain terms in this press release, such as resources, that the SEC’s guidelines strictly prohibit us from including in filings with the SEC. U.S. Investors are urged to consider closely the disclosure in our Form 20-F, File No. 1-10888 available from us at TOTAL S.A. — Tour Coupole — 2, place Jean Millier — Arche Nord Coupole/Regnault — 92078 Paris La Défense Cedex — France, or at our website: www.total.com. You can also obtain this form from the SEC by calling 1-800-SEC-0330 or on the SEC’s website: www.sec.gov.
EXHIBIT 99.3
Press Release
Total and IFPEN Team Up
to Accelerate Carbon Reduction R&D
Paris, July 9, 2019 — IFP Energies Nouvelles (IFPEN) and Total announce that they signed a strategic R&D partnership yesterday, that includes an agreement to endow a chair at the IFP School, on carbon capture, utilization and storage (CCUS) and technologies to curb CO2 emissions. The roughly €40 million partnership covers a period of five years.
The agreement has two parts:
- A strategic R&D partnership on carbon capture, utilization and storage (CCUS) aims to reduce the cost of infrastructure and improve the CCUS chain’s energy efficiency to secure its large-scale deployment. The partnership steps up the long-standing collaboration between Total and IFPEN by marshaling additional resources. The research will focus on fields related to new materials, process scale-up, underground carbon storage in deep saline aquifers, technical and economic feasibility studies and the quantification of environmental benefits for the entire CCUS chain.
- The Carbon Management and Negative CO2 Emissions Technologies to Net-Zero Carbon Future Chair will help train a new generation of international researchers and experts who will develop technologies to reduce carbon in the atmosphere. Overseen by a scientific committee comprised of world-renowned, independent experts, the chair will bring together seven doctoral and five post-doctoral researchers for five years.
Following the signature of the agreement, Patrick Pouyanné, Chairman and CEO of Total, stated: "We are delighted to accelerate the R&D partnership between Total and IFPEN. We want to pool our innovation capabilities to reduce the cost of CCUS technologies and improve their efficiency — both of which are necessary for large-scale deployment. Total wants to help make the planet carbon neutral and boost the competitiveness of an industrial-scale CCUS sector."
Didier Houssin, Chairman and CEO of IFPEN, commented: "IFPEN has been actively researching carbon capture, utilization and storage technologies for nearly 20 years. Our strengthened partnership with Total will allow us to combine our teams’ skills and know-how
with Total’s and thus to accelerate the deployment of CCUS technologies, which are a key solution for drastically cutting CO2 emissions."
According to the International Energy Agency’s (IEA) Sustainable Development Scenario, which corresponds to a less than 2°C rise in the global average temperature, it will be necessary to capture and store 6 billion tons of carbon by 2050. This will require developing viable, cost-competitive CCUS technologies.
About IFPEN
IFP Energies nouvelles (IFPEN) is a major research and training player in the fields of energy, transport and the environment. From research to industry, technological innovation is central to all its activities, structured around three strategic priorities: sustainable mobility, new energies and responsible oil and gas.
About Total
Total is a major energy player that produces and markets fuels, natural gas and low-carbon electricity. Our 100,000 employees are committed to better energy that is safer, more affordable, cleaner and accessible to as many people as possible. Active in more than 130 countries, our ambition is to become the responsible energy major.
* * * * *
IFPEN Contact
Media Relations : +33 1 47 52 62 07 | presse@ifpen.fr
Total Contacts
Media Relations: +33 1 47 44 46 99 l presse@total.com l @TotalPress
Investor Relations: +44 (0)207 719 7962 l ir@total.com
Cautionary note
This press release, from which no legal consequences may be drawn, is for information purposes only. The entities in which TOTAL S.A. directly or indirectly owns investments are separate legal entities. TOTAL S.A. has no liability for their acts or omissions. In this document, the terms "Total", "Total Group" and Group are sometimes used for convenience. Likewise, the words "we", "us" and "our" may also be used to refer to subsidiaries in general or to those who work for them.
This document may contain forward-looking information and statements that are based on a number of economic data and assumptions made in a given economic, competitive and regulatory environment. They may prove to be inaccurate in the future and are subject to a number of risk factors. Neither TOTAL S.A. nor any of its subsidiaries assumes any obligation to update publicly any forward-looking information or statement, objectives or trends contained in this document whether as a result of new information, future events or otherwise.
