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Final Results

29th Apr 2015 07:01

RNS Number : 6473L
Petropavlovsk PLC
29 April 2015
 

 

29 April 2015

 

Annual Results for the Year Ended 31 December 2014 and Production Update for Q1 2015

 

Petropavlovsk PLC ("Petropavlovsk" or the "Company", or together with its subsidiaries the "Group") today issues its audited annual results for the year ended 31 December 2014 (the "Period") and a production update for the period from 1 January to 31 March 2015.

 

Peter Hambro, Chairman of Petropavlovsk, said: "This was a period in which we re-engineered the Group in the light of the lower gold price, and secured the immediate future of the business. Petropavlovsk is now a significantly stronger and more efficient business and well-placed to optimise its returns on its excellent assets.

 

"Since the start of 2014, we have radically reduced the Group's cost base and operating costs, added significant non-refractory reserves and improved resources thanks to our successful exploration programme and transformed the balance sheet with our recent financial restructuring. We have also welcomed the return of Pavel Maslovskiy as Group Chief Executive and he is already having a significant positive impact on the business.

 

"Looking ahead, we are forecasting four years of stable, low-cost production and a balanced programme of further net debt reduction and selected investments to secure attractive returns for our shareholders."

 

2014 Financial Highlights

n A 15% reduction in Total Average Cash Costs per ounce ("TCC/oz") to US$865/oz (2013: US$1,016/oz)

n The Group is disclosing All-In Sustaining Costs ("AISC") and All-In Costs ("AIC") for the first time. In 2014, the Group achieved a 22% reduction in AISC (US$970/oz for 2014 vs. US$1,248/oz for 2013) and a 24% reduction in AIC (US$1,088/oz in 2014 vs. US$1,439/oz in 2013)

n Positive contribution from hedging activities of US$66/oz (2013: US$146/oz) to the average realised gold price of US$1,331/oz (2013: US$1,519/oz)

n A further 17% reduction in central administration costs to US$38.2 million (2013: US$45.8 million)

n A c.60% reduction in total capital expenditure for gold division to US$97 million (US$237 million) in line with guidance

n Underlying EBITDA of US$252 million (2013: US$325 million)

n Adjusted net profit from continuing operations of US$4.4 million, compared with US$(1.5) million loss in 2013

n Reduced net loss of US$348m (2013: US$713m) mainly due to the improvement in operating costs and significant decrease in impairment charges. The loss is substantially attributable to non-cash items such as foreign exchange losses, related deferred tax and losses from discontinued operations (IRC)

n A further decrease in working capital of US$60 million as a result of continued optimisation mainly due to decrease in ore stockpiles and in stores and spares

n Net cash flow from operating activities from continuing operations of US$169 million (2013: US$292 million)

n Net debt as of 31 December 2014 of US$930 million

n Forward contracts to sell 50,000oz of gold at an average price of US$1,310/oz outstanding as at 31 December 2014. In October 2014 the Group acquired 150,000 oz of gold put options with a strike price of US$1,150/oz acquired as part of a downside protection strategy and maturing in the first half of 2015

 

Operational and Exploration Highlights

n Full-year 2014 production delivered: 624,500oz of gold in line with the Company's guidance

n 38% increase in gold production at Albyn - the backbone of the Group's future production expansion

n Significant decrease in mining and processing costs per unit at each of the Group's mines, apart from mining costs at Albyn due to the planned development of the pit

n Successful exploration identified c.1.3Moz of additional non-refractory JORC Ore Reserves, more than offsetting 2014 mine depletion

n At a non-refractory zone, Andreevskaya, high-grade extensions discovered adding c.100,000oz to JORC Mineral Resources at an average grade of c.34g/t suitable for open-pit extraction and processing at the Pioneer resin-in-pulp ("RIP") plant

n An increase at Alexandra and Shirokaya of c.510,000oz of contained gold in the Measured and Indicated Resource categories and c.256,000oz in Probable Ore Reserves

 

Strategic Review Concluded

n Focus on net debt reduction by maximising operating margins and free cash flows

n Conservative borrowing policy with a medium-term Net Debt/EBITDA target of 1.5:1

n Further 10-15% reduction in operating costs in 2015 planned using a systematic analysis of operating processes and capabilities to develop an optimal, sustainable operating model for each mine:

o incorporating standardised operating systems

o implementation of new cost-saving technologies

o optimisation of management efficiency

o optimisation of procurement

o outsourcing

n Optimised capital allocation

 

