H1 2013 INTERIM REPORT with lines for website
.pdfwell as for commissioning key projects. Project delivery is closely monitored against project plans resulting in high level action to manage project investment both for timely delivery and for planned project expenditure.
Human Resources
EVRAZ management and employees represent a key resource and are critical to the delivery of the Company’s objectives. The principal related risk is the quality and availability of critical operational and business skills. Associated risks involve selection, recruitment, training and retention of employees and qualified executives. Succession planning is a key feature of EVRAZ’s human resources management. However, in certain regions and for particular business units where there is a general skill scarcity, succession planning cannot anticipate all management risks. The scarcity of experienced and skilled mining professionals is a particular risk. The Russian exposure is especially accentuated in the remoteness and in the harsh seasonal climatic conditions of certain of the Company’s mining operations.
Generally, union relations are largely stable; a costly stoppage that EVRAZ experienced in South
Africa in 2012 related rather to local conditions than to EVRAZ’s industrial relations activity.
EVRAZ seeks to meet its leadership and skill needs through retention of its employees, internal promotion, structured professional internal mentoring and external development programmes.
Potential Actions by Governments
EVRAZ operates in a number of countries and there is a risk that governments or government agencies could adopt new laws, regulations or other requirements which could have an adverse impact on the Company’s operations and business. Such developments could have the effect of limiting the Company’s ability to obtain financing in international markets.
EVRAZ and its executive teams are members of various national industry bodies and, as a result, contribute to the thinking of such bodies and, when appropriate, participate in relevant discussions with political and regulatory authorities.
Business interruption
EVRAZ’s mining, smelting, and refining operations are subject to a number of operational risks which could cause prolonged shut-downs or production delays. Any such event could have a material adverse effect on the Company’s operating performance, production, financial condition and future prospects. In addition, long term business interruption may result in loss of customers, competitive advantage being compromised and damage to the Company’s reputation. To mitigate such risks the Company has defined and established business continuity plans, procedures and protocols. The Company carries certain business interruption insurance, except for particular mining events. These plans, procedures and protocols are subject to regular review and audit of their appropriateness and effectiveness.
Treasury and Taxation
EVRAZ, as with many other large and multi-national corporates, faces various treasury and taxation risks including liquidity, credit access, currency fluctuations, and interest rate and tax compliance risks. EVRAZ employs skilled specialists, both internal and external, to manage and mitigate such risks and the management of such risks is embedded in the established management internal controls. Oversight of the key risks is reported within the monthly Board reports and by the review of compliance with such internal controls by an independent internal audit function, which reports to the Audit Committee as a whole and individually to Audit Committee members and senior executive management by way of monthly internal audit reports.
EVRAZ’s ability to incur debt is limited mainly to refinancing due to its existing Eurobond covenants. While EVRAZ has a total funding cap, the flexibility built into the Company’s capital and maintenance expenditure permits EVRAZ to maintain its liquidity availability at a low level of cash generation. EVRAZ’s corporate finance team and the directors regularly and pro-actively review all funding requirements and exposures.
31
STATEMENT OF DIRECTORS’ RESPONSIBILITIES
The Directors confirm that to the best of our knowledge this consolidated interim financial information has been prepared in accordance with lAS 34 as adopted by the European Union and that the interim management report includes a fair review of the information required by DTR 4.2.7 and DTR 4.2.8, namely:
An indication of important events that have occurred during the first six months and their impact on the consolidated interim financial information, and a description of the principal risks and uncertainties for the remaining six months of the financial year; and material related party transactions in the first six months and any material changes in the related-party transactions described in the last Annual Report.
By order of the Board |
|
Alexander Frolov |
Giacomo Baizini |
Chief Executive Officer |
Chief Financial Officer |
28 August 2013 |
|
32
Appendix 1
EBITDA
EBITDA represents profit from operations plus depreciation, depletion and amortisation, impairment of assets, loss (gain) on disposal of property, plant and equipment, and foreign exchange loss (gain). EVRAZ presents an EBITDA because it considers EBITDA to be an important supplemental measure of its operating performance and believes that EBITDA is frequently used by securities analysts, investors and other interested parties in the evaluation of companies in the same industry. EBITDA is not a measure of financial performance under IFRS and it should not be considered as an alternative to net profit as a measure of operating performance or to cash flows from operating activities as a measure of liquidity. EVRAZ’s calculation of EBITDA may be different from the calculation used by other companies and therefore comparability may be limited. EBITDA has limitations as an analytical tool and potential investors should not consider it in isolation, or as a substitute for an analysis of our operating results as reported under IFRS. Some of these limitations include:
EBITDA does not reflect the impact of financing or financing costs on EVRAZ’s operating performance, which can be significant and could further increase if EVRAZ were to incur more debt.
