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NWR Nine Months 2012 Results

14 Nov 2012 07:00

RNS Number : 0474R
New World Resources Plc
14 November 2012
 

Amsterdam, 14 November 2012

New World Resources

Unaudited interim results for the first nine months of 2012

 

New World Resources Plc ('NWR' or the 'Company') today announces its financial results for the nine-month period ended 30 September 2012.

9M 2012 Highlights

§ Revenues of EUR 1,013 million, down 18%

§ Mining unit costs of EUR 79/t, down 2%

§ EBITDA of EUR 227 million, down 39%

§ Net profit of EUR 47 million

§ Earnings per A share of EUR 0.17

§ Net debt of EUR 481 million

§ Coal production of 8.6Mt, and external sales of 7.2Mt

§ External sales mix of 53% coking coal, and 47% thermal coal

§ Coke production of 525kt, and external sales of 432kt

§ LTIFR[1] at 7.48, an improvement of 6%

FY 2012 Outlook

§ Coal and coke production targets of 11.0-11.1Mt and 700kt, respectively

§ Coal and coke external sales targets of 10.2-10.3Mt and 600kt respectively

§ External coal sales expected to be split evenly between coking and thermal coal

§ Q4 coking coal and coke prices agreed at EUR 102/t and EUR 264/t respectively

§ Expected flat mining unit costs year-on-year at constant FX

§ Expected CAPEX of EUR 210-220 million

 

Marek Jelinek, Executive Director and CFO commented on the results: "Trading conditions remained challenging in the third quarter. In an environment where coking coal prices are 30 per cent down year-on-year, our focus will remain on cost containment and watchful management of capital spending in order to ensure we are well positioned for the future.

On the operational side, we are pleased to report an improvement in our already strong safety performance. Despite this overall safety improvement, we have lost four of our colleagues at work this year, which is a reminder of the hazardous conditions in which we operate and we continue to drive forward initiatives to reach our goal of zero fatalities.

Market conditions continue to be difficult. Although steel production in Central and Eastern Europe remains relatively resilient, demand for steel products has deteriorated, particularly in the car industry in Western Europe. This has forced some steel mills and foundries in our core markets to continue operating at reduced levels.

The weakness in the steel industry is having a knock-on effect on steelmaking input raw materials including coking coal. These weak market conditions have been reflected in our pricing for the final quarter of 2012. For the fourth quarter we settled our blended coking coal contracts at EUR 102/t, 20 per cent down on the previous quarter, and our average coke price at EUR 264/t down 8 per cent on the third quarter.

Looking ahead, despite some positive signs, we expect the situation in Europe to remain volatile next year and we therefore remain vigilant and are preparing a series of further efficiency measures at our current operations. Primarily, we plan to enhance our cost containment efforts in 2013 and our sustaining CAPEX will be optimised through a mixture of prudent cuts and deferrals.

In terms of our development projects, the review of the Polish Debiensko Mine is still underway to provide the Board with updated data on which it will base its decision about the future of the project early next year. On the Czech side of the border, the Karvina Mine expansion is progressing as planned.

Longer-term, we remain confident in the resilience of our business, which is underpinned by significant long-standing customer relationships, in a region with the highest proportion of industrial employment in Europe. Although economic growth in key emerging markets such as China or India has moderated, they remain robust as these countries progress with continuing investment in urbanisation, which underpins an improving sentiment towards raw materials for steel production in general."

 

Selected consolidated financial and operational data

(EUR m, unless otherwise stated)

9M 2012

9M 2011

Chg

Revenues

1,013

1,241

(18%)

EBITDA

227

369

(39%)

Operating profit

97

235

(59%)

Profit for the period

47

121

(61%)

Basic earnings per A share (EUR)

0.17

0.45

(62%)

Total assets

2,373

2,289

4%

Cash and cash equivalents

444

445

0%

Net debt

481

400

20%

Net working capital

133

130

2%

Net cash flow from operations

106

210

(49%)

CAPEX

165

156

6%

Total headcount incl. contractors

17,786

18,031

(1%)

LTIFR

7.48

8.00

(6%)

 

NWR's Revenues were EUR 1,013 million in 9M 2012, EUR 228 million lower than in 9M 2011 mainly due to lower coking coal prices. The lower volume of external coal sales was almost fully offset by an improved coal mix (a greater proportion of higher margin coking coal in the sales mix.)

Lower costs and an increase in the level of inventories in 9M 2012 partially offset the impact of lower coking coal and coke prices on EBITDA of EUR 227 million in 9M 2012, a EUR 142 million decrease compared to 9M 2011. Depreciation and amortisation charges remained flat in CZK terms year-on-year and Operating profit for the period was EUR 97 million.

Net financial expenses decreased due to a lower net foreign exchange loss, and a higher net profit on derivatives revaluation compared to 9M 2011. The profit before tax was EUR 68 million, EUR 98 million below 9M 2011.

The Company's effective tax rate was 30% after 9M 2012 and NWR's consolidated after-tax profit for the period was EUR 47 million, down EUR 74 million versus 9M 2011. The Basic earnings per A share for the nine-month period ended 30 September 2012 were EUR 0.17.

Operating cash flow before working capital changes was EUR 223 million, EUR 125 million lower than in 9M 2011, mainly reflecting lower revenues. Changes in working capital were negative EUR 43 million primarily due to an increase in inventories of thermal coal. As such Operating cash flow before interest and taxes was EUR 180 million. Net operating cash flow after interest (EUR 32 million) and income tax (EUR 42 million) for 9M 2012 was EUR 106 million, EUR 104 million lower than in 9M 2011.

NWR's capital expenditure in 9M 2012 was EUR 165 million. This included maintenance CAPEX for both mining and coking segments, mining equipment renewal, vertical and horizontal mine development, safety and expenditure of EUR 5 million on the Debiensko project. No further CAPEX is planned for Debiensko for the rest of 2012 due to the project's ongoing review. For the full year 2012 we continue to expect to allocate EUR 210-220 million on capital expenditures.

During 9M 2012, the Company paid out the final dividend for 2011 of EUR 19 million and 2012 interim dividend of EUR 16 million to its A shareholders and in line with the payment schedule repaid EUR 7 million of the ECA loan. Cash and cash equivalents were at EUR 444 million as at 30 September 2012 including EUR 100 million of proceeds from the RCF loan.

As at 30 September 2012, the Company's Net debt stood at EUR 481 million. NWR has no significant debt maturities until 2015. We continue to monitor the markets closely so that we are able to take advantage of opportunities either to raise new financing or to refinance outstanding debt or portions thereof as they arise.

Coal segment

9M 2012

9M 2011

 Chg

Ex-FX

P&L (EUR m)

Revenues

916

1,143

(20%)

(18%)

EBITDA

228

382

(40%)

(41%)

Operating profit

103

255

(59%)

(62%)

Costs (EUR/t)

Mining unit costs[2]

79

81

(2%)

1%

Production & Sales (kt)

Coal production

8,608

8,641

0%

Sales to coke segment

395

417

(5%)

External sales

7,208

8,013

(10%)

Coking coal

3,835

3,541

8%

Thermal coal

3,373

4,472

(25%)

Period end inventory

1,314

457

188%

Average realised prices[3] (EUR/t)

Coking coal

131

181

(28%)

(26%)

Thermal coal

73

66

11%

12%

 

Total coal production in 9M 2012 was flat year-on-year, and external coal sales volumes were 10% lower due to lower sales volumes of thermal coal. External coking coal sales volumes increased 8% year-on-year. Total revenues for the coal segment decreased by 20%, mainly due to lower coking coal prices and lower thermal coal volumes.

External coking coal sales in 9M 2012 comprised approximately 47% mid-volatility hard coking coal, 46% semi-soft coking coal, and 7% PCI coking coal. Thermal coal sales mix in the period was approximately 80% thermal coal and 20% middlings.

Mining unit costs remained flat in CZK terms in the first nine months of 2012 compared to 9M 2011 in line with the Company's guidance. All main cost categories remained well under control.

The coal segment generated EBITDA of EUR 228 million, a decrease of 40% compared to 9M 2011 due to lower revenues.

Coal segment outlook

As previously announced, the average agreed price of coking coal for delivery in the fourth calendar quarter of 2012 is EUR 102 per tonne, a 20% decrease compared to the third quarter realised price. This average price is based on the expectation that coking coal sales in Q4 2012 will be split approximately 47% mid-volatility hard coking coal, 45% semi-soft coking coal and 8% PCI coking coal. The average price agreed for thermal coal sales for the 2012 calendar year is EUR 74 per tonne, an 11% increase compared to the 2011 average realised price. This average price is based on an expected FY 2012 mix of 80% thermal coal and 20% middlings.