Corporate Highlights

n Refinancing plan completed on 18 March 2015, consisting of:

o A pre-emptive 157 for 10 Rights Issue at £0.05 per Ordinary Share

o A new, five-year US$100 million convertible bond

n Post-Refinancing net debt reduced down to US$707 million (unaudited) as at 31 March 2015

n The Company signed definitive waiver documentation with its senior lenders for waivers and relaxations of its key financial covenants for the periods from 31 December 2014 to and inclusive of 31 December 2015

n Reduction of the size of the Board of Directors to three executive Directors and four Non-Executive Directors due to the reduced size of the Company's market capitalisation

n In April 2015, a conditional Share Purchase Agreement concluded to sell interest in a non-core high cost alluvial gold deposits company, Joint-stock gold-mining company Koboldo ("Koboldo"), for RUB 942 million (c.US$18.7 million ) plus reimbursement of VAT for the Q4 2014. The production from these assets is not included in the Company's 2015 production target

 

Q1 2015 Highlights

n Gold production of 112,800oz, 29% lower than in the comparative period (Q1 2014: 159,100oz), due to a scheduled 28% decrease in average grades while mine sites focused on stripping high-grade areas for mining in H2

n Gold sales of 110,600oz, 31% lower than in the comparative period (Q1 2014: 161,200oz)

n Average realised gold sales price of US$1,217/oz, 13% lower than in the comparative period (2014: US$1,403/oz), including a US$5/oz negative contribution from the protective hedging position of the Group

n Further non-refractory satellite deposit - Afanasevskaya - confirmed. C.15km away from Albyn plant; initial exploration has yielded very promising results

n Estimated consolidated net debt as at 31 March 2015 of US$707 million (unaudited), US$223 million lower than 31 December 2014, in line with the Group's previous guidance and reflecting the Group's continued focus on cost reduction and operational efficiency

 

Gold production '000oz

Q1 2015

Q1 2014

Pioneer

43.9

65.4

Malomir

16.5

30.5

Pokrovskiy

12.8

14.2

Albyn

39.6

49.0

TOTAL

112.8

159.1

 

2015 Outlook

n 9-10% year-on-year increase in production target to 680,000-700,000oz of gold for 2015, principally reflecting the inclusion of higher-grade material from newly-identified Reserves into the mining schedule

n 1H 2015 production of c.250,000-255,000oz as stripping works to access high-grade material at Andreevskaya at Pioneer, Magnetitovoye at Malomir and Unglichkan at Albyn are scheduled for the first half of the year and high-grade processing for the second

n A further, significant, year-on-year reduction in total capital expenditure for gold projects in 2015 to an estimated US$35 million (US$24 million exploration programme and US$11 million development and maintenance)

n Forward-sales contracts for a total of 26,600oz at an average gold price of US$1,311/oz and 77,000oz options with the strike price US$1,150/oz were outstanding as at 31 March 2015

n The Group expects a significant decrease in its total average cash costs of production in 2015 to lower than US$700/oz due to its cost cutting programme, devaluation of the Rouble and processing higher grade ore

n In line with the Group's strategy of debt reduction, net debt is expected to decrease below US$600 million by the end of 2015 assuming an average gold price of US$1,200/oz for the rest of 2015

 

2016-2019 Outlook

n Guidance maintained for average yearly production at the rate of c.600,000oz from non-refractory ores, using existing processing facilities and from existing JORC Reserves and Resources, at an average TCC/oz of less than US$700/oz at current exchange rates. The ongoing exploration programme is expected to improve the base-case production schedule

n Annual maintenance capex of c.US$10 million and exploration expenditure of approximately US$35 million in the years 2016 and 2017

n The preliminary estimates of Pioneer's underground mining potential indicate an increase in total Pioneer RIP production to c.500,000oz per year

n The development of higher-grade, non-refractory satellite deposits at Albyn mine (mainly Afanasevskaya and Unglichikan) to increase production from the Albyn RIP plant

n A significant uplift in current c.2.3Moz JORC Resources estimate at Elginskoye deposit is expected to enlarge the mineral base for the Albyn RIP plant

n Annual review of the pressure oxidation (POX) project, taking into account viability of finance and prevailing market conditions. Capital expenditure for the finalisation of construction of the POX plant is currently estimated at c.US$140 million due to the depreciation of the Rouble