EBITDA does not reflect the impact of income taxes on EVRAZ’s operating performance.
EBITDA does not reflect the impact of depreciation and amortisation on EVRAZ’s operating performance. The assets of EVRAZ’s businesses which are being depreciated and/or amortised will have to be replaced in the future and such depreciation and amortisation expense may approximate the cost of replacement of these assets in the future. EBITDA, due to the exclusion of these costs, does not reflect EVRAZ’s future cash requirements for these replacements. EBITDA also does not reflect the impact of a loss on disposal of property, plant and equipment.
Reconciliation of profit (loss) from operations to EBITDA is as follows:
|
Six months ended 30 June |
|
|||
|
2013 |
|
|
2012 |
|
|
(US$ million) |
|
|
||
|
|
|
|
|
|
Consolidated EBITDA reconciliation |
|
|
|
|
|
|
|
|
|
|
|
Profit from operations |
183 |
|
|
439 |
|
|
|
|
|
|
|
Add: |
|
|
|
|
|
|
|
|
|
|
|
Depreciation, depletion and amortisation |
562 |
|
|
668 |
|
|
|
|
|
|
|
Impairment of assets |
7 |
|
|
80 |
|
|
|
|
|
|
|
Loss on disposal of property, plant & equipment |
10 |
|
|
25 |
|
|
|
|
|
|
|
Foreign exchange loss/(gain) |
177 |
|
|
(28) |
|
|
|
|
|
|
|
Consolidated EBITDA |
939 |
|
|
1,184 |
|
|
|
|
|
|
|
Steel segment EBITDA reconciliation |
|
|
|
|
|
|
|
|
|
|
|
Profit from operations |
356 |
|
|
393 |
|
|
|
|
|
|
|
Add: |
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortisation |
277 |
|
|
257 |
|
Impairment of assets |
(32) |
|
|
64 |
|
Loss on disposal of property, plant & equipment |
8 |
|
|
17 |
|
Foreign exchange loss/(gain) |
42 |
|
|
(25) |
|
|
|
|
|
|
|
Steel segment EBITDA |
651 |
|
|
706 |
|
33 |
|
|
|
|
|
|
Six months ended 30 June |
|
|||
|
2013 |
|
|
2012 |
|
|
(US$ million) |
|
|
||
|
|
|
|
|
|
Mining segment EBITDA reconciliation |
|
|
|
|
|
|
|
|
|
|
|
Profit from operations |
72 |
|
|
74 |
|
|
|
|
|
|
|
Add: |
|
|
|
|
|
Depreciation, depletion and amortisation |
257 |
|
|
364 |
|
|
|
|
|
|
|
Impairment of assets |
39 |
|
|
15 |
|
|
|
|
|
|
|
Loss on disposal of property, plant & equipment |
2 |
|
|
8 |
|
Foreign exchange loss/(gain) |
(16) |
|
|
(42) |
|
|
|
|
|
|
|
Mining segment EBITDA |
354 |
|
|
419 |
|
|
|
|
|
|
|
Vanadium segment EBITDA reconciliation |
|
|
|
|
|
(Loss)/profit from operations |
27 |
|
|
(19) |
|
|
|
|
|
|
|
Add: |
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortisation |
7 |
|
|
23 |
|
Vanadium segment EBITDA |
34 |
|
|
4 |
|
|
|
|
|
|
|
Other operations EBITDA reconciliation |
|
|
|
|
|
|
|
|
|
|
|
Profit from operations |
45 |
|
|
71 |
|
Add: |
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortisation |
17 |
|
|
21 |
|
|
|
|
|
|
|
Impairment of assets |
0 |
|
|
1 |
|
Gain on disposal of property, plant & equipment |
(1) |
|
|
0 |
|
Foreign exchange (gain)/loss |
0 |
|
|
1 |
|
|
|
|
|
|
|
Other operations EBITDA |
61 |
|
|
94 |
|
Unallocated EBITDA reconciliation |
|
|
|
|
|
Loss from operations |
(256) |
|
|
(130) |
|
|
|
|
|
|
|
Add: |
|
|
|
|
|
Depreciation and amortisation |
4 |
|
|
3 |
|
|
|
|
|
|
|
Loss on disposal of property, plant & equipment |
1 |
|
|
0 |
|
|
|
|
|
|
|
Foreign exchange (gain)/loss |
151 |
|
|
38 |
|
Unallocated EBITDA |
(100) |
|
|
(89) |
|
|
|
|
|
|
|
Intersegment eliminations |
|
|
|
|
|
|
|
|
|
|
|
Eliminations of intersegment EBITDA |
(61) |
|
|
50 |
|
Eliminations EBITDA |
(61) |
|
|
50 |
|
Appendix 2
Cash and short-term bank deposits
Cash and short-term bank deposits is not a measure under IFRS and it should not be considered as an alternative to other measures of financial position. EVRAZ’s calculation of Cash and shortterm bank deposits may be different from the calculation used by other companies and therefore comparability may be limited.
