1.
|
NAMES OF REPORTING PERSONS
|
|
|
|
ROCCA & PARTNERS STICHTING ADMINISTRATIEKANTOOR AANDELEN SAN FAUSTIN
|
|
|
|
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|
00-0000000
|
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
|
|
|
(a) ☐
|
|
|
|
(b) ☐
|
|
|
3.
|
SEC USE ONLY
|
|
|
|
|
4.
|
SOURCE OF FUNDS (SEE INSTRUCTIONS):
|
|
|
|
N/A
|
|
|
5.
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e): ☐
|
|
|
|
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
THE NETHERLANDS
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
7.
|
SOLE VOTING POWER: 0
|
8.
|
SHARED VOTING POWER: 1,493,262,366
|
9.
|
SOLE DISPOSITIVE POWER: 0
|
10.
|
SHARED DISPOSITIVE POWER: 1,493,262,366
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING PERSON: 1,493,262,366
|
|
|
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
|
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 74.5%
|
|
|
|
|
14.
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS): HC
|
|
|
|
|
1.
|
NAMES OF REPORTING PERSONS
|
|
|
|
SAN FAUSTIN S.A.
|
|
|
|
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|
00-0000000
|
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
|
|
|
(a) ☐
|
|
|
|
(b) ☐
|
|
|
3.
|
SEC USE ONLY
|
|
|
|
|
4.
|
SOURCE OF FUNDS (SEE INSTRUCTIONS):
|
|
|
|
N/A
|
|
|
5.
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e): ☐
|
|
|
|
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
GRAND DUCHY OF LUXEMBOURG
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
7.
|
SOLE VOTING POWER: 0
|
8.
|
SHARED VOTING POWER: 1,493,262,366
|
9.
|
SOLE DISPOSITIVE POWER: 0
|
10.
|
SHARED DISPOSITIVE POWER: 1,493,262,366
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING PERSON: 1,493,262,366
|
|
|
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
|
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 74.5%
|
|
|
|
|
14.
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS): CO
|
|
|
|
|
1.
|
NAMES OF REPORTING PERSONS
|
|
|
|
TECHINT HOLDINGS S.À R.L.
|
|
|
|
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|
00-0000000
|
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
|
|
|
(a) ☐
|
|
|
|
(b) ☐
|
|
|
3.
|
SEC USE ONLY
|
|
|
|
|
4.
|
SOURCE OF FUNDS (SEE INSTRUCTIONS):
|
|
|
|
N/A
|
|
|
5.
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e): ☐
|
|
|
|
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
GRAND DUCHY OF LUXEMBOURG
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
7.
|
SOLE VOTING POWER: 1,243,433,012
|
8.
|
SHARED VOTING POWER: 249,829,354
|
9.
|
SOLE DISPOSITIVE POWER: 1,243,433,012
|
10.
|
SHARED DISPOSITIVE POWER: 249,829,354
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING PERSON: 1,493,262,366
|
|
|
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
|
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 74.5%
|
|
|
|
|
14.
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS): CO
|
|
|
|
|
1.
|
NAMES OF REPORTING PERSONS
|
|
|
|
TENARIS S.A.
|
|
|
|
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|
00-0000000
|
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
|
|
|
(a) ☐
|
|
|
|
(b) ☐
|
|
|
3.
|
SEC USE ONLY
|
|
|
|
|
4.
|
SOURCE OF FUNDS (SEE INSTRUCTIONS):
|
|
|
|
N/A
|
|
|
5.
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e): ☐
|
|
|
|
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
GRAND DUCHY OF LUXEMBOURG
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
7.
|
SOLE VOTING POWER: 0
|
8.
|
SHARED VOTING POWER: 1,493,262,366
|
9.
|
SOLE DISPOSITIVE POWER: 0
|
10.
|
SHARED DISPOSITIVE POWER: 1,493,262,366
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING PERSON: 1,493,262,366
|
|
|
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
|
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 74.5%
|
|
|
|
|
14.
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS): CO
|
|
|
|
|
1.
|
NAMES OF REPORTING PERSONS
|
|
|
|
TENARIS INVESTMENTS S.À R.L.
|
|
|
|
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|
00-0000000
|
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
|
|
|
(a) ☐
|
|
|
|
(b) ☐
|
|
|
3.
|
SEC USE ONLY
|
|
|
|
|
4.
|
SOURCE OF FUNDS (SEE INSTRUCTIONS):
|
|
|
|
N/A
|
|
|
5.
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e): ☐
|
|
|
|
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
GRAND DUCHY OF LUXEMBOURG
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
7.
|
SOLE VOTING POWER: 229,713,194
|
8.
|
SHARED VOTING POWER: 1,263,549,172
|
9.
|
SOLE DISPOSITIVE POWER: 229,713,194
|
10.
|
SHARED DISPOSITIVE POWER: 1,263,549,172
|
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON: 1,493,262,366
|
|
|
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
|
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 74.5%
|
|
|
|
|
14.
