Form 6-K

FORM 6 - K

SECURITIES AND EXCHANGE
COMMISSION Washington, D.C. 20549

Report of Foreign Private Issuer Pursuant to Rule 13a - 16 or 15d - 16 of the Securities Exchange Act of 1934

As of February 24, 2003

TENARIS, S.A.
(Translation of Registrant’s name into English)

TENARIS, S.A.
23 Avenue Monterey
2086 Luxembourg
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover
Form 20-F or 40-F.

Form 20-F |X| Form 40-F |_|

     Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12G3-2(b) under the Securities Exchange Act of 1934.

Yes |_| No |X|

If “Yes” is marked, indicate below the file number assigned to the registrant in connection
with Rule 12g3-2(b): 82-            .

 

   

 


 

The attached material is being furnished to the Securities and Exchange Commission pursuant to Rule 13a-16 and Form 6 -K under the Securities Exchange Act of 1934, as amended. This report contains Tenaris’s press release announcing its plan for the acquisition of remaining minority interests in Siderca.

SIGNATURE

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.

Date: February 24, 2003

Tenaris, S.A.

By: /s/ Cecilia Bilesio

Cecilia Bilesio
Corporate Secretary

 

   

 


 

Exhibit 99

Exhibit 99

Tenaris Announces Plan for the Acquisition of Remaining Minority Interests in Siderca

Luxembourg, February 21, 2003. Tenaris S.A. (NYSE, Buenos Aires and Mexico: TS; MTA Italy: TEN), announced today that it plans to acquire any remaining minority interests in Siderca S.A.I.C. (Siderca) and to cause the delisting of Siderca (BASE: ERCA) and the termination of its ADR facility. Tenaris currently holds, directly or indirectly, 99.1% of the shares and ADSs of Siderca.

Subject to the approval of the Argentine securities regulator, Tenaris intends to exercise its right under Argentine law unilaterally to acquire for cash all the outstanding shares and ADSs of Siderca not held by Tenaris or its affiliates. Under the terms of the proposed compulsory acquisition, Tenaris would pay a price of:

six Argentine pesos (ARP6.00) per Siderca share; and

sixty Argentine pesos (ARP60.00) per Siderca ADS.

The compulsory acquisition of Siderca shares and ADSs is expected to be approved by the Argentine securities regulator within 30 days and the cash price is expected to be made available to investors within five business days after the approval is obtained. Tenaris will not consummate the compulsory acquisition of Siderca shares and ADSs until it obtains the approval of the Argentine securities regulators. Further details about the terms and conditions of this proposed transaction will be provided as soon as practicable after obtaining the required approval.

This communication does not constitute an offer or solicitation for the sale, purchase or acquisition of securities in any jurisdiction.

Tenaris is a leading global manufacturer of seamless steel pipe products and provider of pipe handling, stocking and distribution services to the oil and gas, energy and mechanical industries and a leading regional supplier of welded steel pipes for gas pipelines in South America. Organized in Luxembourg,it has pipe manufacturing facilities in Argentina, Brazil, Canada, Italy, Japan, Mexico and Venezuela and a network of customer service centers present in over 20 countries worldwide.