NWR expects production of between 11.0Mt and 11.1Mt of coal and external sales of between 10.2Mt and 10.3Mt of coal in FY 2012. The external coal sales split is expected to be approximately 50% coking coal and 50% thermal coal in FY 2012. NWR expects year-end coal inventories of 600-700kt.

NWR continues to expect its mining unit costs to remain broadly flat in FY 2012 in CZK terms.

 

Coke segment

9M 2012

9M 2011

 Chg

Ex-FX

P&L (EUR m)

Revenues

154

185

(17%)

(16%)

EBITDA

7

8

(16%)

(49%)

Operating profit

2

1

64%

(208%)

Costs

Conversion unit costs[4] (EUR/t)

64

62

3%

7%

Coal purchase charges[5] (EUR m)

97

144

(33%)

Production & Sales (kt)

Coke production

525

584

(10%)

Coke sales

432

430

0%

Period end inventory

193

126

53%

Average realised prices[6] (EUR/t)

Coke

299

370

(19%)

(19%)

 

Revenues for the coke segment decreased by 17% due to lower coke prices in 9M 2012. Coke sales in 9M 2012 were approximately 66% foundry coke, 17% blast furnace coke, and 17% other types.

Coke conversion unit costs increased by 7% on a constant currency basis as a result of 10% lower production. Together with the lower cost of inputted coal, both internal and external, the impact of lower revenues on the operating result was muted and the segment's 9M 2012 EBITDA remained at a similar level to 9M 2011.

Coke segment outlook

As previously announced, the average price of coke agreed for delivery in the fourth calendar quarter of 2012 is EUR 264 per tonne, an 8% decrease compared to the third quarter realised price. This average price is based on the expectation of Q4 2012 sales of approximately 73% foundry coke, 9% blast furnace coke and 18% other types.

NWR continues to expect to produce 700kt and sell 600kt of coke in FY 2012.

Coke unit conversion costs on a constant currency basis are expected to increase in line with the expected decrease in production in FY 2012.

 

9M 2012 earnings call

NWR's management will host an analyst and investor conference call on 14 November 2012 at 10:00 GMT (11:00 CET) to discuss the financial results for the period.

The presentation will be also made available via a live video webcast on www.newworldresources.eu and the webcast will be then archived on the Company's website.

Dial in details:

UK & the rest of Europe +44 (0) 20 7136 2054

US +1 212 444 0896

Czech Republic (Toll free) 800 701 231

Poland (Toll free) 00 800 121 4330

The Netherlands +31 (0) 20 713 2789

Access Code 8843127

A replay of the conference call will be available for one week by dialling:

+44 (0) 20 7111 1244 (Access code: 8843127)

For further information:

Investor Relations Corporate Communications

Tel: +31 20 570 2244 Tel: +31 20 570 2229

Email: ir@nwrgroup.eu Email: pr@nwrgroup.eu

 

Website: www.newworldresources.eu

About NWR:

New World Resources Plc is one of Central Europe's leading hard coal and coke producers. NWR produces quality coking and thermal coal for the steel and energy sectors in Central Europe through its subsidiary OKD, the largest hard coal mining company in the Czech Republic. NWR's coke subsidiary OKK, is Europe's largest producer of foundry coke. NWR currently has several development projects in Poland and the Czech Republic, which form part of NWR's regional growth strategy. NWR is a FTSE 250 company, with listings in London, Prague and Warsaw.

 

Disclaimer and cautionary note on forward looking statements and notes on certain other matters

Certain statements in this document are not historical facts and are or are deemed to be "forward-looking". The Company's prospects, plans, financial position and business strategy, and statements pertaining to the capital resources, future expenditure for development projects and results of operations, may constitute forward-looking statements. In addition, forward-looking statements generally can be identified by the use of forward-looking terminology including, but not limited to; "may", "expect", "intend", "estimate", "anticipate", "plan", "foresee", "will", "could", "may", "might", "believe" or "continue" or the negatives of these terms or variations of them or similar terminology. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, it can give no assurance that these expectations will prove to have been correct. These forward-looking statements involve a number of risks, uncertainties and other facts that may cause actual results to be materially different from those expressed or implied in these forward-looking statements because they relate to events and depend on circumstances that may or may not occur in the future and may be beyond NWR's ability to control or predict. Forward-looking statements are not guarantees of future performances.

Factors, risks and uncertainties that could cause actual outcomes and results to be materially different from those projected include, but are not limited to, the following: risks relating to changes in political, economic and social conditions in the Czech Republic, Poland and the CEE region; future prices and demand for the Company's products, and demand for the Company's customers' products; coal mine reserves; remaining life of the Company's mines; coal production; trends in the coal industry and domestic and international coal market conditions; risks in coal mining operations; future expansion plans and capital expenditures; the Company's relationship with, and conditions affecting, the Company's customers; competition; railroad and other transportation performance and costs; availability of specialist and qualified workers; and weather conditions or catastrophic damage; risks relating to Czech or Polish law, regulations and taxation, including laws, regulations, decrees and decisions governing the coal mining industry, the environment and currency and exchange controls relating to Czech and Polish entities and their official interpretation by governmental and other regulatory bodies and by the courts; and risks relating to global economic conditions and the global economic environment. Additional risk factors are as described in the Company's annual report.

Forward-looking statements are made only as of the date of this document. The Company expressly disclaims any obligation or undertaking to release, publicly or otherwise, any updates or revisions to any forward-looking statement contained in this document to reflect any change in its expectations or any change in events, conditions, assumptions or circumstances on which any such statement is based unless so required by applicable law.

 

Condensed consolidated interim financial informationfor the nine-month periodended 30 September 2012

 

New World Resources Plc

Consolidated income statement

Nine-month period ended

30 September

Three-month period ended

30 September

EUR thousand

2012

2011

2012

2011

Revenues

1,012,755

1,240,894

318,715

400,904

Change in inventories of finished goods and work-in-progress

71,200

42,221

26,028

22,550

Consumption of material and energy

(284,231)

(307,976)

(93,986)

(104,402)

Service expenses

(274,967)

(291,448)

(89,393)

(94,414)

Personnel expenses

(277,292)

(291,262)

(89,783)

(98,497)

Depreciation and amortisation

(129,972)

(132,273)

(43,724)

(43,747)

Net gain from material sold

6,483

5,397

1,458

1,946

Gain from sale of property, plant and equipment

59

(1,330)

8

(1,371)

Other operating income

2,933

1,679

575

573

Other operating expenses

(30,075)

(30,516)

(4,490)

(9,231)

Operating income

96,893

235,386

25,408

74,311

Financial income

33,403

17,191

15,370

2,511

Financial expense

(62,794)

(86,978)

(21,652)

(31,709)

Profit before tax

67,502

165,599

19,126

45,113

Income tax expense

(20,134)

(44,576)

(6,281)

(11,058)

Profit for the period

47,368

121,023

12,845

34,055

Attributable to:

Non-controlling interests

109

1,125

29

132

SHAREHOLDERS OF THE COMPANY

47,259

119,898

12,816

33,923

EARNINGS PER SHARE (EUR)

A share

Basic earnings

0.17

0.45

0.05

0.12

Diluted earnings

0.17

0.44

0.05

0.12

B share

Basic earnings

267.60

256.50

69.40

109.70

Diluted earnings

267.60

256.50

69.40

109.70

All activities were with respect to continuing operations.

The notes on pages 16 to 34 are an integral part of this condensed consolidated financial information.

New World Resources Plc

Consolidated statement of comprehensive income

Nine-month period ended

30 September

Three-month period ended 30 September

EUR thousand

2012

2011

2012

2011

Profit for the period

47,368

121,023

12,845

34,055

Other comprehensive income

Foreign currency translation differences

25,974

19,231

19,025

(20,821)

Derivatives - change in fair value

1,364

(9,683)

2,726

(10,713)

Derivatives - transferred to profit and loss

7,673

(5,998)

461

(3,174)

Income tax relating to components of other comprehensive income

107

1,320

(839)

460

Total other comprehensive income for the period, net of tax

35,118

4,870

21,373

(34,248)

Total comprehensive income for the period

82,486

125,893

34,218

(193)

Attributable to:

Non-controlling interests

186

849

75

51

SHAREHOLDERS OF THE COMPANY

82,300

125,044

34,143

(244)

The notes on pages 16 to 34 are an integral part of this condensed consolidated financial information.