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS): CO
|
|
|
|
|
1.
|
NAMES OF REPORTING PERSONS
|
|
|
|
TECHINT FINANCIAL SERVICES S.L. (Unipersonal)
|
|
|
|
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|
00-0000000
|
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
|
|
|
(a) ☐
|
|
|
|
(b) ☐
|
|
|
3.
|
SEC USE ONLY
|
|
|
|
|
4.
|
SOURCE OF FUNDS (SEE INSTRUCTIONS):
|
|
|
|
N/A
|
|
|
5.
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e): ☐
|
|
|
|
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
SPAIN
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
7.
|
SOLE VOTING POWER: 0
|
8.
|
SHARED VOTING POWER: 1,493,262,366
|
9.
|
SOLE DISPOSITIVE POWER: 0
|
10.
|
SHARED DISPOSITIVE POWER: 1,493,262,366
|
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON: 1,493,262,366
|
|
|
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
|
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 74.5%
|
|
|
|
|
14.
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS): CO
|
|
|
|
|
1.
|
NAMES OF REPORTING PERSONS
|
|
|
|
INVERBAN INVESTMENTS S.L. (Unipersonal)
|
|
|
|
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|
00-0000000
|
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
|
|
|
|
(a) ☐
|
|
|
|
(b) ☐
|
|
|
3.
|
SEC USE ONLY
|
|
|
|
|
4.
|
SOURCE OF FUNDS (SEE INSTRUCTIONS):
|
|
|
|
WC
|
|
|
5.
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e): ☐
|
|
|
|
|
6.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
|
SPAIN
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
7.
|
SOLE VOTING POWER: 20,116,160
|
8.
|
SHARED VOTING POWER: 1,473,146,206
|
9.
|
SOLE DISPOSITIVE POWER: 20,116,160
|
10.
|
SHARED DISPOSITIVE POWER: 1,473,146,206
|
|
|
11.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON: 1,493,262,366
|
|
|
|
|
12.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
|
|
13.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 74.5%
|
|
|
|
|
14.
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS): CO
|
|
|
|
|
This Amendment No. 6 amends and supplements the
Schedule 13D originally filed on February 11th, 2011 (this “Amendment No. 6”), as further amended by Amendments
No. 1, No. 2, No. 3, No. 4 and No. 5, on behalf of RP STAK, SAN FAUSTIN, TECHINT HOLDINGS, TENARIS, TENARIS INVESTMENTS, TEFIN and INVERBAN
(as defined thereunder), relating to the Ordinary Shares, par value $1 per share of Ternium S.A. (the “Ordinary Shares”).
No
changes occurred except on the following Items:
Item
2. Identity and Background
This
Schedule 13D is being jointly filed by each of the following persons pursuant to Rule 13d-1(k) (collectively, the “Reporting Persons”).
|
(a)
|
ROCCA
& PARTNERS STICHTING ADMINISTRATIEKANTOOR AANDELEN SAN FAUSTIN (“RP STAK”)
|
“De
Rotterdam” 41st floor, Wilhelminakade 173 – 3072 AP Rotterdam, The Netherlands.
RP
STAK is a private foundation (stichting) organized under the laws of The Netherlands. No person or group of persons controls RP
STAK.
|
(b)
|
SAN
FAUSTIN S.A. (“SAN FAUSTIN”)
|
26,
Boulevard Royal, Ground Floor, L-2449 Luxembourg.
SAN
FAUSTIN is a société anonyme (public limited liability company) organized under the laws of the Grand-Duchy of Luxembourg.
RP STAK continues to control SAN FAUSTIN (i.e. it continues to have the ability to influence matters affecting, or submitted to a vote
of the shareholders of SAN FAUSTIN, including the election of directors and the approval of certain corporate transactions and other
matters concerning SAN FAUSTIN’s policies).
|
(c)
|
TECHINT
HOLDINGS S.À R.L. (“TECHINT HOLDINGS”)
|
26,
Boulevard Royal, Ground Floor, L-2449 Luxembourg
TECHINT
HOLDINGS is a société à responsabilité limitée (private limited liability company) organized
under the laws of the Grand-Duchy of Luxembourg. All of the shares of TECHINT HOLDINGS are held by SAN FAUSTIN.
|
(d)
|
TENARIS
S.A. (“TENARIS”)
|
26,
Boulevard Royal, 4th Floor, L-2449 Luxembourg
TENARIS
is a société anonyme (public limited liability company) organized under the laws of the Grand-Duchy of Luxembourg.
Approximately 60.4% of the shares of TENARIS are held by TECHINT HOLDINGS.
|
(e)
|
TENARIS
INVESTMENTS S.À R.L. (“TENARIS INVESTMENTS”)
|
26,
Boulevard Royal, 4th Floor, L-2449 Luxembourg
TENARIS
INVESTMENTS S.À R.L. is a société à responsabilité limitée (private limited liability
company) organized under the laws of the Grand-Duchy of Luxembourg. All of the shares of TENARIS INVESTMENTS are held by TENARIS.
|
(f)
|
TECHINT
FINANCIAL SERVICES S.L. (Unipersonal) (“TEFIN”)
|
23
Recoletos St., 3rd floor - Madrid 28001 - Spain
TEFIN
is a public limited liability company, organized under the laws of Spain. All of the shares of TEFIN are held by TECHINT HOLDINGS.
|
(h)
|
INVERBAN
INVESTMENTS S.L. (Unipersonal) (“INVERBAN”)
|
23 Recoletos St., 3rd floor
- Madrid 28001 - Spain
Uruguayan Branch: Luis A. de Herrera
1248, Tower III, Office 157, WTC, Montevideo (11300) Uruguay.