|
30 June 2013 |
31 December 2012 |
|
|
|
|
|
|
|
|
(US$ million) |
|
||
|
|
|
|
|
Cash and short-term bank deposits Calculation |
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
1,471 |
1,320 |
|
|
Cash of disposal groups classified as held for sale |
66 |
70 |
|
|
|
|
|
|
|
Short-term bank deposits |
0 |
674 |
|
|
Cash and short-term bank deposits |
1,537 |
2,064 |
|
|
|
|
|
|
|
34 |
|
|
|
|
Appendix 3
Free Cash Flow
Free Cash Flow represents EBITDA, net of non-cash items, less changes in working capital, income tax paid, interest paid and covenant reset charges, conversion premiums, premiums on early repurchase of bonds and realised gain on swaps, interest income and debt issue costs, less capital expenditure, short-term deposits of acquiree (at the date of business combination), purchases of subsidiaries, net of cash acquired, proceeds from sale of disposal groups classified as held for sale, net of transaction costs, plus other cash flows from investing activities. Free Cash Flow is not a measure under IFRS and it should not be considered as an alternative to other measures of financial position. EVRAZ’s calculation of Free Cash Flow may be different from the calculation used by other companies and therefore comparability may be limited.
Free Cash Flow has been calculated as follows:
Free Cash Flow Calculation |
30 June 2013 |
|
|
|
(US$ million) |
|
|
EBITDA (excluding non-cash items) |
904 |
|
|
Changes in working capital |
(150) |
|
|
Income tax paid |
(126) |
|
|
Net cash flows from operating activities |
628 |
|
|
Net interest and similar payments |
(273) |
|
|
Capital expenditure |
(492) |
|
|
Short-term deposits of acquiree (at the date of business combination) |
- |
|
|
Purchases of interest in associates, joint ventures and subsidiaries, net of cash |
|
acquired |
66 |
|
|
Proceeds from sale of disposal groups classified as held for sale, net of |
|
transaction costs |
(1) |
|
|
Other cash flows from investing activities |
(15) |
|
|
Free Cash Flow |
(87) |
|
|
35
Appendix 4
Total Debt
Total Debt represents nominal value of loans and borrowings plus unpaid interest, finance lease liabilities, loans of assets classified as held for sale, the nominal effect of cross-currency swaps on principal of rouble-denominated notes. Total Debt is not a measure under IFRS and it should not be considered as an alternative to other measures of financial position. EVRAZ’s calculation of Total Debt may be different from the calculation used by other companies and therefore comparability may be limited. The current calculation shall not be considered for covenant compliance reasons.
Total Debt has been calculated as follows:
Total Debt Calculation |
30 June 2013 31 December 2012 |
|
|||
|
|
|
|
|
|
|
(US$ million) |
|
|
||
|
|
|
|
|
|
Long-term loans, net of current portion |
6,750 |
|
|
6,373 |
|
|
|
|
|
|
|
Short-term loans and current portion of long-term loans |
1,453 |
|
|
1,783 |
|
|
|
|
|
|
|
Add back: Unamortised debt issue costs |
78 |
|
|
116 |
|
|
|
|
|
|
|
Nominal effect of cross-currency swaps on principal of |
|
|
|
|
|
rouble-denominated notes |
193 |
|
|
76 |
|
|
|
|
|
|
|
Loans of assets classified as held for sale |
120 |
|
|
79 |
|
|
|
|
|
|
|
Finance lease liabilities, including current portion |
12 |
|
|
13 |
|
|
|
|
|
|
|
Total Debt under new methodology |
8,606 |
|
|
8,440 |
|
|
|
|
|
|
|
Nominal effect of cross-currency swaps on principal of |
|
|
|
|
|
rouble-denominated notes |
n/a |
(76) |
|
||
|
|
|
|
||
Unamortised debt issue costs |
n/a |
(116) |
|
||
Total Debt, as previously reported |
n/a |
8,248 |
|
||
|
|
|
|
|
|
36
Appendix 5
Net Debt
Net Debt represents total debt less cash and liquid short-term financial assets, including those related to disposal groups classified as held for sale. Net Debt is not a measure under IFRS and it should not be considered as an alternative to other measures of financial position. EVRAZ’s calculation of Net Debt may be different from the calculation used by other companies and therefore comparability may be limited. The current calculation shall not be considered for covenant compliance reasons.
