3.4.1 Listing market
The Company’s shares are part of the deferred settlement section of the Euronext Paris Eurolist (ISIN code: FR0000120354-VK). They are part of the deffered settlement section (SRD).
Vallourec shares form part of the MSCI World Index, Euronext 100, CAC 40 and SBF 120 indices. FTSE classification: engineering and machinery.
3.4.2 Other regulated markets
Not applicable.
In euros 2002 2003 2004 2005 2006 (*)
Number of shares (at 31 December) 9,730,226 9,730,226 9,869,956 10,600,332 53,011,870
Highest price 71.40 66.30 112.10 465.00 232.00
(1,160.00)
Lowest price 43.80 43.45 63.60 99.01 90.96
(454.80)
Average (closing) price for the year 57.99 56.49 81.96 266.78 172.07
(860.35)
Year-end price 55.95 66.00 110.00 465.00 220.30
(1,101.50) Market capitalization (at year-end price) 544,406,145 642,194,916 1,085,695,160 4,929,154,380 11,678,514,961 (*) Division by five of the nominal value of Vallourec shares on 18 July 2006. Prices in brackets recalculated to enable comparisons to be made with earlier years.
Source: Euronext.
VALLOUREC SHARES (ISIN code: FR0000120354)
Volume of transactions
Price (in €) Monthly total Daily average
Highest Lowest Month end Number Capital Number Capital
of shares in € million of shares in € million
October 430.00 347.70 375.00 2,112,681 825.57 100,604 39.31
November 421.00 375.00 405.00 1,134,142 460.64 51,552 20.93
December 465.00 404.50 465.00 1,100,368 483.20 52,398 23.01
2006
January 590.50 454.80 577.00 1,980,538 996.15 90,024 45.28
February 679.00 567.50 656.50 2,009,468 1,235.15 100,473 61.76
March 809.00 650.50 797.00 2,030,063 1,522.45 88,264 66.19
April 1,160.00 796.00 1,030.00 2,145,600 2,114.72 119,200 117.48
May 1,160.00 726.00 978.00 4,307,690 4,026.83 195,804 183.04
June 1,013.50 747.00 940.00 3,242,897 2,831.12 147,404 128.69
Source: Euronext.
VALLOUREC SHARES (ISIN code: FR0000120354)
Division of the nominal value by 5 on 18 July 2006
Volume of transactions
Price (in €) Monthly total Daily average
Highest Lowest Month end Number Capital Number Capital
of shares in € billion of shares in € billion
July 194.80 161.50 170.20 6,255,402 2.49 297,876 0.12
August 179.00 152.10 175.00 13,418,445 2.19 583,411 0.10
September 193.40 163.30 183.90 10,688,265 1.92 508,965 0.09
October 201.70 174.40 195.00 14,860,654 2.79 675,484 0.13
November 209.90 194.10 202.80 11,047,826 2.23 502,174 0.10
December 223.50 197.50 220.30 10,580,542 2.27 556,871 0.12
2007
January 223.50 185.90 198.30 15,533,940 3.13 706,088 0.14
February 203.40 180.50 187.33 15,426,273 2.92 771,314 0.15
March 197.51 161.29 191.58 22,176,620 3.95 1,008,028 0.18
Source: Euronext.
3.4.4 Pledging of shares of the Issuer
None.
The distributable net income is allocated by a General Meeting of shareholders, unless there is a requirement in the by-laws specifying the distribution of a specific dividend.
The Ordinary and Extraordinary Shareholders’ Meeting held on 14 June 1994 introduced the possibility of paying the dividend in shares.
Dividends not claimed in the five-year period from the date of payment are forfeited to the State.