INVERBAN is a limited liability company
organized under the laws of Spain who may act though its branch registered in Montevideo, Republic of Uruguay. All of the shares of INVERBAN
are held by TEFIN.
The
name, residence or business address, present principal occupation or employment (and the name, principal business and address of any
corporation or other organization in which such employment is conducted) and citizenship of each voting committee member, executive officer
or director, as applicable, of each Reporting Person are set forth in Schedule I and is incorporated into this Item 2 by reference.
During
the last five years, none of the Reporting Persons, nor, to the knowledge of the Reporting Persons, none of the persons listed on Schedule
I has (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment,
decree or final order enjoining future violations of, or prohibiting or mandating activities subject to federal or state securities laws
or finding any violation with respect to such laws.
Information
with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person assumes responsibility
for the accuracy or completeness of information given by another Reporting Person.
Item
3. Source and Amount of Funds or Other Consideration
INVERBAN acquired during the
month of November 2021, in several transactions in the open market, 2,011,606 ADRs of the Issuer in the aggregate, corresponding to 20,116,060
Ordinary Shares of the Issuer, for an average price of USD 39.9175 per ADR, which makes an aggregate amount of USD 80,298,231.64.
INVERBAN promptly surrendered
the ADRs so acquired to the ADR depositary and withdrew the underlying Ordinary Shares. INVERBAN funded the purchase of the ADRs using
cash on hand.
Item
4. Purpose of Transaction
INVERBAN acquired the ADRs of the Issuer disclosed
herein based on the Reporting Persons’ belief that the ADRs, when acquired, were undervalued and represented an attractive investment
opportunity. Depending upon overall market conditions, other investment opportunities available to the Reporting Persons, and the availability
of ADRs of the Issuer at prices that would make the purchase of such securities desirable, the Reporting Persons may endeavor from time
to time to increase their position in the Issuer through, among other things, the purchase of ADRs of the Issuer in the open market, in
private transactions or otherwise, on such terms and at such times as the Reporting Persons may deem advisable.
Except as otherwise described in this item 4,
none of the Reporting Persons currently has any plans or proposals which relate to or would result in any of the actions listed in subparagraphs
(a) through (j) of item 4 of Schedule13D.
Item
5. Interest in Securities of the Issuer
|
(a) (b)
|
RP
STAK. See items (7) through (11) and (13) on page 2
|
SAN
FAUSTIN. See items (7) through (11) and (13) on page 3
TECHINT HOLDINGS. See items (7) through (11) and (13) on
page 4
TENARIS. See items (7) through (11) and (13) on page 5
TENARIS INVESTMENTS. See items (7) through (11) and (13)
on page 6
TEFIN. See items (7) through (11) and (13) on page 7
INVERBAN. See items (7) through (11) and (13) on page 8
(c) Except
as described in Item 3 of this Schedule 13D, there have been no transactions in Ordinary Shares effected by the Reporting Persons or,
to the best of the Reporting Person’s knowledge, any person or entity identified on Schedule I hereto, during the last 60 days.
(d)
Not applicable.
(e)
Not applicable.
|
Item
7.
|
Material
to Be Filed as Exhibits
|
*
|
Previously filed as an exhibit to the Schedule 13D of Ternium S.A.
dated June 25th, 2020 and incorporated by reference in this Amendment No. 6.
|
Schedule
I
ROCCA & PARTNERS STICHTING ADMINISTRATIEKANTOOR
AANDELEN SAN FAUSTIN
MANAGEMENT
Manager
|
Residence
or business address
|
Present
principal occupation
|
Citizenship
|
Zenco
Management BV
|
“De
Rotterdam” 41st floor, Wilhelminakade 173 – 3072 AP Rotterdam, The Netherlands
|
Management
Company
|
Dutch
|
VOTING
COMMITTEE
Members
|
Residence
or business address
|
Present
principal occupation
|
Citizenship
|
Paolo
Rocca (Chairman)
|
Av.
Leandro N. Alem 1067, 29th floor, Buenos Aires, Argentina
|
Chairman
& CEO of Tenaris S.A.
|
Italian
|
Gianfelice
Rocca
|
Via
Monte Rosa 93, 20149 Milan, Italy
|
Chairman
of the Board of San Faustin S.A.
|
Italian
|
Roberto
Bonatti
|
Viale
Piave 4, 20129 Milan, Italy
|
Director
of San Faustin S.A.
|
Italian
|
Enrico
Bonatti
|
8th
Floor, Farringdon Street, London, EC4A 4AB, United Kingdom
|
Director
of Tenaris Global Services (UK) Ltd.
|
Swiss
|
Giovanni
Sardagna
|
Gravules-ch
10,
7522 La Punt chamues-ch, Switzerland
|
Director
of Investors’ relations of Tenaris S.A.
|
Italian
|
Andres
Piñeyro
|
Calle
Recoletos 23, 3rd floor, 28001 Madrid, Spain
|
President
of Meridium S.A.
|
Argentine
|
Lodovico
Rocca
|
Via
Monte Rosa 93, 20149 Milan, Italy
|
President
of Techint E&C, Uruguay
|
Italian
|
SAN
FAUSTIN S.A.