 

New World Resources Plc

Consolidated statement of financial position

30 September

31 December

30 September

EUR thousand

2012

2011

2011

ASSETS

Property, plant and equipment

1,413,865

1,354,356

1,297,702

Mining licences

145,135

148,196

156,500

Accounts receivable

9,567

10,217

9,735

Deferred tax

10,158

9,630

10,700

Restricted deposits

16,722

12,506

15,702

Derivatives

35

15

20

TOTAL NON-CURRENT ASSETS

1,595,482

1,534,920

1,490,359

Inventories

166,510

93,089

113,965

Accounts receivable and prepayments

166,884

202,501

232,921

Derivatives

349

-

283

Income tax receivable

5

169

112

Cash and cash equivalents

443,566

536,910

445,316

Restricted cash

-

6,465

6,465

TOTAL CURRENT ASSETS

777,314

839,134

799,062

TOTAL ASSETS

2,372,796

2,374,054

2,289,421

EQUITY

Share capital

105,863

105,756

105,756

Share premium

2,368

2,368

6,880

Foreign exchange translation reserve

77,114

56,056

96,270

Restricted reserve

132,454

129,136

134,525

Equity-settled share based payments

13,151

14,235

17,017

Hedging reserve

8,497

(2,168)

9,174

Merger reserve

(1,631,161)

(1,631,161)

(1,631,161)

Other distributable reserve

1,684,463

1,692,319

1,692,319

Retained earnings

410,268

384,386

366,710

EQUITY ATRIBUTABLE TO THE SHAREHOLDERS OF THE COMPANY

803,017

750,927

797,490

Non-controlling interests

1,748

1,632

1,735

TOTAL EQUITY

804,765

752,559

799,225

 

New World Resources Plc

Consolidated statement of financial position (continued)

30 September

31 December

30 September

EUR thousand

2012

2011

2011

LIABILITIES

Provisions

175,154

166,756

110,011

Long-term loans

69,357

76,184

83,193

Bonds issued

740,999

738,646

745,702

Employee benefits

90,553

87,912

96,374

Deferred revenue

2,041

2,128

2,263

Deferred tax

115,615

116,715

119,988

Other long-term liabilities

964

466

452

Cash-settled share-based payments

1,315

880

707

Derivatives

11,771

25,332

26,393

TOTAL NON-CURRENT LIABILITIES

1,207,769

1,215,019

1,185,083

Provisions

4,506

9,139

5,015

Accounts payable and accruals

200,605

219,234

216,491

Accrued interest payable on bonds

23,530

8,937

23,806

Derivatives

7,367

28,069

13,501

Income tax payable

10,195

26,881

29,241

Current portion of long-term loans

13,851

13,852

16,724

Short-term loans

100,000

99,695

-

Cash-settled share-based payments

208

669

335

TOTAL CURRENT LIABILITIES

360,262

406,476

305,113

TOTAL LIABILITIES

1,568,031

1,621,495

1,490,196

TOTAL EQUITY AND LIABILITIES

2,372,796

2,374,054

2,289,421

The notes on pages 16 to 34 are an integral part of this condensed consolidated financial information.

 

New World Resources Plc

Consolidated statement of cash flows

Nine-month period ended

30 September

Three-month period ended 30 September

EUR thousand

2012

2011

2012

2011

Cash flows from operating activities

Profit before tax and non-controlling interest

67,502

165,599

19,126

45,113

Adjustments for:

Depreciation and amortisation

129,972

132,273

43,724

43,747

Changes in provisions

(3,721)

576

(10,669)

4,161

(Profit) / loss on disposal of property, plant and equipment

(59)

1,330

(8)

1,371

Interest expense, net

50,762

41,585

16,615

14,183

Change in fair value of derivatives

(25,635)

2,595

(7,731)

9,918

Equity-settled share-based payment transactions

4,161

4,520

1,088

1,782

Operating cash flows before working capital changes

222,982

348,478

62,145

120,275

(Increase) / Decrease in inventories

(73,422)

(57,951)

(27,531)

(29,851)

(Increase) / Decrease in receivables

36,360

(1,792)

8,137

15,715

(Decrease) / Increase in payables and deferred revenue

3,752

12,810

13,549

(5,699)

(Increase) / decrease in restricted cash and restricted deposits

2,668

(10,871)

6,134

2,808

Currency translation and other non-cash movements

(12,429)

1,806

(11,051)

(1,793)

Cash generated from operating activities

179,911

292,480

51,383

101,455

Interest paid

(32,120)

(36,287)

(474)

(1,822)

Corporate income tax paid

(41,560)

(45,868)

(4,525)

(10,195)

Net cash flows from operating activities

106,231

210,325

46,384

89,438

Cash flows from investing activities

Interest received

2,990

8,852

988

3,348

Purchase of land, property, plant and equipment

(165,427)

(155,739)

(42,741)

(50,978)

Proceeds from sale of property, plant and equipment

566

863

6

826

Net cash flows from investing activities

(161,871)

(146,024)

(41,747)

(46,804)

Cash flows from financing activities

Repayments of other long term loans

(7,123)

(7,123)

-

-

Repayments of short-term borrowings

(100,054)

-

-

-

Proceeds from short-term borrowings

100,000

-

-

-

Proceeds from exercise of share options

3

3

3

3

Dividends paid to A shareholders

(34,369)

(100,429)

(15,862)

(42,195)

Dividends paid to B shareholders

-

(40,000)

-

-

Dividends paid to non-controlling interest

(75)

(157)

(34)

(157)

Net cash flows from financing activities

(41,618)

(147,706)

(15,893)

(42,349)

Net effect of currency translation

3,914

(520)

2,973

2,473

Net increase/(decrease) in cash and cash equivalents

(93,344)

(83,925)

(8,283)

2,758

Cash and Cash Equivalents at the beginning of period

536,910

529,241

451,849

442,558

Cash and Cash Equivalents at the end of period

443,566

445,316

443,566

445,316

The notes on pages 16 to 34 are an integral part of this condensed consolidated financial information.

New World Resources Plc
Consolidated statement of changes in equity

EUR thousand
Share capital
Share premium
Foreign exchange translation reserve
Restricted reserve
Equity-settled share based payment
Hedging reserve
Merger reserve
Other distributable reserve
Retained earnings
Shareholders’ equity
Non-controlling interests
Consolidated group total
Balance at 1 January 2012
105,756
2,368
56,056
129,136
14,235
(2,168)
(1,631,161)
1,692,319
384,386
750,927
1,632
752,559
Profit for the period
-
-
-
-
-
-
-
-
47,259
47,259
109
47,368
Total other comprehensive income
-
-
21,058
3,318
-
10,665
-
-
-
35,041
77
35,118
Total comprehensive income for the period
-
-
21,058
3,318
-
10,665
-
-
47,259
82,300
186
82,486
Transaction with owners recorded directly in equity
 
 
 
 
 
 
 
 
 
 
Share options exercised
107
-
-
-
(5,245)
-
-
-
5,141
3
-
3
Share options for A Shares
-
-
-
-
4,161
-
-
-
(5)
4,156
5
4,161
Dividends paid A Shares
-
-
-
-
-
-
-
(7,856)
(26,513)
(34,369)
-
(34,369)
Dividends paid to non-controlling interest
-
-
-
-
-
-
-
-
-
-
(75)
(75)
Total transactions with owners
107
-
-
-
(1,084)
-
-
(7,856)
(21,377)
(30,210)
(70)
(30,280)
Balance at 30 September 2012
105,863
2,368
77,114
132,454
13,151
8,497
(1,631,161)
1,684,463
410,268
803,017
1,748
804,765
 

Balance at 1 January 2011
105,883
66,326
79,343
133,169
17,157
23,322
-
-
384,195
809,395
-
809,395
Profit for the period
-
-
-
-
-
-
-
-
119,898
119,898
1,125
121,023
Total other comprehensive income
-
-
17,533
1,671
-
(14,058)
-
-
-
5,146
(276)
4,870
Total comprehensive income for the period
-
-
17,533
1,671
-
(14,058)
-
-
119,898
125,044
849
125,893
Transaction with owners recorded directly in equity
 
 
 
 
 
 
 
 
 
 
Share options exercised
105
4,512
-
-
(4,614)
-
-
-
-
3
-
3
Share options for A Shares
-
-
-
-
4,508
-
-
-
-
4,508
12
4,520
Dividends paid A Shares
-
-
-
-
-
-
-
(2,498)
(97,931)
(100,429)
-
(100,429)
Dividends paid B Shares
-
-
-
-
-
-
-
-
(40,000)
(40,000)
-
(40,000)
Dividends paid to non-controlling interest
-
-
-
-
-
-
-
-
-
-
(157)
(157)
Reclassification in respect of reorganisation
1,691,650
(66,326)
(3,689)
(4,120)
(569)
(722)
(1,630,472)
-
(9,140)
(23,388)
23,388
-
Reduction in share capital
(1,694,817)
-
-
-
-
-
-
1,694,817
-
-
-
-
Acquisition of non-controlling interests settled by ordinary shares issued
2,935
2,368
3,083
3,805
535
632
(689)
-
9,688
22,357
(22,357)
-
Total transactions with owners
(127)
(59,446)
(606)
(315)
(140)
(90)
(1,631,161)
1,692,319
(137,383)
(136,949)
886
(136,063)
Balance at 30 September 2011
105,756
6,880
96,270
134,525
17,017
9,174
(1,631,161)
1,692,319
366,710
797,490
1,735
799,225
 

 

New World Resources PlcOperating and Financial Reviewfor the nine-month period ended 30 September ('9M') 2012

 

 

Corporate Information

New World Resources Plc ('NWR Plc' or the 'Company') is a public limited liability company with its registered office at One Silk Street, London EC2Y 8HQ, United Kingdom. The Company is the sole producer of hard coal in the Czech Republic and one of the leading hard coal and coke producers in Central Europe. NWR Plc produces coking and thermal coal through its subsidiary OKD, a.s. ('OKD') and coke through its subsidiary OKK Koksovny, a.s. ('OKK'). NWR Plc and its subsidiaries are collectively referred to as 'the Group'.