Dividends paid in respect of the previous five financial years were:
In €/share Gross Tax Net
credit* dividend
2001 3.15 1.05 2.10
2002 3.15 1.05 2.10
2003 2.40 0.80 1.60
2004 3.20 None 3.20
2005 11.20 None 11.20
Amounts recalculated to take into account the division by five of the nominal value of Vallourec shares, effective as from 1 July 2006:
In €/share Gross Tax Net
credit* dividend
2001 0.63 0.21 0.42
2002 0.63 0.21 0.42
2003 0.48 0.16 0.32
2004 0.64 None 0.64
2005 2.24 None 2.24
* For those shareholders not benefiting from the 50% tax credit in accordance with the tax regime in force during the years covered by the above table, in 2001 the gross dividend was € 2.42 with a tax credit (15%) of € 0.32, in 2002 the gross dividend was € 2.31 with a tax credit (10%) of € 0.21 and in 2003 the gross dividend was € 1.76 with a tax credit (10%) of € 0.16.
Vallourec dividend policy, as approved by the Supervisory Board at its meeting on 17 April 2003, is, over the long term, to distribute on average 33% of its consolidated net income, Group share.
At the General Meeting held on 6 June 2007 (fourth resolution), shareholders will be asked to approve the payment of a net dividend of € 6 per share, corresponding to a payout ratio of 34.7% in respect of the year ended 31 December 2006 and to an average payout ratio of 30.9% in respect of the last five financial years. After taking into account the interim dividend of € 2 per share paid on 20 October 2006, the balance of € 4 per share will be paid on 4 July 2007.
In addition, an exceptional dividend of € 4 per share will be paid on 4 July 2007.
3.5 Dividends
The Vallourec Group is over 100 years old, some of the companies at the origins of the Group having been formed in the last decade of the 19th century. The Group originated in two areas in France, both with long industrial traditions, and in which the Group still has a significant presence – the French northern region around Valenciennes and Maubeuge and the Burgundy region around Montbard, in Côte-d’Or. Following the formation of VALLOUREC & MANNESMANN TUBES (V & M TUBES) in 1997 (infra, 4.1.0), and the acquisition of V & M do BRASIL in 2000, the Group also has extensive operations in the Düsseldorf area in North Rhineland-Westphalia (Germany) and in the region of Belo Horizonte in the Brazilian State Minas Gerais.
The acquisition at the beginning of July 2002 by V & M TUBES of the seamless steel tubes business of North Star Steel Company, now named V & M STAR, supplemented in 2005 by the acquisition of OMSCO, significantly strengthened the Group presence in the United States.
Although the name Vallourec first appeared in 1930 to designate a company operating tube mills in VALenciennes and Denain, LOUvroil and RECquignies, the present Vallourec Group has other much earlier roots. The Group originated in Société Métallurgique de Montbard formed in 1899 to take over Société Française de Fabrication des Corps Creux, which had been operating a plant in Montbard since 1895. Listed on the Paris Stock Exchange since its formation in 1899, in 1907 it was named Société Métallurgique de Montbard-Aulnoye and in 1937 Louvroil Montbard Aulnoye after the takeover of the company Louvroil et Recquignies, itself a result of the merger between Société Française pour la Fabrication des Tubes à Louvroil, formed in 1890, and Société des Forges de Recquignies, founded in 1907.
In 1947, the name Vallourec was registered as a product name, but it was not until 1957, when the Valenciennes plant was bought from the company Denain Anzin, that Louvroil Montbard Aulnoye adopted the name Vallourec (the company formed under that name in 1930 was renamed Sogestra).
The major events that took place between 1957 and 1996 were:
1967
Contribution by Usinor of the tubes business of Lorraine-Escaut – a company Usinor had just taken over.
1975
Takeover of Compagnie des Tubes de Normandie.
1979
Contribution of the “small welded tubes” business to the company Tubes de la Providence, which took the name of Valexy (Vallourec 64%, Usinor 36%).
1982
Takeover of Entrepose, a 90%-owned subsidiary of Vallourec, by Grands Travaux de Marseille, renamed GTM-Entrepose; Vallourec, with a 41% holding in GTM Entrepose, became its main shareholder.
1985
Contribution to GTS Industries of the “large welded tubes” business.
Withdrawal of Vallourec from the small welded tubes business (Valexy) and large welded tubes business (GTS Industries) in favour of Usinor, with Vallourec concentrating on seamless tube production and downstream processing activities.
Sale of Société Industrielle de Banque (SIB).