BOARD
OF DIRECTORS
Name
|
Residence or business address
|
Present principal occupation
|
Citizenship
|
Gianfelice Rocca
|
Via Monte Rosa 93, 20149 Milan, Italy
|
Chairman of the Board of San Faustin S.A.
|
Italian
|
Paolo Rocca
|
Av. Leandro N. Alem 1067, 29th floor, Buenos Aires, Argentina
|
Chairman & CEO of Tenaris S.A.
|
Italian
|
Roberto Bonatti
|
Viale Piave 4, 20129 Milan, Italy
|
Director of San Faustin S.A.
|
Italian
|
Guido Bonatti
|
Via Donizetti 57, Milan, Italy
|
Financial Advisor
|
Italian
|
Marco Drago
|
13, via Cattaneo, Novara, Italy
|
Chairman, De Agostini SpA
|
Italian
|
Giorgio Alliata di Montereale
|
Carlos M. Della Paolera 299, 18th floor, Buenos Aires, Argentina
|
Economist
|
Italian
|
Bob Kneip
|
33, rue des Puits de Romain L-8070, Bertrange, Luxembourg
|
Vice-Chairman of Kneip Communication Luxembourg
|
Luxembourger
|
Andres Piñeyro
|
Calle Recoletos 23, 3rd floor, 28001 Madrid, Spain
|
President of Meridium S.A.
|
Argentine
|
Lodovico Rocca
|
Via Monte Rosa 93, 20149 Milan, Italy
|
President of Techint E&C, Uruguay
|
Italian
|
Giovanni Sardagna
|
Gravules-ch 10,
7522 La Punt chamues-ch, Switzerland
|
Director of Investors’ relations of Tenaris S.A.
|
Italian
|
Paolo Bassetti
|
Strada Gheorghe Manu 7, Bucarest, Romania
|
Director of BEPA Investitii Consultor SRL, Bucarest, Romania
|
Italian
|
OFFICERS
Name
|
Residence
or business address
|
Present
principal occupation
|
Citizenship
|
Chairman
of the Board
Gianfelice Rocca
|
Via
Monte Rosa 93, 20149 Milan, Italy
|
Chairman
of the Board of San Faustin S.A.
|
Italian
|
President
Paolo Rocca
|
Av.
Leandro N. Alem 1067, 29th floor, Buenos Aires, Argentina
|
Chairman
& CEO of Tenaris S.A.
|
Italian
|
Vice-president
Giovanni Sardagna
|
Gravules-ch
10,
7522 La Punt chamues-ch, Switzerland
|
Director
of Investors’ relations of Tenaris S.A.
|
Italian
|
Secretary
of the Board of Directors
Fernando Jorge Mantilla
|
Carlos
M. Della Paolera 299, 16th floor, Buenos Aires, Argentina
|
Attorney
at law
|
Argentine
|
Assistant
Secretary of the Board of Directors
Diego Fortunato
|
26,
Boulevard Royal, Ground Floor, L-2449 Luxembourg
|
General
Manager San Faustin S.A.
|
Italian
|
Chief
Financial Officer
Mario O. Lalla
|
Av.
Leandro N. Alem 1067, 28th floor, Buenos Aires, Argentina
|
President
of Sociedad Anónima de Mandatos y Administración S.A.
|
Argentine
|
TECHINT
HOLDINGS S.à r.l.
BOARD
OF DIRECTORS
Name
|
Residence
or business address
|
Present
principal occupation
|
Citizenship
|
Gianfelice
M. Rocca
(Chairman)
|
Via
Monterosa 93, 20149 Milan, Italy
|
Chairman
of San Faustin S.A.
|
Italian
|
Mario
O. Lalla
|
Av.
Leandro N. Alem 1067, 28th floor, Buenos Aires, Argentina
|
President
of Sociedad Anónima de Mandatos y Administración S.A.
|
Argentine
|
Alain
Renard
|
74, Grand-Rue, L-1660 Luxembourg, Grand Duchy of Luxembourg
|
Member
of the Executive Committee of Atalux
|
French
|
Michele
Zerbi
|
74, Grand-Rue, L-1660 Luxembourg, Grand Duchy of Luxembourg
|
General
Manager of MVC (Metallurgical V.C.) S.A.
|
Italian
|
TENARIS
S.A.
BOARD
OF DIRECTORS
Name
|
Residence
or business address
|
Present
principal occupation
|
Citizenship
|
Paolo
Rocca
|
Av.