EXHIBIT 99.4
July 9, 2019
Total Group’s greenhouse gas emissions: key figures
In response to the false information being circulated, the Total Group would like to recall that:
- Worldwide, greenhouse gas (GHG) emissions relating to Total-operated oil and gas facilities came to 42 million metric tons of CO2 equivalent in 2018. Given that global emissions amount to more than 50 billion metric tons per year, this represents less than 0.1% of the total (source: French Ministry for an Ecological and Inclusive Transition, 2016). The commonly cited figure of 1% of global emissions is therefore inaccurate.
- In France, greenhouse gas emissions relating to Total-operated oil and gas facilities came to 10 million metric tons of CO2 equivalent in 2018. Given that the country’s emissions amount to 445 million metric tons per year, this represents 2.2% of the total (source: CITEPA, 2019). The commonly cited figure of two-thirds of French emissions is therefore also inaccurate.
In fact, Total’s greenhouse gas emissions worldwide represent less than 10% of emissions from France as a whole.
Furthermore, Total aims to cut its greenhouse gas emissions by 15% between 2015 and 2025, after having already achieved a 25% reduction since 2010.
EXHIBIT 99.5
Press Release
Total Divests Assets in the UK to Petrogas
Paris, July 10, 2019 - Total has signed an agreement to divest several UK non-core assets to Petrogas NEO UK Ltd, the exploration and production arm of the Oman-based conglomerate MB Holding. Petrogas has partnered with Norway-based private equity investor HitecVision.
Formerly owned by Maersk Oil, these assets are located in the Eastern North Sea and include the fields listed below (see table). The overall consideration for this deal amounts to $635 million with an effective date of January 1, 2019. The transaction remains subject to approval from the relevant authorities and is expected to close in December 2019.
"This transaction is consistent with our portfolio management strategy, aiming at lowering our break-even point by optimizing capital allocation and divesting high technical costs assets. Our primary objective is to maintain the organic break-even before dividend below $30 per barrel and high-grading our portfolio will help us achieve this" commented Arnaud Breuillac, President Exploration & Production at Total.
Following the Maersk Oil acquisition in 2018, Total became the second largest operator in the North Sea, which is one of its core areas. The region is home to some of the Group’s current major projects: Culzean, which started up last month in the UK, and Johan Sverdrup in Norway with first oil planned later this year.
The assets divested of in this transaction are as follows:
List of assets included in the transaction | |||
Area |
Field |
Total interest sold |
Operator |
UK
|
Dumbarton |
100% |
Total |
Balloch |
100% | ||
Lochranza |
100% | ||
Drumtochty |
100% | ||
Flyndre |
65.94% | ||
Affleck |
66.67% | ||
Cawdor |
60.6% | ||
GoldenEagle |
31.56% |
CNOOC
| |
Scott |
5.16% | ||
Telford |
2.36% |
Total in the United Kingdom
Total is present across the energy value chain in the UK. It has been present in the country for over 50 years and employs over 2,000 people.
Upstream, Total is one of the country’s leading oil and gas operators, with equity production of 179,000 boe/d in 2018. It principally comes from operated offshore fields in three major zones: the Alwyn/Dunbar area in the Northern North Sea, the Elgin/Franklin area in the Central North Sea, the Laggan-Tormore area in the West of Shetland area.
Downstream, Total is one of the UK’s largest suppliers of gas and electricity to businesses and the public sector. The Group is also present in refining through the Lindsey Oil Refinery in Lincolnshire, with a capacity of 110,000 barrels per day, and in the marketing of petroleum products including lubricants, aviation fuel, bitumen and specialty fluids.
About Total
Total is a major energy player that produces and markets fuels, natural gas and low-carbon electricity. Our 100,000 employees are committed to better energy that is safer, more affordable, cleaner and accessible to as many people as possible. Active in more than 130 countries, our ambition is to become the responsible energy major.
* * * * *
Total Contacts
Media Relations: +33 1 47 44 46 99 l presse@total.com l @TotalPress
Investor Relations: +44 (0)207 719 7962 l ir@total.com
Cautionary note
This press release, from which no legal consequences may be drawn, is for information purposes only. The entities in which TOTAL S.A. directly or indirectly owns investments are separate legal entities. TOTAL S.A. has no liability for their acts or omissions. In this document, the terms "Total" and "Total Group" are sometimes used for convenience where general references are made to TOTAL S.A. and/or its subsidiaries. Likewise, the words "we", "us" and "our" may also be used to refer to subsidiaries in general or to those who work for them.