 

Financial Results 2014 Summary

 

 

2014

2013

US$ million

US$ million

Continuing operations

Total attributable gold production ('000oz)

624.5

741.2

Gold sold ('000oz)

617.2

736.3

Group revenue

865.0

1,199.8

Average realised gold price (US$/oz)

1,331

1,519

Average LBMA gold price afternoon fixing (US$/oz)

1,266

1,411

Total average cash costs for hard-rock mines (US$/oz) (a)

860

976

Total average cash costs (US$/oz) (a)

865

1,016

All-in sustaining costs (b)

970

1,248

Underlying EBITDA(c)

251.8

324.6

Adjusted profit/ (loss) (d)

4.4

(1.5)

Total loss for the period

(347.7)

(713.2)

From continuing operations

(182.2)

(513.8)

From discontinued operations

(165.5)

(199.4)

Basic loss per share

(US$1.33)

(US$3.11)

From continuing operations

(US$0.94)

(US$2.59)

From discontinued operations

(US$0.39)

(US$0.52)

Net cash from operating activities

133.2

281.6

From continuing operations

168.8

292.1

From discontinued operations

(35.6)

(10.5)

 

Notes:

Figures may be rounded.

(a) Calculation of total cash costs is set out in Chief Financial Officer's statement.

(b) All-in sustaining cash costs include both operating and capital costs required to sustain gold production on an ongoing basis. All-in costs are comprised of all-in sustaining costs as well as capital expenditures for major growth projects or enhancement capital for significant improvements at existing operations. All-in sustaining costs and all-in costs are calculated in accordance with guidelines for reporting all-in sustaining costs and all-in costs published by the World Gold Council in June 2013. Calculation of all-in sustaining costs and all-in costs is set out in Chief Financial Officer's statement.

(c) Reconciliation of loss for the period and underlying EBITDA is set out in note 35 to the consolidated financial statements.

(d) Adjusted profit/ (loss) is a profit/(loss) from continuing operations excluding the effect of certain non-cash and one-off items which management believes are not reflective of the Group's underlying performance for the reporting period, such as impact of foreign exchange gains and losses, related effect on deferred taxation, impairment charges, gains and losses related to disposals and other one-off transactions. Calculation of adjusted profit/(loss) is set out in the Chief Financial Officer's Statement.

 

 

 

 

31 December

2014

31 December

 2013

US$ million

US$ million

Cash and cash equivalents

48.1

170.6

Loans

(664.5)

(818.7)

Convertible bonds (e)

(313.3)

(300.3)

Net Debt

(929.7)

(948.4)

 

(e) US$310.5million convertible bonds due 2015 (the "Existing Bonds") at amortised cost

 

 

 

Chairman's Introduction

 

"I am delighted to be able to welcome back my old friend Pavel Maslovskiy, who has been my business partner of more than 20 years, as Group Chief Executive.

The Group's successful operational performance in 2014 was masked by the publicity surrounding its refinancing so it is worth reminding ourselves that in 2014, we produced 624,500oz of gold, in line with previously stated guidance. Partly due to the sale of its Berelekh operation during the third quarter of 2013, which operated high-cost alluvial operations in the Magadan region, 2014 production was lower than the 741,200oz of gold produced in 2013.

 

The Group's four hard-rock gold mines, on a like-for-like basis that excludes production from Berelekh and from the alluvial mining at Koboldo, the disposal of which the Group announced on 20 April 2015, produced 595,000oz of gold in the year ended 31 December 2014 compared with 656,000oz of gold in the year ended 31 December 2013.

 

Gold sales in 2014 of 617,000oz achieved an average realised gold price of US$1,331/oz, including a US$66/oz contribution from hedging activities.

 

TCC/oz of production for 2014 at US$865/oz were in line with the Company's guidance of less than US$900/oz, benefiting from the cost-cutting programme introduced by the Company and the devaluation of the Rouble in the last quarter of the year.

 

This year, we are publishing our AISC for the first time. I am pleased to note that, in spite of the reduced number of ounces produced, our AISC at US$970/oz compares well with our peers, especially when adjusted for absolute production numbers, and represents a 22% reduction on our capital intensive year in 2013.