Leandro N. Alem 1067, 29th floor, Buenos Aires, Argentina
|
Chairman
& CEO of Tenaris S.A.
|
Italian
|
Germán
Curá
|
2200
West Loop South, Suite 800, Houston, Texas, 77027, USA
|
Director
and Vice Chairman of the Board of Tenaris S.A.
|
US
|
Guillermo
F. Vogel Hinojosa
|
Campos
Eliseos 400 Piso 17, Col. Chapultepec Polanco, Mexico
|
Director
and Vice Chairman of the Board of Tenaris S.A.
|
Mexican
|
Roberto
Bonatti
|
Viale
Piave 4, 20129 Milan, Italy
|
Director
of San Faustin S.A.
|
Italian
|
Carlos
A. Condorelli
|
Av.
Leandro N. Alem 1067, 28th floor, Buenos Aires, Argentina
|
Director
of Tenaris S.A. and Ternium S.A
|
Argentine
|
Roberto
Monti
|
Sugarberry
Circle 263, Houston, Texas, U.S.A.
|
Director
of YPF S.A.
|
Argentine
|
Gianfelice
Rocca
|
Via
Monte Rosa 93, 20149 Milan, Italy
|
Chairman
of the Board of San Faustin S.A.
|
Italian
|
Jaime
Serra Puche
|
600
Paseo de La Reforma, 1 floor, Plaza de la Reforma Santa Fe Bldg, Mexico
|
Chairman
of SAI Derecho & Economia
|
Mexican
|
Mónica
Tiuba
|
26,
Boulevard Royal, 4th Floor, L-2449 Luxembourg
|
Director
of Tenaris S.A. and Chairperson of Tenaris Audit Committee
|
Brazilian
and Luxembourger
|
Yves
Speeckaert
|
57
rue de l’Alzette, L-4011 Esch-sur-Alzette, Luxembourg
|
Director
of Tenaris S.A.
|
Belgian
|
Simon
Ayat
|
26,
Boulevard Royal, 4th Floor, L-2449 Luxembourg
|
Director
of Tenaris S.A.
|
French
and Lebanese
|
OFFICERS
Name
|
Residence
or business address
|
Present
principal occupation
|
Citizenship
|
Chief
Executive Officer
Paolo Rocca
|
Av.
Leandro N. Alem 1067, 29th floor, Buenos Aires, Argentina
|
Chairman
& CEO of Tenaris S.A.
|
Italian
|
Chief
Financial Officer
Alicia Móndolo
|
Av.
Leandro N. Alem 1067, 25th floor, Buenos Aires, Argentina
|
Chief
Financial Officer, Tenaris SA
|
Argentine
|
Secretary
of the Board of Directors
Cecilia Bilesio
|
Campos
Eliseos 400 17th, Col. Chapultepec Polanco, Mexico
|
Secretary
of the Board of Directors of Tenaris S.A.
|
Argentine
|
TENARIS
INVESTMENTS S.à r.l.
BOARD
OF MANAGERS
Name
|
Residence
or business address
|
Present
principal occupation
|
Citizenship
|
Alicia
Móndolo
|
Av.
Leandro N. Alem 1067, 25th floor, Buenos Aires, Argentina
|
Chief
Financial Officer, Tenaris SA
|
Argentine
|
Stefano
Bassi
|
26,
Boulevard Royal, 4th Floor, L-2449 Luxembourg
|
Manager
of Tenaris Investments S. à r.l.
|
Italian
|
Yves
Speeckaert
|
57
rue de l’Alzette, L-4011 Esch-sur-Alzette, Luxembourg
|
Independent
Director
|
Belgian
|
TECHINT
FINANCIAL SERVICES S.L. (Unipersonal)
BOARD
OF DIRECTORS
Name
|
Residence or business address
|
Present principal occupation
|
Citizenship
|
Mario Osvaldo Lalla
|
Av. Leandro N. Alem 1067, 28th floor, Buenos Aires, Argentina
|
President of Sociedad Anónima de Mandatos y Administración S.A.
|
Argentine
|
Andrés Piñeyro
|
Calle Recoletos 23, 3rd floor, 28001 Madrid, Spain
|
President of Meridium S.A.
|
Argentine
|
Andrés Jesús David Echegaray
|
Calle Recoletos 23, 3rd floor, 28001 Madrid, Spain
|
Director of Techint Financial Services S.L. (Unipersonal)
|
Argentine
|
Gonzalo de Benito
|
Paseo de la Castellana 12, Madrid, Spain
|
Attorney-at-law
|
Spanish
|
OFFICERS
Name
|
Residence
or business address
|
Present
principal occupation
|
Citizenship
|
President
Mario O. Lalla
|
Av.
Leandro N. Alem 1067, 28th floor, Buenos Aires, Argentina
|
President
of Sociedad Anónima de Mandatos y Administración S.A.
|
Argentine
|
Secretary
Gonzalo de Benito
|
Paseo
de la Castellana 12, Madrid, Spain
|
Attorney-at-law
|
Spanish
|
INVERBAN
INVESTMENTS S.L. (Unipersonal)
BOARD
OF DIRECTORS
Name
|
Residence
or business address
|
Present
principal occupation
|
Citizenship
|
Enrico
Bonatti
|
8th
Floor, Farringdon Street, London, EC4A 4AB, United Kingdom
|
Director
of Tenaris Global Services (UK) Ltd.
|
Swiss
|
Michele
Zerbi
|
74,
Grand-Rue, L-1660 Luxembourg, Grand Duchy of Luxembourg
|
General
Manager of MVC (Metallurgical V.C.) S.A.