Net Debt has been calculated as follows:
Net Debt Calculation |
30 June 2013 31 December 2012 |
|
|||
|
|
|
|
|
|
|
(US$ million) |
|
|
||
|
|
|
|
|
|
Total Debt |
8,606 |
|
|
8,440 |
|
|
|
|
|
|
|
Short-term bank deposits |
(0) |
|
|
(674) |
|
|
|
|
|
|
|
Cash and cash equivalents |
(1,471) |
|
|
(1,320) |
|
|
|
|
|
|
|
Cash of assets classified as held for sale |
(66) |
|
|
(70) |
|
|
|
|
|
|
|
Collateral under swaps |
(26) |
|
|
- |
|
|
|
|
|
|
|
Net Debt under new methodology |
7,043 |
|
|
6,376 |
|
|
|
|
|
||
Liabilities/(assets) under swaps |
n/a |
(76) |
|
||
|
|
|
|
||
Unamortised debt issue costs |
n/a |
(116) |
|
||
|
|
|
|
||
Net Debt, as previously reported |
n/a |
6,184 |
|
||
|
|
|
|
|
|
37
EVRAZ plc
Unaudited Interim Condensed
Consolidated Financial Statements
Six-month period ended 30 June 2013
38
EVRAZ plc
Unaudited Interim Condensed Consolidated Financial Statements
Six-month period ended 30 June 2013
Contents
Report on Review of Interim Condensed Consolidated Financial Statements |
|
Unaudited Interim Condensed Consolidated Financial Statements |
|
Unaudited Interim Condensed Consolidated Statement of Operations ................................................... |
41 |
Unaudited Interim Condensed Consolidated Statement of Comprehensive Income ............................... |
42 |
Unaudited Interim Condensed Consolidated Statement of Financial Position ......................................... |
43 |
Unaudited Interim Condensed Consolidated Statement of Cash Flows .................................................. |
44 |
Unaudited Interim Condensed Consolidated Statement of Changes in Equity ........................................ |
46 |
Selected Notes to the Unaudited Interim Condensed Consolidated Financial Statements ..................... |
48 |
39
Independent Review Report to EVRAZ plc
Introduction
We have been engaged by EVRAZ plc (the Company) to review the condensed set of financial statements in the interim report for the six months ended 30 June 2013 which comprises the Interim Condensed Consolidated Statement of Operations, Interim Condensed Consolidated Statement of Comprehensive Income, Interim Condensed Consolidated Statement of Financial Position, Interim Condensed Consolidated Statement of Cash Flows, Interim Condensed Consolidated Statement of Changes in Equity and related notes 1 to 15. We have read the other information contained in the Interim report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.
This report is made solely to the Company in accordance with guidance contained in International Standard on Review Engagements 2410 (UK and Ireland) ‘Review of Interim Financial Information Performed by the Independent Auditor of the Entity’ issued by the Auditing Practices Board. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company, for our work, for this report, or for the conclusions we have formed.
Directors’ responsibilities
The interim financial report is the responsibility of, and has been approved by, the Directors. The Directors are responsible for preparing the interim report in accordance with the Disclosure and Transparency Rules of the United Kingdom’s Financial Conduct Authority. As disclosed in note 2, the annual financial statements of the Group are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of financial statements included in this interim financial report has been prepared in accordance with International Accounting Standard 34, ‘Interim Financial Reporting’, as adopted by the European Union.
Our responsibility
Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the interim financial report based on our review.
Scope of review
We conducted our review in accordance with International Standard on Review Engagements 2410 (UK and Ireland), ‘Review of Interim Financial Information Performed by the Independent Auditor of the Entity’ issued by the Auditing Practices Board for use in the United Kingdom.
A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the interim report for the six months ended 30 June 2013 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom’s Financial Conduct Authority.
Ernst & Young LLP
London
28 August 2013
The maintenance and integrity of the EVRAZ plc web site is the responsibility of the directors; the work carried out by the auditors does not involve consideration of these matters and, accordingly, the auditors accept no responsibility for any changes that may have occurred to the financial information since it was initially presented on the web site.
Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
40