The Group operates four mines and four coking batteries in the Czech Republic and has several development projects in Poland and the Czech Republic. The Group serves several large Central and Eastern European steel and energy producers, mainly in the Czech Republic, Poland, Austria, Slovakia, Hungary and Germany. Among its key customers are Arcelor Mittal Steel, U.S. Steel, Dalkia, Moravia Steel, voestalpine, Verbund and ČEZ.

The Group's largest source of revenue is the sale of coking coal, which accounted for 50% of total revenues in 9M 2012, followed by the sale of thermal coal (24%) and the sale of coke (13%).

The majority of our coal sales are based on long-term framework agreements. Thermal coal sales are priced on a calendar year basis. All of the Group's coking coal and coke sales are priced quarterly.

Financial Results Overview

Revenues. The Group's revenues decreased by 18% (17% on a constant currency basis), from EUR 1,240,894 thousand in 9M 2011 to EUR 1,012,755 thousand in 9M 2012. This is mainly attributable to decreased revenues from coking coal and coke, driven by lower prices as well as to decreased revenues from thermal coal, driven by lower sales volumes offset in part by higher prices.

Operating expenses. Total operating expenses including depreciation and amortisation, net of other operating income and gain/loss from sale of material and property, plant and equipment, decreased from EUR 1,047,729 thousand to EUR 987,062 thousand or by 6% (3% on a constant currency basis) in 9M 2012 compared to the same period in 2011. This is mainly attributable to the decrease in:

·; prices and volumes of externally purchased coking coal resulting in lower costs of external coking coal used for coke production;

·; number of employees, holiday allowance and bonus accrual resulting in lower personnel expenses; as well as

·; advisory expenses as a result of one-off costs incurred in relation to the reincorporation process in 2011.

 

EBITDA. EBITDA decreased by EUR 142,183 thousand or by 39% (40% on a constant currency basis) from EUR 368,989 thousand in 9M 2011 to EUR 226,806 thousand in 9M 2012. The decrease in revenues of EUR 228,139 thousand was only partly offset by a decrease in total operating expenses, before depreciation and amortisation, gain from sale of PPE and net of changes in inventories, of EUR 85,956 thousand.

Basis of Presentation

General information

The condensed consolidated interim financial information (the 'financial information') presented in this document is prepared for the nine-month period ended 30 September 2012, with the nine-month period ended 30 September 2011 as the comparative period.

The Company was incorporated in the UK on 30 March 2011 as part of a corporate reorganisation process under which, on 6 May 2011, it became the holding company for the business held by New World Resources N.V. ('NWR NV'). In accordance with the requirements of International Financial Reporting Standards as adopted by the European Union ('adopted IFRS'), the Company's consolidated financial results and financial position prior to 6 May 2011 are those of NWR NV.

The financial information includes NWR Plc and its subsidiaries. The Company's significant subsidiaries as at 30 September 2012 are:

Entity

% Equity

Nature of Activity

New World Resources Plc

New World Resources N.V.

99.8 %

Management services

OKD, a.s.

100.0 %*

Coal mining

OKD, HBZS, a.s.

100.0 %*

Emergency services, waste processing

OKK Koksovny, a.s.

100.0 %*

Coke production

NWR KARBONIA S.A.

100.0 %*

Development coal mining projects (Poland)

NWR Communications, s.r.o.

100.0 %*

Public relations and communication

* representing 100% ownership by NWR NV

The objective of the Company is to act as a holding entity for the Group.

See note 'Changes in the consolidated group' on page 18 of this report for information on the comparative period.

All of the Company's consolidated subsidiaries are incorporated in the Czech Republic, with the exception of NWR KARBONIA S.A. ('NWR Karbonia'), which is incorporated in Poland, and NWR NV, which is incorporated in the Netherlands.

Statement of compliance

The presented financial information is prepared based on the recognition and measurement criteria of adopted IFRS and on the going concern basis that the Directors consider appropriate.

These condensed consolidated interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting. They do not include all of the information required for full annual financial statements and should be read in conjunction with the consolidated financial statements of the Company as at and for the year ended 31 December 2011.

Accounting policies

The financial information has been prepared on the basis of accounting policies and methods of compilation consistent with those applied in the annual consolidated financial statements for the year ended 31 December 2011, which are contained within the 2011 Annual Report and Accounts of the Company, available on the Group's website at www.newworldresources.eu.

There is one new standard (Amendment to IFRS 7 Financial Instruments: Disclosure) relevant for the Group which is effective from 1 January 2012. This amendment affects disclosure and presentation only and as such is not relevant for interim financial statements and has no impact on the Group's financial position or performance.

Basis of preparation

The financial information is prepared on a historical cost basis, except for derivative and certain other financial instruments, which are stated at fair value. It is presented in Euro (EUR) and is rounded to the nearest thousand. Financial information of operations with functional currency other than EUR was translated to the Group presentation currency (EUR).

EUR is the functional currency of the Company and NWR NV, Polish Zloty (PLN) is the functional currency of NWR Karbonia and Czech Koruna (CZK) is the functional currency of all the remaining consolidated companies in the Group.

The preparation of financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates. In preparing these condensed consolidated interim financial statements, the significant judgements made by the management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those applied to the consolidated financial statements of the Company for the year ended 31 December 2011.

Changes in the consolidated group

The changes listed below include all changes in the consolidated group for the period from 1 January 2011 to 30 September 2012.

New subsidiary

A new 100% subsidiary of NWR NV, NWR Communications, s.r.o. was established on 6 June 2011 to perform public relations and corporate communications activities.

Reincorporation

The Company was incorporated in the UK on 30 March 2011 as part of a corporate reorganisation process under which it became the holding company for the businesses held by NWR NV.

The reorganisation was undertaken by way of an offer by the Company to the shareholders of NWR NV to exchange shares in the Company for their shares in NWR NV on a one-for-one basis. The condition of the offer relating to acceptances was met on 5 May 2011 (the 'first closing date') and the Company became the new holding company when it issued shares to all accepting shareholders of NWR NV on 6 May 2011. At that date the Company held approximately 97.0% of the A shares of NWR NV and 100% of its B shares. Subsequent closings reduced the number of shares of NWR NV that were not held by the Company to approximately 0.2%, representing a non-controlling interest in NWR NV as at 30 September 2012.

On 9 October 2012, the Company completed the process of a compulsory squeeze-out under which it intended to acquire the remaining shares in NWR NV. Following the judgement of the Enterprise Chamber of the Amsterdam Court of Appeals from 19 June 2012, in which it ordered the holders of the remaining shares in NWR NV to transfer their shares to the Company for a price of EUR 3.96 per share and after the three month appeal period had lapsed, the Company acquired the remaining shares in NWR NV for EUR 2,277 thousand and became the sole shareholder of NWR NV on 9 October 2012. Following completion, NWR NV shares were delisted from the Warsaw Stock Exchange on 19 October 2012, and are no longer listed on any stock exchange.

The reincorporation did not lead to a change in control and did not result in any changes to the day-to-day operations of the Group.

Non-IFRS Measures

The Company defines EBITDA as net profit before non-controlling interests, income tax, net financial costs, depreciation and amortisation, impairment of property, plant and equipment ('PPE') and gains/losses from the sale of PPE. While the amounts included in EBITDA are derived from the Group's financial information, it is not a financial measure determined in accordance with adopted IFRS. Accordingly, EBITDA should not be considered as an alternative to net income or operating income as a sole indication of the Group's performance or as an alternative to cash flows as a measure of the Group's liquidity. The Company currently uses EBITDA in its business operations to, among others, evaluate the performance of its operations, develop budgets, and measure its performance against those budgets. The Company considers EBITDA a useful tool to assist in evaluating performance because it excludes interest, taxes and any non-cash charges.