|
Italian
|
Gonzalo
de Benito
|
Paseo
de la Castellana 12, Madrid, Spain
|
Attorney-at-law
|
Spanish
|
Carlos
Macellari
|
20
Sandoval, 4a, Madrid 28010, Spain
|
Consultant
|
Argentine
|
OFFICERS
Name
|
Residence
or business address
|
Present
principal occupation
|
Citizenship
|
President
Michele Zerbi
|
74,
Grand-Rue, L-1660 Luxembourg, Grand Duchy of Luxembourg
|
General
Manager of MVC (Metallurgical V.C.) S.A.
|
Italian
|
Secretary
Gonzalo de Benito
|
Paseo
de la Castellana 12, Madrid, Spain
|
Attorney-at-law
|
Spanish
|
URUGUAYAN BRANCH: LEGAL REPRESENTATIVES
Name
|
Residence or business address
|
Present principal occupation
|
Citizenship
|
Maria Elena Cáccamo
|
Luis A. de Herrera 1248, Tower III, Office 157, WTC, Montevideo (11300) Uruguay
|
Legal representative of Inverban Investments SL – Sucursal Uruguay
|
Argentine
|
Matías José Ripoll Munho
|
Luis A. de Herrera 1248, Tower III, Office 157, WTC, Montevideo (11300) Uruguay
|
Legal representative of Inverban Investments SL – Sucursal Uruguay
|
Uruguayan
|
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I, Fernando J. Mantilla, attorney duly authorized by ROCCA & PARTNERS
STICHTING ADMINISTRATIEKANTOOR AANDELEN SAN FAUSTIN to sign this statement, certify that the information set forth in this statement
is true, complete and correct.
Pursuant
to Rule 13d-1(k)(1), the undersigned joins in the filing of this Amendment No. 6 to Schedule 13D on his own behalf and on behalf of SAN
FAUSTIN S.A., TECHINT HOLDINGS S.À R.L., TENARIS S.A., TENARIS INVESTMENTS S.À R.L., TECHINT FINANCIAL SERVICES S.L. (Unipersonal)
and INVERBAN INVESTMENTS S.L. (Unipersonal).
November 23rd, 2021
|
/s/
Fernando J. Mantilla
|
|
Attorney-in-fact
|
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I, Fernando J. Mantilla, attorney duly authorized by SAN FAUSTIN S.A.
to sign this statement, certify that the information set forth in this statement is true, complete and correct.
Pursuant
to Rule 13d - 1(k)(1), the undersigned joins in the filing of this Amendment No. 6 to Schedule 13D on his own behalf and on behalf of
ROCCA & PARTNERS STICHTING ADMINISTRATIEKANTOOR AANDELEN SAN FAUSTIN, TECHINT HOLDINGS S.À R.L., TENARIS S.A., TENARIS INVESTMENTS
S.À R.L., TECHINT FINANCIAL SERVICES S.L. (Unipersonal) and INVERBAN INVESTMENTS S.L. (Unipersonal).
November 23rd, 2021
|
/s/
Fernando J. Mantilla
|
|
Attorney-in-fact
|
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I, Fernando J. Mantilla, attorney duly authorized by TECHINT HOLDINGS
S.À R.L. to sign this statement, certify that the information set forth in this statement is true, complete and correct.
Pursuant
to Rule 13d-1(k)(1), the undersigned joins in the filing of this Amendment No. 6 to Schedule 13D on his own behalf and on behalf of ROCCA
& PARTNERS STICHTING ADMINISTRATIEKANTOOR AANDELEN SAN FAUSTIN, SAN FAUSTIN S.A., TENARIS S.A., TENARIS INVESTMENTS S.À R.L.,
TECHINT FINANCIAL SERVICES S.L. (Unipersonal) and INVERBAN INVESTMENTS S.L. (Unipersonal).
November 23rd, 2021
|
/s/
Fernando J. Mantilla
|
|
Attorney-in-fact
|
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I, Fernando J. Mantilla, attorney duly authorized by TENARIS S.A. to sign
this statement, certify that the information set forth in this statement is true, complete and correct.
Pursuant
to Rule 13d -1(k)(1), the undersigned joins in the filing of this Amendment No. 6 to Schedule 13D on his own behalf and on behalf of
ROCCA & PARTNERS STICHTING ADMINISTRATIEKANTOOR AANDELEN SAN FAUSTIN, SAN FAUSTIN S.A., TECHINT HOLDINGS S.À R.L., TENARIS
INVESTMENTS S.À R.L., TECHINT FINANCIAL SERVICES S.L. (Unipersonal) and INVERBAN INVESTMENTS S.L. (Unipersonal).
November 23rd, 2021
|
/s/
Fernando J. Mantilla
|
|
Attorney-in-fact
|
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I, Fernando J. Mantilla, attorney duly authorized by TENARIS INVESTMENTS
S.À R.L. to sign this statement, certify that the information set forth in this statement is true, complete and correct.