This document may contain forward-looking information and statements that are based on a number of economic data and assumptions made in a given economic, competitive and regulatory environment. They may prove to be inaccurate in the future and are subject to a number of risk factors. Neither TOTAL S.A. nor any of its subsidiaries assumes any obligation to update publicly any forward-looking information or statement, objectives or trends contained in this document whether as a result of new information, future events or otherwise.
EXHIBIT 99.6
Press Release
Total will develop the LNG market in Benin
Cotonou, July 24, 2019 - Total, the Republic of Benin and the Société Béninoise d’Energie Electrique (SBEE) have signed the Gas Supply Agreement and the Host Government Agreement for the development of a Liquefied Natural Gas (LNG) import floating terminal and the supply of up to 0,5 million tonnes per annum (Mtpa) of regasified LNG from Total’s global portfolio to Benin for 15 years, starting in 2021.
Total will develop and operate the regasification infrastructure that will comprise a floating storage and re-gasification unit (FSRU) located offshore Benin and an offshore pipeline connexion to the existing and planned power plants in Maria Gléta.
"This project is in line with Total’s strategy to develop new gas markets by unlocking access to LNG for fast-growing economies. We are very pleased to have been entrusted by the Benin authorities to develop LNG imports and support a broad adoption of natural gas in the country," said Laurent Vivier, Senior Vice President Gas at Total. "Access to LNG will help Benin to meet growing domestic energy demand and add more natural gas to the country’s current energy mix, hence reducing its carbon intensity".
The Minister of Energy of Benin, Mr Dona Jean-Claude Houssou, stated, "I congratulate the Total Group on its willingness to support the revitalisation of the energy sector, which is at the heart of the Government's Action Plan (PAG), as evidenced by the signing today of the gas import contract. I would like to highlight the Government's efforts to restore Benin's energy independence, which is the foundation of the country's ambitious economic and social development. The new legislative framework fosters the participation of private capital in the energy sector and is manifested in independent thermal, solar and hydroelectric power generation projects. The gas import project will supply plants in Benin, such as the new 127 MW power station at Maria Gléta, with imported liquefied natural gas, on preferential terms and will position Benin, capital of the WAPP (West African Power Pool), as the crossroads for gas and electricity in the subregion."
The agreement is subject to conditions precedents.
Total, the Second-Largest Private Global LNG Player:
Total is the second-largest private global LNG player, with an overall portfolio of around 40 Mtpa by 2020 and a worldwide market share of 10%. With 21.8 Mt of LNG sold in 2018, the Group has solid and diversified positions across the LNG value chain. Through its stakes in liquefaction plants located in Qatar, Nigeria, Russia, Norway, Oman, Egypt, the United Arab Emirates, the United States, Australia or Angola, the Group sells LNG in all global markets.
***
About Total:
Total is a major energy player that produces and markets fuels, natural gas and low-carbon electricity. Our 100,000 employees are committed to better energy that is safer, more affordable, cleaner and accessible to as many people as possible. Active in more than 130 countries, our ambition is to become the responsible energy major.
* * * * *
Total Contacts:
Media Relations: +33 1 47 44 46 99 l presse@total.com l @TotalPress
Investor Relations: +44 (0)207 719 7962 l ir@total.com
Cautionary note:
This press release, from which no legal consequences may be drawn, is for information purposes only. The entities in which TOTAL S.A. directly or indirectly owns investments are separate legal entities. TOTAL S.A. has no liability for their acts or omissions. In this document, the terms "Total", "Total Group" and Group are sometimes used for convenience. Likewise, the words "we", "us" and "our" may also be used to refer to subsidiaries in general or to those who work for them.
This document may contain forward-looking information and statements that are based on a number of economic data and assumptions made in a given economic, competitive and regulatory environment. They may prove to be inaccurate in the future and are subject to a number of risk factors. Neither TOTAL S.A. nor any of its subsidiaries assumes any obligation to update publicly any forward-looking information or statement, objectives or trends contained in this document whether as a result of new information, future events or otherwise.
EXHIBIT 99.7
Press Release
Second quarter and first half 2019 results
Paris, July 25, 2019 - Total’s Board of Directors met on July 24, 2019, to approve the Group’s second quarter 2019 financial statements. Commenting on the results, Chairman and CEO Patrick Pouyanné said:
"Markets remained volatile with Brent averaging $69/b in the second quarter, an increase of 9% compared to the previous quarter, but natural gas prices were down 36% in Europe and 26% in Asia. In this context, with a slight increase in production to 2.96 Mboe/d, adjusted net income increased by 5% compared to the previous quarter to 2.9 B$, and the return on equity remained above 11%.