The Company defines net debt as total debt less cash and cash equivalents. Total debt includes issued bonds, long-term and short-term interest‑bearing loans and borrowings. Total debt is defined as gross amount of debt less related expenses. Interest‑bearing loans, bond issues, and borrowings are measured at amortised cost.

Exchange Rates

(EUR/CZK)

9M 2012

9M 2011

y/y %

Average exchange rate

25.143

24.362

3%

End of period exchange rate

25.141

24.754

2%

The Czech Koruna depreciated (based on the average exchange rate) by 3% between 9M 2012 and the same period of 2011.

Throughout this presentation of the operating results, the financial results and performance compared to the prior period, both in absolute and percentage terms, are expressed in Euros. The Company may also, where deemed relevant, present variances in terms of constant foreign exchange rates, marked 'ex-FX', which exclude the estimated effect of currency translation differences and are non-IFRS financial measures. The financial information could differ considerably if the financial information was presented in CZK.

Financial Performance

Revenues

Revenues of the Group decreased by 18% to EUR 1,012,755 thousand in 9M 2012 compared to the same period in 2011.

(EUR thousand)

9M 2012

9M 2011 adjusted[7]

9M 2011

y-y

y/y %

ex-FX

External coking coal sales (EXW)*

504,238

642,443

602,833

(138,205)

(22%)

(20%)

External thermal coal sales (EXW)*

245,490

293,481

333,091

(47,991)

(16%)

(15%)

External coke sales (EXW)*

128,900

159,001

159,001

(30,101)

(19%)

(19%)

Coal and coke transport

97,146

98,771

98,771

(1,625)

(2%)

(0%)

Sale of coal and coke by-products

27,883

27,280

27,280

603

2%

5%

Other revenues

9,098

19,918

19,918

(10,820)

(54%)

(53%)

Total revenues

1,012,755

1,240,894

1,240,894

(228,139)

(18%)

(17%)

*For the purpose of this analysis, where the Group sells products on an EXW or similar basis, the notional transport element is shown separately in order to separate the impact of changing transport costs from changes in the underlying achieved price for the products sold.

The decrease in total revenues mainly reflects lower revenues from sales of both coking and thermal coal as well as coke. The decrease in coking coal and coke revenues is attributable mainly to lower realised prices, in line with lower prices for steel making materials globally, as well as in our region (see table below), partly offset by higher coking coal sales volumes. The decrease in thermal coal revenues is attributable to a decrease in sales volumes, partly offset by higher realised prices. The decrease in other revenues is attributable to the negative impact of derivatives used to hedge the currency risk relating to sales denominated in currencies other than CZK.

Average realised sales prices

(EUR per tonne)

9M 2012

9M 2011 adjusted1

9M 2011

y-y

y/y %

ex-FX

Coking coal (EXW)

131

181

187

(50)

(28%)

(26%)

Thermal coal (EXW)

73

66

70

7

11%

12%

Coke (EXW)

299

370

370

(71)

(19%)

(19%)

Total production of coal in 9M 2012 remained almost flat compared to production volume in the same period of 2011. Coal volumes sold to third parties were lower by 10% as a result of lower thermal coal sales in 9M 2012 partly offset by higher coking coal sales.

Consequently, coal inventories increased by 1,005kt in 9M 2012 compared to an increase of 196kt in the same period in 2011.

Coal performance indicators

(kt)

9M 2012

9M 2011 adjusted[8]

9M 2011

y-y

y/y %

Coal production

8,608

8,641

8,641

(33)

(0%)

External coal sales

7,208

8,013

8,013

(805)

(10%)

Coking coal

3,835

3,541

3,232

294

8%

Thermal coal

3,373

4,472

4,781

(1,099)

(25%)

Internal coal sales to OKK

395

417

417

(22)

(5%)

Period end inventory*

1,314

457

457

857

188%

* Inventory consists of coal available for immediate sale and coal that has to be converted from raw coal. Opening and closing inventory balances do not always reconcile due to various factors such as production losses. This balance excludes coking coal inventory held by OKK that will be used for coke production and amounted to 10kt (2011: 7kt).

Coke production decreased by 10% in 9M 2012 compared to the same period in 2011, with coke sales almost flat year-on-year.

Coke inventories increased by 31kt in 9M 2012 compared to an increase of 76kt in the same period in 2011.

Coke performance indicators (kt)

9M 2012

9M 2011

y-y

y/y %

Coke production

525

584

(59)

(10%)

Coke sales

432

430

2

0%

Internal consumption

62

78

(16)

(21%)

Period end inventory

193

126

67

53%

 

 

 

Operating Expenses

Total operating expenses, net of other operating income and gain/loss from sale of material and property, plant and equipment ('PPE'), decreased by 6% (3% on a constant currency basis) in 9M 2012 compared to the same period in 2011.

(EUR thousand)

9M 2012

9M 2011

y-y

y/y %

ex-FX

Consumption of material and energy

284,231

307,976

(23,745)

(8%)

(5%)

Service expenses

274,967

291,448

(16,481)

(6%)

(3%)

Personnel expenses

277,292

291,262

(13,970)

(5%)

(2%)

Depreciation and amortisation

129,972

132,273

(2,301)

(2%)

1%

Net gain from material sold

(6,483)

(5,397)

(1,086)

20%

24%

(Gain)/loss from sale of PPE

(59)

1,330

(1,389)

(104%)

(105%)

Other operating income

(2,933)

(1,679)

(1,254)

75%

80%

Other operating expenses

30,075

30,516

(441)

(1%)

1%

Total operating expenses

987,062

1,047,729

(60,667)

(6%)

(3%)

Consumption of Material and Energy

(EUR thousand)

9M 2012

9M 2011

y-y

y/y %

ex-FX

Mining material

106,391

110,151

(3,760)

(3%)

(1%)

Spare parts

38,808

43,684

(4,876)

(11%)

(9%)

Energy for coal mining

79,231

78,575

656

1%

4%

Energy for coking

5,396

6,035

(639)

(11%)

(8%)

Other consumption of material and energy

14,526

13,239

1,287

10%

13%

Sub-total

244,352

251,684

(7,332)

(3%)

(0%)

External coal consumption for coking

39,879

56,292

(16,413)

(29%)

(28%)

Total consumption of material and energy

284,231

307,976

(23,745)

(8%)

(5%)

The costs associated with the consumption of externally purchased coal for the need of the coking operations decreased due to lower prices of coking coal and lower consumed volumes.

Consumption of material and energy, excluding external coal consumption, remained flat on an ex-FX basis. The decrease in the consumption of mining material and spare parts is mainly due to decrease in development works, to some extent offset by higher costs per longwall due to more demanding geological conditions of mining at greater depth.

Service Expenses

(EUR thousand)

9M 2012

9M 2011

y-y

y/y %

ex-FX

Transport costs

101,889

100,976

913

1%

2%

Contractors

72,173

76,477

(4,304)

(6%)

(3%)

Maintenance

33,597

38,254

(4,657)

(12%)

(10%)

Sidings and stock movements

23,164

22,469

695

3%

6%

Advisory expenses incl. audit

5,532

13,364

(7,832)

(59%)

(58%)

Other service expenses

38,612

39,908

(1,296)

(3%)

(0%)

Total service expenses

274,967

291,448

(16,481)

(6%)

(3%)

The reduction in advisory expenses is attributable to one-off expenses incurred during 9M 2011 related to the reincorporation process.

The decrease in maintenance costs is attributable to lower planned maintenance works year-on-year.

The decrease in contractors' costs is the result of a 4% decrease in the number of shifts, partly offset by a 2% increase in unit costs per shift ex-FX. Contractors headcount decreased by 2% when compared to the previous period.

9M 2012

9M 2011

y-y

y/y %

Contractors headcount (average)

3,697

3,754

(57)

(2%)

Personnel Expenses

(EUR thousand)

9M 2012

9M 2011

y-y

y/y %

ex-FX

Personnel expenses

271,780

285,319

(13,539)

(5%)

(2%)

Share-based payments

5,130

6,662

(1,532)

(23%)

(22%)

Employee benefit provision

382

(719)

1,101

-

-

Total personnel expenses

277,292

291,262

(13,970)

(5%)

(2%)

Total personnel expenses decreased by 2% compared to 9M 2011 on a constant currency basis, mainly as a result ofa 1% headcount decrease, and lower accrual for bonuses and other allowances.

9M 2012

9M 2011

y-y

y/y %

Employees headcount (average)

14,089

14,277

(188)

(1%)

- of which Coal segment

13,330

13,514

(184)

(1%)

- of which Coke segment

732

740

(8)

(1%)

Contractors headcount (average)

3,697

3,754

(57)

(2%)

Total headcount (average)

17,786

18,031

(245)

(1%)

In 9M 2012, the average number of employees including contractors decreased by 1% compared to the same period in 2011.