Pursuant
to Rule 13d -1(k)(1), the undersigned joins in the filing of this Amendment No. 6 to Schedule 13D on his own behalf and on behalf of
ROCCA & PARTNERS STICHTING ADMINISTRATIEKANTOOR AANDELEN SAN FAUSTIN, SAN FAUSTIN S.A., TECHINT HOLDINGS S.À R.L., TENARIS
S.A., TECHINT FINANCIAL SERVICES S.L. (Unipersonal) and INVERBAN INVESTMENTS S.L. (Unipersonal).
November 23rd, 2021
|
/s/
Fernando J. Mantilla
|
|
Attorney-in-fact
|
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I, Fernando J. Mantilla, attorney duly authorized by TECHINT FINANCIAL
SERVICES S.L. (Unipersonal) to sign this statement, certify that the information set forth in this statement is true, complete and correct.
Pursuant
to Rule 13d -1(k)(1), the undersigned joins in the filing of this Amendment No. 6 to Schedule 13D on his own behalf and on behalf of
ROCCA & PARTNERS STICHTING ADMINISTRATIEKANTOOR AANDELEN SAN FAUSTIN, SAN FAUSTIN S.A., TECHINT HOLDINGS S.À R.L., TENARIS
S.A., TENARIS INVESTMENTS S.À R.L. and INVERBAN INVESTMENTS S.L. (Unipersonal).
November 23rd, 2021
|
/s/
Fernando J. Mantilla
|
|
Attorney-in-fact
|
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I, Fernando J. Mantilla, attorney duly authorized by INVERBAN INVESTMENTS
S.L. (Unipersonal) to sign this statement, certify that the information set forth in this statement is true, complete and correct.
Pursuant
to Rule 13d -1(k)(1), the undersigned joins in the filing of this Amendment No. 6 to Schedule 13D on his own behalf and on behalf of
ROCCA & PARTNERS STICHTING ADMINISTRATIEKANTOOR AANDELEN SAN FAUSTIN, SAN FAUSTIN S.A., TECHINT HOLDINGS S.À R.L., TENARIS
S.A., TENARIS INVESTMENTS S.À R.L. and TECHINT FINANCIAL SERVICES S.L. (Unipersonal).
November 23rd, 2021
|
|
|
/s/
Fernando J. Mantilla
|
|
Attorney-in-fact
|
Exhibit
A
POWER
OF ATTORNEY
The
undersigned, J. de Jong, Director of Zenco Management B.V., sole Director of ROCCA & PARTNERS STICHTING ADMINISTRATIEKANTOOR AANDELEN
SAN FAUSTIN, a private foundation (Stichting) organized under the laws of the Netherlands, hereby constitutes and appoints Fernando
J. Mantilla, Mario O. Lalla and Michele Zerbi, each of them acting severally, as attorneys or attorney of the undersigned, to sign
on its behalf a Statement on Schedule 13G or 13D relating to the Common Stock of TERNIUM S.A., including any agreements attached as exhibits
thereto, and to sign any or all amendments to such Statement, and to file the same, with all exhibits thereto, and other documents in
connection therewith, with the Securities and Exchange Commission of the United States of America, granting unto said attorneys or attorney,
and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about
the premises, hereby ratifying and confirming all that said attorneys or attorney may lawfully do or cause to be done by virtue hereof.
By:
|
/s/
J. de Jong
|
|
|
(on
behalf of Zenco Management B.V.)
|
|
Dated:
June 23rd, 2020.
Exhibit
B
[LETTERHEAD
OF SAN FAUSTIN S.A.]
POWER
OF ATTORNEY
The
undersigned, Alain Renard and Michele Zerbi, Attorneys-in-fact of SAN FAUSTIN S.A., a company organized under the laws of the Grand Duchy
of Luxembourg, hereby constitutes and appoints Fernando J. Mantilla, Mario O. Lalla and Michele Zerbi, each of them acting severally,
as attorneys or attorney of the undersigned, to sign on its behalf a Statement on Schedule 13G or 13D relating to the Common Stock of
TERNIUM S.A., including any agreements attached as exhibits thereto, and to sign any or all amendments to such Statement, and to file
the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission of the
United States of America, granting unto said attorneys or attorney, and each of them, full power and authority to do and perform each
and every act and thing requisite and necessary to be done in and about the premises, hereby ratifying and confirming all that said attorneys
or attorney may lawfully do or cause to be done by virtue hereof.
By:
/s/
Alain Renard
|
|
/s/
Michele Zerbi
|
Attorney-in-fact
|
|
Attorney-in-fact
|
Dated:
June 22nd, 2020.
Exhibit
C
[LETTERHEAD
OF TECHINT HOLDINGS S.ÀR.L.]
POWER
OF ATTORNEY
The
undersigned, Alain Renard and Michele Zerbi, Directors (“gérants”) of TECHINT HOLDINGS S.À R.L., a company
organized under the laws of the Grand Duchy of Luxembourg, hereby constitutes and appoints Fernando J. Mantilla, Mario O. Lalla and
Michele Zerbi, each of them acting severally, as attorneys or attorney of the undersigned, to sign on its behalf a Statement on Schedule
13G or 13D relating to the Common Stock of TERNIUM S.A., including any agreements attached as exhibits thereto, and to sign any or all
amendments to such Statement, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the
Securities and Exchange Commission of the United States of America, granting unto said attorneys or attorney, and each of them, full
power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, hereby
ratifying and confirming all that said attorneys or attorney may lawfully do or cause to be done by virtue hereof.