Fueled by the ramp up of cash flow accretive projects, like Egina in Nigeria, Ichthys in Australia and Kaombo Norte in Angola, plus the second-quarter start-ups of Kaombo Sul in Angola and Culzean in the UK North Sea, debt-adjusted cash flow (DACF) increased by 10% compared to the previous quarter to 7.2 B$. Cash flow after organic investments increased to 3.7 B$, up 13% from the previous quarter. Thus, the organic pre-dividend breakeven is below $25/b and the organic post-dividend breakeven is below $50/b.
Exploration & Production benefited from the higher Brent with a 15% increase in operating cash flow before working capital changes.
Although gas prices fell sharply, iGRP increased its operating cash flow before working capital changes by 42% thanks to 8% production growth and a 10% increase in LNG sales. Compared to the second quarter 2018, operating cash flow before working capital changes increased by 77%, driven by a doubling of LNG sales.
In signing an agreement with Occidental to acquire Anadarko’s assets in Africa, the Group is preparing for its future and capitalizing on its strengths. In Mozambique, it leverages its expertise in LNG, in Ghana, the deep offshore and, in Algeria, its historic presence. The Group continues to grow in LNG with the signing of a sales contract with the Chinese company Guanghui, the takeover of Toshiba’s LNG portfolio and the start-up of Cameron LNG in the United States. This strategy is complemented by the divestment of high-breakeven assets, such as the recent sale of mature assets in the UK North Sea. This active portfolio management policy will continue with the sale of 5 B$ of assets over the 2019-20 period, the majority coming from Exploration & Production.
In the Downstream, adjusted net operating income was 1.1 B$, up 4% compared to the previous quarter, in an environment where refining margins fell by 16%. In addition, the Group strengthened its presence in biofuels with the start-up of the La Mède bio-refinery.
Total maintains a solid financial position with gearing of 20.6%, after taking into account the payment of two interim dividends in the quarter and the impact of the new IFRS 16 standard (2.7%). Consistent with its shareholder return policy, the Group increased the second interim dividend by 3.1% compared to last year to €0.66 per share and bought back 0.76 B$ as part of its target to buy back 1.5 B$ of share in 2019 with Brent at $60/b. The cash returned to shareholders, expressed in dollars, stands at 37% of operating cash flow before working capital changes for the first half 2019."
________________________________
1 Definition on page 2
Key figures2
2019 data take into account the impact of the new rule IFRS16 "Leases", effective January 1, 2019.
* Average €-$ exchange rate: 1.1237 in the second quarter 2019 and 1.1298 in the first half 2019.
** 2Q18 and 1H18 restated; historical data for 2017 and 2018 available on www.total.com.
Highlights since the beginning of the second quarter 201910
• Signed agreement with Occidental to acquire the African assets of Anadarko for 8.8 B$
• Sold mature fields in the UK North Sea for 0.6 B$
• Started production at Kaombo Sul in Angola
• Started production at Culzean in the UK North Sea
• Launched the second development phase for the giant Mero field in Brazil
• Launched the third development phase of the Dunga field in Kazakhstan
• Started production at Cameron LNG in the United States
• Agreed with Toshiba to take over its LNG portfolio, including a 20-year 2.2 Mt/y tolling agreement for the third train at Freeport LNG in the United States
• Started up the biorefinery at La Mède in France
• Started up second solar plant in Japan
________________________________
2 Adjusted results are defined as income using replacement cost, adjusted for special items, excluding the impact of changes for fair value; adjustment items are on page 11.
3 Tax on adjusted net operating income / (adjusted net operating income - income from equity affiliates - dividends received from investments - impairment of goodwill + tax on adjusted net operating income).
4 In accordance with IFRS rules, adjusted fully-diluted earnings per share is calculated from the adjusted net income less the interest on the perpetual subordinated bond
5 Organic investments = net investments excluding acquisitions, asset sales and other operations with non-controlling interests.
6 Net acquisitions = acquisitions - assets sales - other transactions with non-controlling interests (see page 11).
7 Net investments = Organic investments + net acquisitions (see page 11).
8 Operating cash flow before working capital changes, is defined as cash flow from operating activities before changes in working capital at replacement cost, and effective second quarter 2019 including organic loan repayments from equity affiliates. The inventory valuation effect is explained on page 13. The reconciliation table for different cash flow figures is on page 11.