Other Operating Income and Expenses

(EUR thousand)

9M 2012

9M 2011

y-y

y/y %

ex-FX

Other operating income

(2,933)

(1,679)

(1,254)

75%

80%

Other operating expenses

30,075

30,516

(441)

(1%)

1%

Net other operating expense

27,142

28,837

(1,695)

(6%)

(3%)

Other operating income and expenses is composed of insurance costs, donations, various taxes and fees, provisions for mining damages and indemnity and their release and other expenses. Since the amounts within the other operating income are relatively low, they are sensitive to one‑time effects and seasonal fluctuations.

EBITDA

(EUR thousand)

9M 2012

9M 2011

y-y

y/y %

ex-FX

EBITDA

226,806

368,989

(142,183)

(39%)

(40%)

The Group's EBITDA for 9M 2012 decreased by 39% compared to the same period in 2011 mainly as a result of lower revenues from both coking and thermal coal as well as from coke.

 

 

 

As EBITDA is a non-IFRS measure, the following table provides a reconciliation of EBITDA to IFRS line items of the income statement.

(EUR thousand)

9M 2012

9M 2011

Net profit after tax

47,368

121,023

Income tax

20,134

44,576

Net financial expenses

29,391

69,787

Depreciation and amortisation

129,972

132,273

(Gain)/loss from sale of PPE

(59)

1,330

EBITDA

226,806

368,989

Depreciation and amortisation

(EUR thousand)

9M 2012

9M 2011

y-y

y/y %

ex-FX

Depreciation and amortisation

129,972

132,273

(2,301)

(2%)

1%

As the functional currency of the main operating subsidiaries OKD and OKK is CZK, most of the depreciation cost is recorded in this currency. Excluding the impact of changes in the exchange rate, depreciation increased by 1% in 9M 2012compared to the same period in 2011.

Financial Income and Expense

(EUR thousand)

9M 2012

9M 2011

y-y

y/y %

Financial income

(33,403)

(17,191)

(16,212)

94%

Financial expense

62,794

86,978

(24,184)

(28%)

Net financial expense

29,391

69,787

(40,396)

(58%)

The decrease in net financial expense of 58% in 9M 2012 compared to 9M 2011 is mainly attributable to a decrease in net foreign exchange loss by EUR 17,753 thousand, and to an increase of EUR 25,980 thousand in net profit on revaluation of derivatives for which hedge accounting is not applied.

Profit before Tax

Profit before tax in 9M 2012 was EUR 67,502 thousand, a decrease of EUR 98,097 thousand compared to a profit of EUR 165,599 thousand for the same period in 2011.

Income Tax

The Group recorded a net income tax expense of EUR 20,134 thousand in 9M 2012, compared to a net income tax expense of EUR 44,576 thousand in 9M 2011. The effective tax rate is 30% in 9M 2012 compared to 27% in the same period in 2011.

Profit for the Period

Profit in 9M 2012 was EUR 47,368 thousand, which represents a decrease of EUR 73,655 thousand compared to the profit of EUR 121,023 thousand for the same period of 2011.

 

 

 

 

Earnings per Share

(EUR)

9M 2012

9M 2011

A share - basic earnings

0.17

0.45

A share - diluted earnings

0.17

0.44

B share - basic earnings

267.60

256.50

B share - diluted earnings

267.60

256.50

The calculation of earnings per share was based on profit attributable to the shareholders of the Company and a weighted average number of shares outstanding during the nine-month period ended 30 September:

(EUR thousand)

9M 2012

9M 2011

Profit for the period

47,259

119,898

Profit attributable to A shares

44,583

117,333

Profit attributable to B shares

2,676

2,565

 

9M 2012

9M 2011

Weighted average number of A shares (basic)

264,401,448

263,489,948

Weighted average number of A shares (diluted)

265,942,676

266,039,573

Weighted average number of B shares (basic)

10,000

10,000

Weighted average number of B shares (diluted)

10,000

10,000

Cash Flow

(EUR thousand)

9M 2012

9M 2011

Net cash flows from operating activities

106,231

210,325

Net cash flows from investing activities

(161,871)

(146,024)

Net cash flows from financing activities

(41,618)

(147,706)

Net effect of currency translation

3,914

(520)

Total increase / (decrease) in cash

(93,344)

(83,925)

Cash Flow from Operating Activities

The Group's primary source of cash is its operating activities. Cash generated  from operating activities, after working capital changes and before interest and tax payments in 9M 2012 was EUR 179,911 thousand, which was EUR 112,569 thousandlower than in the same period in 2011, and is in line with lower EBITDA during the reporting period. 

Cash Flow from Investing Activities

Capital expenditures amounted to EUR 165,427 thousand in 9M 2012, an increase of EUR 9,688 thousand when compared to the same period of 2011. The capital expenditures consist mainly of spending in the Coal segment, including the development of new mining areas. 

Cash Flow from Financing Activities

Cash flow from financing activities consisted of repayment of the ECA loan of EUR 7,123 thousand (the same amount was repaid in the comparative period of 2011) and dividend payment of EUR 34,444 thousand to A shareholders (EUR 100,586 thousand to A shareholders and EUR 40,000 thousand to B shareholders in comparative period of 2011).

 

Liquidity and Capital Resources

The Company is a holding company and relies on dividends or other distributions from subsidiaries, inter-company loans or other capital contributions to fund its liquidity requirements. The liquidity requirements of the Group arise primarily from working capital requirements, interest and principal payments on the bonds, loans and borrowings, dividend payments, the need to fund capital expenditures and, on a selective basis, acquisitions. The dividends, distributions or other payments from subsidiaries are expected to be funded by cash from their operations. The Group continuously reviews its cash flow and operations in order to safeguard the business as a going concern, and believes that the cash generated from its operations and borrowing capacity will be sufficient to meet its principal uses of cash, which includes future planned operating expenditures, anticipated capital expenditures (including acquisitions or mining equipment), scheduled debt and interest payments and distributions. To augment the existing cash and liquidity resources, the Company continues to evaluate a range of transactions including debt financing. The Company may consider, from time to time, to carry out transactions to acquire, repay or discharge its outstanding debt (or portions thereof).

As at 30 September 2012, the Group held cash and cash equivalents of EUR 443,566 thousand and had indebtedness of EUR 924,207 thousand, of which EUR 113,851 thousand is contractually repayable in the next 12 months (EUR 114,246 in nominal values). This results in a net debt position for the Group of EUR 480,641 thousand, 20% higher when compared to EUR 400,303 thousand as at 30 September 2011 and 23% higher when compared to EUR 391,467 thousand as at 31 December 2011.

The Indenture governing the 7.375% Senior Notes (the '7.375% Indenture') and the Indenture governing the 7.875% Senior Notes (the '7.875% Indenture') also impose restrictions on the Company's ability to pay dividends. Generally, the Company may not pay dividends or make other restricted payments, which exceed, in aggregate, 50% of consolidated net income since 1 April 2007 (as such amounts are accrued on a quarterly basis) plus the net proceeds from the primary tranche of the 2008 IPO and certain other adjustments. The purchase price for investments in entities other than majority owned subsidiaries would also constitute restricted payments. The restricted payment basket as defined by the 7.375% Indenture and the 7.875% Indenture amounted to approximately EUR 109,879 thousand as at 30 September 2012.

The Group is also subject to certain covenants under the ECA loan agreement, and the Group was in compliance with these covenants in the reporting period.

Segments and Divisions

NWR's business is organised into three segments; Coal, Coke and Real Estate Division ('RED') segment; for which financial and other performance measures are separately available and regularly evaluated by the Chief Operating Decision Maker ('CODM'). The CODM is the Company's Board of Directors. These operational segments were identified based on the nature, performance and financial effects of key business activities of the Group.

The Group is further organised into two divisions: the Mining Division ('MD') and the Real Estate Division. The Company had A Shares and B Shares outstanding for the presented periods. The A Shares and B Shares are tracking stocks, which are designed to reflect the financial performance and economic value of the MD and RED, respectively. Due to the public listing of the Company's A shares, the Group provides divisional reporting showing separately the performance of the MD and RED. The main rights, obligations and relations between the RED and MD are described in the Divisional Policy Statement, available at Company's website www.newworldresources.eu.

The divisional reporting, as such, is essential for the evaluation of the equity attributable for the listed part of the Group. As the operating segments form part of the divisions, and in order to provide understandable and transparent information, the Company decided to combine the segment and divisional disclosure into one table, with the Coal and Coke segments within the Mining division and the RED segment within Real Estate division. The Company's headquarters is included in the Other information under the Mining division. The accounting principles of this segmental and divisional disclosure are described in NWR's 2011 Annual Report and Accounts.