By:
/s/
Alain Renard
|
|
/s/
Michele Zerbi
|
Director
|
|
Director
|
Dated:
June 22nd, 2020.
Exhibit
D
[LETTERHEAD
OF TENARIS S.A.]
POWER
OF ATTORNEY
The
undersigned, Stefano Bassi and Javier Cayzac, attorneys-in-fact of Tenaris S.A., a company organized under the laws of the Grand Duchy
of Luxembourg, hereby constitutes and appoints Fernando J. Mantilla, Mario O. Lalla and Michele Zerbi, as attorneys or attorney
of the undersigned, to sign on its behalf a Statement on Schedule 13G or 13D relating to the Common Stock of TERNIUM S.A., including
any agreements attached as exhibits thereto, and to sign any or all amendments to such Statement, and to file the same, with all exhibits
thereto, and other documents in connection therewith, with the Securities and Exchange Commission of the United States of America, granting
unto said attorneys or attorney, and each of them, full power and authority to do and perform each and every act and thing requisite
and necessary to be done in and about the premises, hereby ratifying and confirming all that said attorneys or attorney may lawfully
do or cause to be done by virtue hereof.
/s/
Stefano Bassi
|
|
/s/
Javier Cayzac
|
Attorney-in-fact
|
|
Attorneys-in-fact
|
Dated:
June 22nd, 2020.
Exhibit
E
[LETTERHEAD
OF TENARIS INVESTMENTS S.ÀR.L.]
POWER
OF ATTORNEY
The
undersigned, Stefano Bassi and Javier Cayzac as attorneys-in-fact of Tenaris Investments S.àr.l., a company organized under the
laws of the Grand Duchy of Luxembourg, hereby constitutes and appoints Fernando J. Mantilla, Mario O. Lalla and Michele Zerbi,
as attorneys or attorney of the undersigned, to sign on its behalf a Statement on Schedule 13G or 13D relating to the Common Stock of
TERNIUM S.A., including any agreements attached as exhibits thereto, and to sign any or all amendments to such Statement, and to file
the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission of the
United States of America, granting unto said attorneys or attorney, and each of them, full power and authority to do and perform each
and every act and thing requisite and necessary to be done in and about the premises, hereby ratifying and confirming all that said attorneys
or attorney may lawfully do or cause to be done by virtue hereof.
By:
/s/
Stefano Bassi
|
|
/s/
Javier Cayzac
|
Attorney-in-fact
|
|
Attorney-in-fact
|
Dated:
June 22nd, 2020.
EXHIBIT
F
[LETTERHEAD
OF TECHINT FINANCIAL SERVICES S.L. (Unipersonal)]
POWER
OF ATTORNEY
The
undersigned, Andrés Jesús David Echegaray and Rosana Marcela Garoby, Attorneys-in-fact of Techint Financial Services S.L.
(Sociedad Unipersonal), a company organized under the laws of Spain, hereby constitutes and appoints Fernando J. Mantilla, Mario O.
Lalla and Michele Zerbi, each of them acting severally, as attorneys or attorney of the undersigned, to sign on its behalf a Statement
on Schedule 13G or 13D relating to the Common Stock of TERNIUM S.A., including any agreements attached as exhibits thereto, and to sign
any or all amendments to such Statement, and to file the same, with all exhibits thereto, and other documents in connection therewith,
with the Securities and Exchange Commission of the United States of America, granting unto said attorneys or attorney, and each of them,
full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises,
hereby ratifying and confirming all that said attorneys or attorney may lawfully do or cause to be done by virtue hereof.
By:
/s/
Andrés Jesús David Echegaray
|
|
/s/
Rosana Marcela Garoby
|
Attorney-in-fact
|
|
Attorney-in-fact
|
Dated:
June 22nd, 2020.
EXHIBIT
G
[LETTERHEAD
OF INVERBAN INVESTMENTS S.L. (Unipersonal)]
POWER
OF ATTORNEY
The
undersigned Andrés Jesús David Echegaray and Rosana Marcela Garoby, Attorneys-in-fact of Inverban Investments S.L. (Sociedad
Unipersonal), a company organized under the laws of Spain, hereby constitutes and appoints Fernando J. Mantilla, Mario O. Lalla and
Michele Zerbi, each of them acting severally, as attorneys or attorney of the undersigned, to sign on its behalf a Statement on Schedule
13G or 13D relating to the Common Stock of TERNIUM S.A., including any agreements attached as exhibits thereto, and to sign any or all
amendments to such Statement, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the
Securities and Exchange Commission of the United States of America, granting unto said attorneys or attorney, and each of them, full
power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, hereby
ratifying and confirming all that said attorneys or attorney may lawfully do or cause to be done by virtue hereof.
By:
/s/
Andres Jesús David Echegaray
|
|
/s/
Rosana Marcela Garoby
|
Attorney-in-fact
|
|
Attorney-in-fact
|
Dated:
June 22nd, 2020
Page 31 of 31