9 DACF = debt adjusted cash flow, is defined as operating cash flow before working capital changes and financial charges.
10 Certain transactions referred to in the highlights are subject to approval by authorities or to other conditions as per the agreements.
Key figures of environment and Group production
> Environment* - liquids and gas price realizations**, refining margins
* The indicators are shown on page 14.
** Consolidated subsidiaries.
> Production*
* Group production = EP production + iGRP production.
Hydrocarbon production was 2,957 thousand barrels of oil equivalent per day (kboe/d) in second quarter 2019, an increase of 9% compared to last year, due to:
• +13% related to the start-up and ramp-up of new projects, including Yamal LNG in Russia, Ichthys in Australia, Kaombo in Angola and Egina in Nigeria,
• -3% due to the natural decline of the fields,
• -1% due to maintenance, notably in Nigeria.
Hydrocarbon production was 2,951 thousand barrels of oil equivalent per day (kboe/d) in first half 2019, an increase of 9% compared to last year, due to:
• +12% related to the start-up and ramp-up of new projects, including Yamal LNG in Russia, Ichthys in Australia, Kaombo in Angola and Egina in Nigeria,
• +1% due to portfolio effect, notably the integration of the Maersk Oil assets,
• -3% due to the natural decline of the fields,
• -1% due to maintenance, notably in Nigeria.
Analysis of business segments
Exploration & Production (EP - redefined scope)
> Production
> Results
* Details on adjustment items are shown in the business segment information annex to financial statements.
** Tax on adjusted net operating income / (adjusted net operating income - income from equity affiliates - dividends received from investments - impairment of goodwill + tax on adjusted net operating income).
*** Excluding financial charges, except those related to leases.
Exploration & Production adjusted net operating income was:
• 2,022 M$ in the second quarter 2019, a decrease of 13% year-on-year, reflecting lower Brent and natural gas prices.
• 3,744 M$ in the first half 2019, a decrease of 9%, for the same reasons as well as the higher exploration expenses in the first quarter 2019.
Operating cash flow before working capital changes, compared to last year, increased by 2% in the second quarter to 4.9 B$ and by 5% in the first half to 9.1 B$, driven by the start-up of strong cash generating fields. Exploration & Production generated cash flow after organic investments of 2.9 B$ in the second quarter of 2019 and 5.2 B$ in the first half 2019.
Integrated Gas, Renewables & Power (iGRP)
> Production and liquefied natural gas (LNG) sales
* The Group's equity production may be sold by Total or by the joint ventures.
Total LNG sales more than doubled compared to last year for the second quarter and first half 2019 thanks to the start-up of Yamal LNG trains 2 and 3 in Russia, Ichthys LNG in Australia, the first Cameron LNG train in the United States, and the acquisition of the portfolio of LNG contracts from Engie in 2018.
The growth in condensate production compared to last year is essentially due to the start-up of condensate production from Ichthys in Australia in the third quarter 2018.
> Results
* Detail of adjustment items shown in the business segment information annex to financial statements.
** Excluding financial charges, except those related to leases.
Operating cash flow before working capital changes for the iGRP segment increased by 77% in the second quarter 2019 and 67% in the first half 2019, thanks notably to the ramp-ups of Ichthys in Australia and Yamal LNG in Russia as well as the doubling of total LNG sales.
Adjusted net operating income was 429 M$ in the second quarter 2019 and 1,021 M$ in the first half 2019, a decrease of 24% and 2%, respectively, compared to last year, impacted by lower gas prices in Europe and Asia in particular and the amortization of new projects.
Downstream (Refining & Chemicals and Marketing & Services)
> Results
* Detail of adjustment items shown in the business segment information annex to financial statements.
** Excluding financial charges, except those related to leases.
Refining & Chemicals
> Refinery throughput and utilization rates*
* Includes refineries in Africa reported in the Marketing & Services segment.
** Based on distillation capacity at the beginning of the year.
Refinery throughput volumes:
• decreased by 8% in the second quarter 2019 year-on-year, notably as a result of the shutdown at Grandpuit in France and the lower throughput at Leuna in Germany linked to contaminated crude from Russia.
• decreased by 3% in the first half 2019 year-on-year for the same reasons.
> Results
* Detail of adjustment items shown in the business segment information annex to financial statements.