Business Segments

1 January 2012 - 30 September 2012

Mining division

Real Estate division

Eliminations & adjustments2

Group operations total

(EUR thousand)

Coal segment

Coke segment

Other

Eliminations & adjustments1

Mining division - total

RED segment

Segment revenues

Sales to third parties

858,643

153,916

196

-

1,012,755

-

-

1,012,755

Sales to other segments

57,058

67

954

(58,079)

-

578

(578)

-

Total revenues

915,701

153,983

1,150

(58,079)

1,012,755

578

(578)

1,012,755

Change in inventories of finished goods and work-in-progress

68,601

2,538

-

61

71,200

-

-

71,200

Consumption of material and energy

(231,856)

(108,970)

(47)

56,647

(284,226)

(5)

-

(284,231)

Service expenses

(245,704)

(27,118)

(3,526)

1,395

(274,953)

(14)

-

(274,967)

of which transport costs

(85,211)

(16,678)

-

-

(101,889)

-

-

(101,889)

Personnel expenses

(258,214)

(12,956)

(6,122)

-

(277,292)

-

-

(277,292)

Depreciation and amortisation

(124,841)

(5,059)

(61)

-

(129,961)

(11)

-

(129,972)

Amortisation of rights to use land - divisional adjustment

(336)

(242)

-

-

(578)

-

578

-

Net gain from material sold

6,154

329

-

-

6,483

-

-

6,483

Gain/(loss) from sale of property, plant and equipment

13

10

-

-

23

36

-

59

Other operating income

1,806

303

624

(32)

2,701

232

-

2,933

Other operating expenses

(28,012)

(1,089)

(981)

8

(30,074)

(1)

-

(30,075)

SEGMENT OPERATING INCOME/(LOSS)

103,312

1,729

(8,963)

-

96,078

815

-

96,893

EBITDA

228,476

7,020

(8,902)

-

226,594

790

(578)

226,806

1 Elimination of intercompany transactions within the Mining division (e.g. coal sales, service fees)

2 Elimination of transactions between the divisions (e.g. lease charges, service fees, annual fees for providing real estates)

 

 

 

 

Business Segments

1 January 2012 - 30 September 2012

Mining division

Real Estate division

Eliminations & adjustments2

Group operations total

(EUR thousand)

Coal segment

Coke segment

Other

Eliminations & adjustments1

Mining division - total

RED segment

Financial income

33,331

2,869

(2,797)

33,403

Financial expenses

(65,235)

(356)

2,797

(62,794)

Profit before tax

64,174

3,328

-

67,502

Income tax expense

(19,482)

(652)

-

(20,134)

PROFIT FOR THE PERIOD

44,692

2,676

-

47,368

Attributable to:

Non-controlling interests

109

-

-

109

SHAREHOLDERS OF THE COMPANY

44,583

2,676

-

47,259

Assets and liabilities as at 30 September 2012

Total segment assets

1,886,435

200,613

992,042

(720,790)

2,358,300

28,472

(13,976)

2,372,796

Total segment liabilities

1,086,797

154,056

1,047,465

(720,790)

1,567,528

14,479

(13,976)

1,568,031

Other segment information:

Capital expenditures

160,262

5,165

-

-

165,427

-

-

165,427

Interest income

1,784

4

32,230

(31,163)

2,855

22

-

2,877

Interest income - divisional CAP

-

-

-

-

-

2,748

(2,748)

-

Interest expense

26,909

6,266

48,159

(31,163)

50,171

-

-

50,171

Interest expense - divisional CAP

2,473

275

-

-

2,748

-

(2,748)

-

1 Elimination of intercompany transactions within the Mining division (e.g. coal sales, service fees)

2 Elimination of transactions between the divisions (e.g. lease charges, service fees, annual fees for providing real estates)

 

 

 

 

Business Segments

1 January 2011 - 30 September 2011

Mining division

Real Estate division

Eliminations & adjustments2

Group operations total

(EUR thousand)

Coal segment

Coke segment

Other

Eliminations & adjustments1

Mining division - total

RED segment

Segment revenues

Sales to third parties

1,055,081

185,322

271

-

1,240,674

220

-

1,240,894

Sales to other segments

87,541

57

451

(88,049)

-

596

(596)

-

Total revenues

1,142,622

185,379

722

(88,049)

1,240,674

816

(596)

1,240,894

Change in inventories of finished goods and work-in-progress

22,578

19,241

-

402

42,221

-

-

42,221

Consumption of material and energy

(240,301)

(155,026)

428

86,929

(307,970)

(6)

-

(307,976)

Service expenses

(251,822)

(27,894)

(12,337)

719

(291,334)

(114)

-

(291,448)

of which transport costs

(85,558)

(15,418)

-

-

(100,976)

-

-

(100,976)

Personnel expenses

(269,053)

(13,000)

(9,209)

-

(291,262)

-

-

(291,262)

Depreciation and amortisation

(125,072)

(7,094)

(96)

-

(132,262)

(11)

-

(132,273)

Amortisation of rights to use land - divisional adjustment

(345)

(251)

-

-

(596)

-

596

-

Net gain from material sold

5,151

246

-

-

5,397

-

-

5,397

Gain/(loss) from sale of property, plant and equipment

(1,354)

8

-

-

(1,346)

16

-

(1,330)

Other operating income

1,436

225

30

(14)

1,677

167

(165)

1,679

Other operating expenses

(29,055)

(778)

(861)

13

(30,681)

-

165

(30,516)

SEGMENT OPERATING INCOME/(LOSS)

254,785

1,056

(21,323)

-

234,518

868

-

235,386

EBITDA

381,556

8,393

(21,227)

-

368,722

863

(596)

368,989

1 Elimination of intercompany transactions within the Mining division (e.g. coal sales, service fees)

2 Elimination of transactions between the divisions (e.g. lease charges, service fees, annual fees for providing real estates)

 

 

 

 

 

 

 

 

Business Segments

1 January 2011 - 30 September 2011

Mining division

Real Estate division

Eliminations & adjustments2

Group operations total

(EUR thousand)

Coal segment

Coke segment

Other

Eliminations & adjustments1

Mining division - total

RED segment

Financial income

17,046

2,868

(2,723)

17,191

Financial expenses

(89,137)

(564)

2,723

(86,978)

Profit before tax

162,427

3,172

-

165,599

Income tax expense

(43,969)

(607)

-

(44,576)

PROFIT FOR THE PERIOD

118,458

2,565

-

121,023

Attributable to:

Non-controlling interests

1,125

-

-

1,125

SHAREHOLDERS OF THE COMPANY

117,333

2,565

-

119,898

Assets and liabilities as at 30 September 2011

Total segment assets

1,932,361

218,454

936,634

(806,940)

2,280,509

23,868

(14,956)

2,289,421

Total segment liabilities

1,024,616

153,836

1,118,464

(806,958)

1,489,958

15,194

(14,956)

1,490,196

Other segment information:

Capital expenditures

147,571

8,165

3

-

155,739

-

-

155,739

Interest income

2,053

5

32,108

(29,307)

4,859

85

(31)

4,913

Interest income - divisional CAP

-

-

-

-

-

2,689

(2,689)

-

Interest expense

22,808

5,016

50,174

(29,307)

48,691

31

(31)

48,691

Interest expense - divisional CAP

2,414

275

-

-

2,689

-

(2,689)

-

1 Elimination of intercompany transactions within the Mining division (e.g. coal sales, service fees)

2 Elimination of transactions between the divisions (e.g. lease charges, service fees, annual fees for providing real estates)

Subsequent Events

On 9 October 2012, the Company completed the process of a compulsory squeeze-out under which it acquired the remaining shares in NWR NV. NWR NV paid an interim squeeze-out dividend of EUR 0.01 per share on 5 October 2012. The Company acquired the outstanding shares in NWR NV for EUR 2,277 thousand (EUR 3.93 per share after taking into account the accrued statutory interest and paid dividends) and became the sole shareholder of NWR NV on 9 October 2012. Following the completion, NWR NV shares were delisted from the Warsaw Stock Exchange on 19 October 2012, and are no longer listed on any stock exchange.

Other Commitments

Contingent liabilities

Contingent liabilities include clean-up liabilities related to a decommissioned coking plant owned by OKK, and the Group's involvement in several litigation proceedings. As inherent in such proceedings, outcomes cannot be predicted with certainty and there is a risk of unfavourable outcomes for the Group. The Group disputes all pending and threatened litigation claims of which it is aware and which it considers unjustified. No provision has been set up as at 30 September 2012 for any of the litigation proceedings. At the date of these financial statements, based on advice of counsel, the management of the Group believes that the litigation proceedings have no significant impact on the Group's financial position as at 30 September 2012. A summary of the main litigation proceedings is included in the 2011 Annual Report and Accounts of the Company. There have been no significant developments in any of these matters.