 

In spite of the lower level of gold production, resulting partly from the disposal of high-cost alluvial assets, our continuing operations generated US$252 million of EBITDA.

 

I believe that this level of cash generation bodes well for the future years and you will see that this is something which Pavel Maslovskiy talks about in his CEO report. 

 

Unfortunately, the continuing operations still showed a loss in 2014, which is almost entirely due to non-cash items such as foreign exchange losses, related deferred tax and some impairment charges. Nonetheless, the result is a considerable improvement on the US$514 million loss from continuing operations recorded in 2013.

 

Wardell Armstrong, our geological consultant, has again reviewed the ongoing results of our exploration activities and I am pleased to tell you that these demonstrate that the Company has sufficient non-refractory gold reserves and resources for implementation of our five years production plan.

 

The value of our investment in IRC, the Hong Kong Listed iron-ore and ilmenite miner, has again decreased. The much publicised fall in the price of the two commodities that it produces is the reason for the decrease because from an operational point of view it has performed very well. As a listed company, IRC reports separately and full details of its operations can be found on its website www.ircgroup.com.hk. However I am pleased to note that commissioning of its 3.2 million tonne per year mining and concentration facilities in the Russian Far East commenced in December 2014 and these are expected to be operating at full capacity by the end of 2015. In its Q1 2015 trading update IRC alludes to cost savings that it has identified which will enable K&S to produce iron ore concentrate below US$50 per tonne and additional measures that could reduce this further if the price remains low. This is welcome news and demonstrates the flexibility inherent in the operations

 

The refinancing of US$310.5 million convertible bonds due in 2015, which was completed on 18 March 2015, was the management's primary focus during the year. The pricing of the Rights Issue and the new five year US$100 million convertible bond was set by the Bondholders in their debt exchange. In light of this, many alternative refinancing avenues were explored but this deal, though expensive, was the only way in which the Board could be certain of the Company meeting its obligations as and when they fell due.

 

Overall, I am extremely encouraged by the developments at Petropavlovsk over the past year and believe we have now established a far stronger operational and financial platform that will enable us to exploit our excellent resource base and deliver significant returns to our shareholders over the coming years.

 

Neither our operational success, nor our refinancing would have been possible without the support that all members of our team put in and, on behalf of the Board and the Company I extend my thanks for all they have done."

 

Peter Hambro, Chairman

 

Chief Executive's Statement

 

"It is with great pleasure that I write to you once again as CEO and my purpose is to explain to you, and to future shareholders, why I have made a further substantial investment in our Company. I would like to share my plans with you and explain why I expect them to generate a strong and significant return on our investment.

 

I believe that, due to the short-term liquidity problem that we experienced in 2014, the Company has been, and remains, significantly undervalued by the market.

 

In order to decrease the risk of another liquidity crisis and to avoid a repetition of the situation which occurred in 2014, it is vital for the Group to focus on decreasing its Net Debt by maximising its free cash flow.

 

It is also necessary to implement a conservative policy of borrowing and I propose that the main element in this policy should be a medium-term target of reducing Net Debt/EBITDA to less than 1.5:1 at a gold price US$1,200/oz and maintaining net debt at that level.

 

This means a change in approach to short-term (1-2 years) planning. From now on, our focus will be on delivering higher operating margins and increased cash-generation at the expense, if necessary, of reduced production. The recently announced sale of our high-cost alluvial production is another way of reducing our debt and I am pleased that the disposal can be achieved without reducing our 2015 production target.

 

Though it sounds obvious, it will require some tenacity on the part of management to achieve this and, importantly, to prove to our shareholders that a decrease in production could actually create more cash.

 

I am confident that we can deliver on these objectives due to the Group's first-rate assets:

 

n A substantial, easily accessible resource base: more than 20Moz of Measured, Indicated and Inferred JORC Resources and a strong and growing Reserve base of more than 9Moz

n A strong team of highly qualified and extremely knowledgeable employees - built up over more than 20 years of operating - and a comprehensive programme of recruitment and career advancement

n A mining fleet which has the ability to move more than 80 million cubic metres of rock a year, and modern resin-in-pulp (RIP) plants, which have the capacity to process 18 million tonnes of ore a year

 

A combination of our excellent assets and success in the action plan outlined below enables us to achieve the most important performance indicator - growth in free cash flow. In turn, this enables us to take on the task both of decreasing debt and, once this is achieved, also delivering significant shareholder value.