** Excluding financial charges, except those related to leases.
Adjusted net operating income for the Refining & Chemicals segment decreased by 13% year-on-year to 715 M$ in the second quarter 2019 and by 5% in the first half 2019 to 1,471 M$, notably due to the decrease in European refining variable cost margin (VCM) of 19% and 4%, respectively, as well as lower throughput volume.
Operating cash flow before working capital changes was stable in the first half 2019 compared to the first half 2018.
Marketing & Services
> Petroleum product sales
* Excludes trading and bulk refining sales
Sales of petroleum products increased by 3% in the second quarter 2019 and the first half 2019, due to the development of activities in the African and American regions, notably Mexico and Brazil.
> Results
* Detail of adjustment items shown in the business segment information annex to financial statements.
** Excluding financial charges, except those related to leases
Adjusted net operating income was 423 M$ in the second quarter 2019 and 766 M$ in the first half 2019, down 12% and 9% year-on-year.
Operating cash flow before working capital changes increased by 12% in the first half 2019 compared to the first half 2018.
Group results
> Adjusted net operating income from business segments
Adjusted net operating income from the business segments was:
• 3,589 M$ in the second quarter 2019, down 14% compared to last year due to lower Brent and natural gas prices.
• 7,002 M$ in the first half 2019, down 7% compared to last year for the same reasons.
> Adjusted net income (Group share)
Adjusted net income (Group share) was:
• 2,887 M$ in the second quarter 2019, down 19% compared to last year. This decrease reflects the decrease in the net operating income of the segments and the increase in the net cost of net debt compared to a year ago mainly due to the rise in U.S. dollar interest rates.
• 5,646 M$ in the first half 2019, down 12% compared to last year for the same reasons.
Adjusted net income excludes the after-tax inventory effect, special items and the impact of effects of changes in fair value11.
Total net income adjustments12 were:
• -131 M$ in the second quarter 2019.
• 221 M$ in the first half 2019.
The effective tax rate for the Group was:
• 33.0% in the second quarter 2019, compared to 38.6% the same quarter last year.
• 36.9% in the first half 2019, compared to 39.2% the first half 2018.
________________________________
11 Adjustment items shown on page 11.
12 Details shown on page 11 and in the annex to the financial statements.
> Adjusted fully-diluted earnings per share
Adjusted earnings per share was:
• $1.05 in the second quarter 2019, a decrease of 20%, calculated on the basis of a weighted average of 2,625 million fully-diluted shares, compared to $1.31 in the second quarter 2018.
• $2.07 in the first half 2019, a decrease of 14%, calculated on the basis of a weighted average of 2,622 million fully-diluted shares, compared to $2.41 in the first half 2018.
In the context of the shareholder return policy announced in February 2018, the Group has continued to buy back shares, including:
• the buyback of shares issued in 2019 under the scrip dividend option (not renewed at the 2019 General Assembly) to cancel any dilution related to the exercise of this option: 14.9 million shares repurchased in the second quarter 2019 and 16.1 million shares in the first half 2019
• the buyback of additional shares: 7.5 million shares repurchased in the second quarter 2019 for 0.41 B$ and 13.7 million shares in the first half 2019 for 0.76 B$ as part of the 5 B$ buyback program for 2018-20
The number of fully-diluted shares was 2,619 million on June 30, 2019.
> Asset sales - acquisitions
Asset sales were:
• 212 M$ in the second quarter 2019, linked notably to the sale of the interest in the Wepec refinery in China.
• 575 M$ in the first half 2019, linked notably to the sale of the interest in the Wepec refinery in China and the sale of the Group’s interest in the Hazira terminal in India and polystyrene activities in China.
Acquisitions were:
• 614 M$ in the second quarter 2019, linked notably to the acquisition of Chevron’s interest in the Danish Underground Consortium in Denmark, the joint development with Saudi Aramco of a network of service stations in Saudi Arabia, the alliance with the Adani group in the natural gas and retail fuel network in India and the capital increase in Total Eren for its acquisition of Novenergia.
• 1,284 M$ in the first half 2019, linked notably to the elements above as well as to the signing of the acquisition of a 10% stake in the Arctic LNG 2 project in Russia.
> Net cash flow
Net cash flow13 for the Group was:
• 3,277 M$ in the second quarter 2019, a 16% decrease compared to last year due to an increase in net acquisitions.
• 6,220 M$ in the first half 2019, a 22% increase compared to last year due to higher operating cash flow before working capital changes and lower net acquisitions.