 

The sale and purchase agreement between NWR NV and Dalkia Česká Republika, a.s. provides for put and call options, as well as a pre-emption right of NWR, in respect of the energy assets and businesses transferred to Dalkia or replacing such energy assets or businesses upon the occurrence of certain events. In connection with the sale of NWR Energy, the Group will continue to purchase utilities from NWR Energy and CZECH-KARBON under a long-term agreement, which expires in 2029.

 

In 2009, NWR Karbonia received a claim for damages from Vattenfall Sales Poland Sp. Z o.o. ('VSP') for the amount of PLN 12 million. NWR Karbonia disputed the claim. VSP took this claim to the Regional Court in Bielsko-Biala seeking only PLN 1 million in damages. In December 2010, the Regional Court in Bielsko-Biala dismissed VSP's claim in its entirety, however VSP won an appeal reversing the Regional Court in Bielsko-Biala's decision. In December 2011 VSP was acquired by TAURON Sprzedaz GZE Sp. Z o.o. ('Tauron'). On 23 July 2012, the Regional Court in Katowice ruled and ordered NWR Karbonia to pay PLN 9,213 thousand (approx. EUR 2,195 thousand) including trial costs plus interest to Tauron. NWR Karbonia opposes the ruling and appealed against the verdict. Management is of the opinion that it is more likely than not that the case will not result in charges for the company and that as such no provision has been included as at 30 September 2012.

Contractual obligations

The Group is subject to commitments resulting from its indebtedness. These result mainly from the loans drawn by the Group and Notes issued. The following table includes the contractual obligations resulting from the ECA loan, RCF loan, the 7.375% Senior Notes due 2015 and the 7.875% Senior Notes due 2018 as at 30 September 2012 in nominal values.

(EUR thousand)

1/10/2012 - 30/9/2013

1/10/2013 - 30/9/2015

After 30/9/2015

7.375% Senior Notes due 2015

-

257,565

-

7.875% Senior Notes due 2018

-

-

500,000

ECA loan

14,246

28,493

42,739

RCF loan

100,000

-

-

TOTAL

114,246

286,058

542,739

Interest has to be paid semi-annually on both the 7.375% Senior Notes and the 7.875% Senior Notes.

The interest rate on the ECA loan is fixed for a total period of six months with a payment period of six months. The interest rate is based on EURIBOR plus a fixed margin.

The interest rate on the RCF loan is updated and payable on a monthly basis. The interest rate is based on EURIBOR/PRIBOR plus a fixed margin.

The Group has contractual obligations to acquire property, plant and equipment in the total amount of EUR 112 million, of which EUR 37 million is spread over more than one year.

The Group is also subject to contractual obligations under lease contracts in the total amount of EUR 11 million, of which EUR 2 million are short-term obligations.

 

Certain Relationships and Related Party Transactions

A fuller description of the relationship between the Group, BXR Group Limited (the controlling Shareholder) and entities affiliated to the BXR Group is included on pages 84-88 of the 2011 Annual Report and Accounts of NWR Plc. There have been no substantive changes to the nature, scale or terms of these arrangements during the nine-month period ended 30 September 2012.

 

 

Principal Risks and Uncertainties

It is not anticipated that the nature of the principal risks and uncertainties that affect the NWR Group will change in the last three months of the current financial year. The principal risks and uncertainties are set out on pages 24 to 27 of the 2011 Annual Report and Accounts of NWR Plc.

 

 

Forward Looking Statements

 

Certain statements in this document are not historical facts and are or are deemed to be 'forward-looking'. The Company's prospects, plans, financial position and business strategy, and statements pertaining to the capital resources, future expenditure for development projects and results of operations, may constitute forward-looking statements. In addition, forward-looking statements generally can be identified by the use of forward-looking terminology including, but not limited to; 'may', 'expect', 'intend', 'estimate', 'anticipate', 'plan', 'foresee', 'will', 'could', 'may', 'might', 'believe' or 'continue' or the negatives of these terms or variations of them or similar terminology. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, it can give no assurance that these expectations will prove to have been correct. These forward-looking statements involve a number of risks, uncertainties and other facts that may cause actual results to be materially different from those expressed or implied in these forward-looking statements because they relate to events and depend on circumstances that may or may not occur in the future and may be beyond the Company's ability to control or predict. Forward-looking statements are not guarantees of future performances.

Factors, risk and uncertainties that could cause actual outcomes and results to be materially different from those projected include, but are not limited to, the following: risks relating to changes in political, economic and social conditions in the Czech Republic, Poland and the CEE region; future prices and demand for the Company's products and demand for the Group's customers' products; coal mine reserves; remaining life of the Group's mines; coal production; trends in the coal industry and domestic and international coal market conditions; risks in coal mining operations; future expansion plans and capital expenditures; the Group's relationship with, and conditions affecting, the Group's customers; competition; railroad and other transportation performance and costs; availability of specialist and qualified workers; and weather conditions or catastrophic damage; risks relating to Czech or Polish law, regulations and taxation, including laws, regulations, decrees and decisions governing the coal mining industry, the environment and currency and exchange controls relating to Czech and Polish entities and their official interpretation by governmental and other regulatory bodies and by the courts; and risks relating to global economic conditions and the global economic environment. Additional risk factors are described in the Company's 2011 Annual Report and Accounts.

Forward-looking statements speak only as of the date of this document. The Company expressly disclaims any obligation or undertaking to release, publicly or otherwise, any updates or revisions to any forward-looking statement contained in this report to reflect any change in its expectations or any change in events, conditions, assumptions or circumstances on which any such statement is based unless so required by applicable law.

 

Amsterdam, 13 November 2012

 

Board of Directors

 

Directors' Statement of Responsibility

We confirm that to the best of our knowledge:

·; the condensed set of financial statements has been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the European Union;

·; the nine-month period Operating and Financial Review includes a fair review of the information required by:

(a)

DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication of important events that have occurred during the first nine months of the financial year and their impact on the condensed set of financial statements; and a description of the principal risks and uncertainties for the remaining three months of the year; and

(b)

DTR 4.2.8R of the Disclosure and Transparency Rules, being related party transactions that have taken place in the first nine months of the current financial year and that have materially affected the financial position or performance of the entity during that period; and any changes in the related party transactions described in the last annual report that could do so.

 

 

The Board

 

The Board of Directors that served during all or part of the nine-month period to 30 September 2012 and their respective responsibilities can be found on pages 62 to 67 of the 2011 Annual Report and Accounts of NWR Plc.

 

Mr Gareth Penny was appointed as Chairman-Elect of the Company with effect as of 3 September 2012. As of 1 October 2012, he has replaced Mr Salamon as Executive Chairman of NWR NV and NWR. Mr Penny also serves as a non- executive member of the board of OKD.

 

Approved by the Board and signed on its behalf by

 

 

 

Marek Jelínek

Executive Director and Chief Financial Officer

13 November 2012

 


[1] Lost Time Injury Frequency Rate represents the number of reportable injuries in NWR's operationscausing at least three days of absence per million hours worked including contractors.

[2] Mining costs per tonne reflect the operating costs incurred in mining both coking coal and thermal coal. They exclude transportation costs and D&A.

[3] Final realised prices can be influenced by a range of factors including, but not limited to, exchange rate fluctuations, quality mix, timing of the deliveries and flexible provisions in the individual agreements. Thus the actual realised price for the period may differ from the average agreed prices previously announced. All of the forward-looking price guidance for 2012 is based on an exchange rate of EUR/CZK of 25.00. Prices are expressed as a blended average between the different qualities of coal and are ex-works.

[4] Coke conversion costs per tonne reflect the operating costs incurred in producing all types of coke and exclude the costs of inputted coal, transportation costs, and D&A.

[5] Both internal and third party coal purchases.

[6] Final realised prices can be influenced by a range of factors including, but not limited to, exchange rate fluctuations, quality mix, timing of the deliveries and flexible provisions in the individual agreements. Thus the actual realised price for the period may differ from the average agreed prices previously announced. All of the forward-looking price guidance for 2012 is based on an exchange rate of EUR/CZK of 25.00. Prices are expressed as a blended average between the different types of coke and are ex-works.

[7] As of 1 January 2012, the Company began classifying PCI coking coal as coking coal in line with industry practice, while before 1 January 2012 PCI coking coal was treated as thermal coal. To provide comparable numbers, the 2011 period has been adjusted to reflect the reclassification.

[8] As of 1 January 2012, the Company began classifying PCI coking coal as coking coal in line with industry practice, while before 1 January 2012 PCI coking coal was treated as thermal coal. To provide comparable numbers, the 2011 period has been adjusted to reflect the reclassification.

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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