 

How, then, shall we make best use of our assets? First, we must concentrate on reducing the mining and processing costs as a central part of our remit.

 

For any established enterprise, this is a complex task, which is constantly high on the agenda, but there is always room for improvement, particularly in light of the development of new cost-saving procedures and technologies. Accordingly, for Petropavlovsk the most immediate results can be achieved in the following actions:

 

n An optimisation of our procurement process. This programme, which has already begun, has led to an increase in competition among suppliers and has enabled us to secure improvement in contract terms from many of the Company's suppliers. The results of this optimisation can be seen in our Annual Report - materials and other inventories dropped by 22% year-on-year and our Total Average Cash Costs at US$865/oz were reduced by 15% vs. 2013. This reduction was achieved despite 16% lower volume of gold sold than in 2013. Going forward the competition involved in our new procurement methods, including tenders for the signing of new contracts is expected to result in successful renegotiations with organizations engaged in servicing imported mining equipment.

 

n Intensification and modernisation of mining operations by the introduction of best practice procedures in management, operations, planning and control of the mines.

 

n Cost reduction and the optimisation of management efficiency to enable an overall reduction in administrative costs have been helped by the introduction of new incentives programmes for staff. These programmes are in the final stages of development and will be implemented in 2015.

 

We have also changed our "we-do-everything attitude" and now are reviewing outsourcing possibilities where it is efficient and cost beneficial. In the past, the economic environment in which the Group grew led to the creation of a self-contained structure, capable of supporting the entire lifecycle chain of mining-related activities: exploration; assay analysis; metallurgical studies; all stages of the design; the construction of mines, processing facilities and infrastructure; mining operations; ore processing and the transportation of products.

 

Today, with the welcome development of the Russian economic environment and the availability of a number of skilled, professional service companies that can be involved in many parts of the production cycle, outsourcing is another way for us to reduce costs. This removes the need for us to run many service companies and to increase the efficiency of our operations.

 

The specific areas mentioned above, alongside the daily work of improving the efficiency of other areas of our operations, are expected to secure a 10-15% reduction in operating costs in 2015 net of RUR/US$ exchange rate.

 

Much of the foregoing appears aspirational and so I would like to emphasise the achievements that our management team and employees have already made and, moreover, to congratulate them on our current steady and impressive performance.

 

Our analyses show that today our team is one of the most efficient in our Russian peer group in terms of mining and processing costs which enables us to process sometimes technologically challenging or low grade material within competitive cost structure.

 

This means that the optimal way to improve our financial performance is not only through better operations, but also through an increase in the quality of our Reserves and Resources base, in grades of gold in the material mined and processed.

 

We think that we have great potential to improve the quality of our assets and grades of the feed through the mill without expensive acquisitions but by pursuing organic growth through further exploration of our already existing assets and their flanks and satellites.

 

This leads me to report in detail on our mining assets, the most prospective of which, Pioneer and Albyn, have processing capacities of approximately 6.5Mtpa and 4.2Mtpa respectively. Our team believes that these two assets have further growth potential and they are working hard on unlocking the untapped value of these mines.

 

I would draw your attention particularly to our plans for a possible high-grade underground mine at Pioneer and the continuation of pressure oxidation. Details of these plans are set out below.

 

Looking at our exploration and production plans in some detail, I would like to highlight the following:

 

Pioneer

Since 2008, a characteristic feature of the Pioneer deposit has been the presence of closely-knit ore occurrences alongside high-grade, individual ore bodies. In most cases, the impact of these high-grade ore zones on the average content of the reserve grades has not been fully taken into account, as this would necessitate a tighter grid of field exploration, which would incur significant costs.

 

However, upon mining the deposit, the reconciliation between reserve and actual ore grades has always shown that the actual grade is higher than the estimated grade.

 

As an example, the Reserves and Resources estimated by independent minerals' experts Wardell Armstrong International (WAI), which were published in 2011, indicated the presence of 934koz of gold (with an average grade of 1.19g/t) in 35 million tonnes of (oxidised) ore in Measured and Indicated Resources, of which 777koz of gold (with an average grade of 0.95g/t) in 25,451 million tonnes of ore in Proven and Probable Reserves. However, between 2011 and 2014 (inclusive), the Pioneer RIP plant processed 23.2Mt of ore containing 1.542Moz of gold (with an average grade of 2.06g/t) from the areas outlined in the initial WAI report, and this impressive performance has now been independently verified by the same WAI.