> Profitability
The return on equity was 11.1% for the twelve months ended June 30, 2019, an increase compared to the same period last year.
The return on average capital employed was 10.4% for the twelve months ended June 30, 2019, an increase compared to the same period last year.
________________________________
13 Net cash flow = operating cash flow before working capital changes - net investments (including other transactions with non-controlling interests).
Total S.A. accounts
Net income for Total S.A., the parent company, was 6,282 million euros in the first half 2019, compared to 4,079 million euros a year ago.
2019 Sensitivities*
* Sensitivities are revised once per year upon publication of the previous year’s fourth quarter results. Sensitivities are estimates based on assumptions about the Group’s portfolio in 2019. Actual results could vary significantly from estimates based on the application of these sensitivities. The impact of the $-€ sensitivity on adjusted net operating income is essentially attributable to Refining & Chemicals.
** In a 60 $/b Brent environment.
Summary and outlook
Since the start of the third quarter 2019, Brent has traded above $60/b in a context of renewed OPEC+ quotas and uncertainties about the evolution of production in Libya, Venezuela and Iran. The environment remains volatile, with uncertainty about hydrocarbon demand growth related to the outlook for global economic growth.
The Group maintains its spending discipline in 2019 with an organic investment target of around 14 B$ and an average production cost of $5.5/boe. The organic pre-dividend cash flow breakeven will remain below $30/b.
Production growth should exceed 9% in 2019, thanks to the ramp-up of projects started in 2018 and the start-ups in the first half 2019 of Kaombo Sul in Angola and Culzean in the UK North Sea, as well as the upcoming Johan Sverdrup in Norway and Iara 1 in Brazil. The Group will continue to take advantage of the favorable cost environment to sanction new projects, notably Arctic LNG 2 and Lapa 3.
At the start of the third quarter, European refining margins, while still volatile, increased, and the Downstream should benefit from restarting the Grandpuit refinery in France and the Leuna refinery in Germany.
In this context, the Group is continuing to implement its shareholder return policy. The dividend in euro will be increased by 3.1% in 2019 representing a total increase of 6.5% since 2017, in line with the target increase of 10% over the period 2018-2020. Total will buy back 1.5 B$ of shares in 2019 at $60/b as part of its 5 B$ share buyback program over the 2018-2020 period.
• • •
To listen to the presentation by CEO Patrick Pouyanné, CFO Patrick de La Chevardière and Deputy CFO Jean-Pierre Sbraire today at 13:00 (London time) please log on to total.com or call +44 (0) 207 192 8000 in Europe or +1 631 510 7495 in the United States (code: 6785179). To listen to the replay, please consult the website or call +44 (0) 333 300 9785 in Europe or +1 917 677 7532 in the United States (code: 6785179).
* * * * *
Total contacts
Media Relations: +33 1 47 44 46 99 l presse@total.com l @TotalPress
Investors Relations: +44 (0) 207 719 7962 l ir@total.com
Operating information by segment
> Group production (Exploration & Production + iGRP)
> Downstream (Refining & Chemicals and Marketing & Services)
Adjustment items to net income (Group share)
Investments - Divestments
* Effective second quarter 2019, organic loan repayments from equity affiliates are defined as loan repayments from equity affiliates coming from their cash flow from operations.
Cash flow
Gearing ratio*
*The net-debt-to-capital ratios on March 31, 2019 and June 30, 2019 include the impact of the new IFRS 16 rule, effective January 1, 2019.
Return on average capital employed
> Twelve months ended June 30, 2019
> Twelve months ended March 31, 2019
* At replacement cost (excluding after-tax inventory effect).
This document does not constitute the Financial Report for the first half of 2019 which will be separately published, in accordance with article L. 451-1-2 III of the French Code monétaire et financier, and is available on the Total website total.com.
This press release presents the results for the second quarter and half-year 2019 from the consolidated financial statements of TOTAL S.A. as of June 30, 2019). The limited review procedures by the Statutory Auditors are underway. The notes to these consolidated financial statements (unaudited) are available on the TOTAL website total.com
This document may contain forward-looking information on the Group (including objectives and trends), as well as forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, notably with respect to the financial condition, results of operations, business, strategy and plans of TOTAL. These data do not represent forecasts within the meaning of European Regulation No. 809/2004.
Such forward-looking information and statements included in this document are based on a number of economic data and assumptions made in a given economic, competitive and regulatory environment. They may prove to be inaccurate in the future, and are subject to a number of risk factors that could lead to a significant difference between actual results and those anticipated, the price of petroleum products, the ability to realize cost reductions and operating efficiencies without unduly disrupting business operations, changes in regulations including environmental and climate, currency fluctuations, as well as economic and political developments and changes in business conditions. Certain financial information is based on estimates particularly in the assessment of the recoverable value of assets and potential impairments of assets relating thereto.
Neither TOTAL nor any of its subsidiaries assumes any obligation to update publicly any forward-looking information or statement, objectives or trends contained in this document whether as a result of new information, future events or otherwise. Further information on factors, risks and uncertainties that could affect the Group’s business, financial condition, including its operating income and cash flow, reputation or outlook is provided in the most recent Registration Document, the French language version of which is filed by the Company with the French Autorité des Marchés Financiers and annual report on Form 20-F filed with the United States Securities and Exchange Commission ("SEC").
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. In addition to IFRS measures, certain alternative performance indicators are presented, such as performance indicators excluding the adjustment items described below (adjusted operating income, adjusted net operating income, adjusted net income), return on equity (ROE), return on average capital employed (ROACE), gearing ratio and operating cash flow before working capital changes. These indicators are meant to facilitate the analysis of the financial performance of TOTAL and the comparison of income between periods. They allow investors to track the measures used internally to manage and measure the performance of the Group.
These 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 price differentials 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 an adjustment item reflects, for some transactions, differences between internal measures of performance used by TOTAL’s 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, whose future effects are recorded at fair value in Group’s 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, excluding the effect of changes in fair value.
Euro amounts presented for the fully adjusted-diluted earnings per share represent dollar amounts converted at the average euro-dollar (€-$) exchange rate for the applicable period and are not the result of financial statements prepared in euros.
Cautionary Note to U.S. Investors - The SEC permits oil and gas companies, in their filings with the SEC, to separately disclose proved, probable and possible reserves that a company has determined in accordance with SEC rules. We may use certain terms in this press release, such as "potential reserves" or "resources", that the SEC’s guidelines strictly prohibit us from including in filings with the SEC. U.S. investors are urged to consider closely the disclosure in our Form 20-F, File N° 1-10888, available from us at 2, place Jean Millier - Arche Nord Coupole/Regnault - 92078 Paris-La Défense Cedex, France, or at our website total.com. You can also obtain this form from the SEC by calling 1-800-SEC-0330 or on the SEC’s website sec.gov.
EXHIBIT 99.8
Press Release
Total announces the second 2019 interim dividend of €0.66/share,
an increase of 3.1% compared to 2018
Paris, July 25, 2019 - The Board of Directors, at the meeting held on July 24, 2019 declared the distribution of the second 2019 interim dividend at an amount of €0.66/share, an increase of 3.1% from the interim and final dividends paid in 2018, in accordance with the shareholder return policy for 2018-2020. This interim dividend, stable compared to the first 2019 interim dividend, will be detached and paid according to the following timetable:
|
Shareholders |
ADS holders |
Ex-dividend date |
January 6, 2020 |
January 2, 2020 |
Payment date |
January 8, 2020 |
January 28, 2020 |
About Total
Total is a major energy player, which produces and markets fuels, natural gas and low-carbon electricity. Our 100,000 employees are committed to better energy that is safer, more affordable, cleaner and accessible to as many people as possible. Active in more than 130 countries, our ambition is to become the responsible energy major.
* * * * *
Total contacts
Media Relations: +33 1 47 44 46 99 l presse@total.com l @TotalPress
Investors Relations: +44 (0)207 719 7962 l ir@total.com
Cautionary note
This press release, from which no legal consequences may be drawn, is for information purposes only. The entities in which TOTAL S.A. directly or indirectly owns investments are separate legal entities. TOTAL S.A. has no liability for their acts or omissions. In this document, the terms "Total", "Total Group" and "Group" are sometimes used for convenience. Likewise, the words "we", "us" and "our" may also be used to refer to subsidiaries in general or to those who work for them.
This document may contain forward-looking information and statements that are based on a number of economic data and assumptions made in a given economic, competitive and regulatory environment. They may prove to be inaccurate in the future and are subject to a number of risk factors. Neither TOTAL S.A. nor any of its subsidiaries assumes any obligation to update publicly any forward-looking information or statement, objectives or trends contained in this document whether as a result of new information, future events or otherwise.
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