 

In 2012, we discovered a new ore zone, Alexandra, which is located approximately 8km from the Pioneer RIP plant. Today, intensive exploration work has revealed that due to its size and scope it could be considered as a deposit in its own right.

 

Continuing exploration at Alexandra demonstrates its similarity to the corresponding zones at Pioneer mentioned above. The tightening of the exploration grid results in an increase in both the gold content of these zones and size of these high-gold content zones. It also leads us to the discovery of new high grade areas.

 

And, yet again, we have experienced that, whilst the average grade of resources at the explored parts of the deposit is 0.6g/t, the ore, which was sent to the plant at the end of 2014 and during Q1 2015, had an average grade of more than 1g/t achieved without selective mining or "high grading".

 

Another exciting prospect for maximising value of the Pioneer deposit is the development of an underground mine. Several ore columns at Pioneer are high-grade and remain open at depth, offering the potential for significant resource and reserve expansion. From the outset of mining operations, a large amount of gold was produced from these ore columns in the open pits. At the Andreevskaya ore body, 700,000oz of gold at 13g/t were extracted from a 180m-deep pit. At NE Bakhmut, 700,000oz of gold at 6g/t were extracted from 220m-deep pit. Other smaller ore bodies yielded another 330,000oz at 8g/t from 100m-deep open pit.

 

In January 2015, Petropavlovsk launched an intensive exploration programme in order to evaluate the reserves and resources base of the deeper horizons at Pioneer. The independent consultant, WAI, reviewed our assessment of Pioneer underground exploration potential target of c.3Moz to 6Moz at grades which may exceed 7g/t and supports our approach. The same evaluation suggested that the development of these operations would take about 30 months from the commissioning of the project to its first production. Within four years from the beginning of the project, the operations are expected to work at their full capacity of 0.9-2 million tonnes of ore per year, which will led to an increase in Pioneer RIP production of up to 300,000-500,000oz per year. Preliminary estimates indicate an order of magnitude capital expenditure requirement of US$50 million.

 

Albyn

Due to the favourable geological positioning of the Albyn deposit, it has a substantial mineral resource base located in a number of satellite deposits which lie in close proximity. The development of these satellites could lead to a significant increase in gold production from the RIP plant via the delivery of a higher-grade feed to the mill. The two most promising satellites identified so far are Afanasevskaya and Unglichikan. The Unglichikan deposit, which is located 16 kilometres away from the plant, is at the advanced stage of exploration and, from 2014, the ore from this deposit began to be used for preparing a blend for the mill.

 

In addition, our accelerated exploration of the Afanasevskaya deposit, from which some production, focussing only on the deposit's rich quartz veins, was carried out during the Soviet era, has produced very promising results, discovering significant amounts of ore which were missed by our predecessors.

 

The Afanasevskaya deposit is controlled by a thick (up to 1km) and long (up to 12km) tectonic zone. In 2014, this ore structure was explored by three 600-1,200m-long trenches, with several ore bodies identified in each of the trenches. Within the high-grade veins, which were partially mined during Soviet-era, the grades were up to 6.8g/t and large (up to 0.5-0.7 mm) particles of free gold were identified.

 

One such trench identified an ore body which was followed for 1km and remains open along the strike. Its average parameters are 3.4g/t for 6.1m. An additional eight ore bodies were identified by the trenching, with grades ranging between 1.26g/t and 8.0g/t for 1-1.3m.

 

In order to follow the mineralisation in depth, three deep (up to 120m) drill holes were drilled, identifying grades of 1.6g/t for a surface length of 9 metres. The mineralisation remains open in depth.

 

Laboratory test work has indicated that the ore in this mineralisation has good technological properties: 94.5%-95% can be recovered by direct cyanidation.

 

The current resource estimate for the Afanasevskaya deposit is c.40 tonnes (c.1.3Moz) of gold.

 

Our head geologist, Nikolai Vlasov, has asked me to emphasise that the long-term future for Albyn production capacities is expected to be secured by the large Elginskoye deposit, which was recently discovered by our geologists. Exploration of this deposit is still on going, since the ore bodies and zones of the deposit have not yet been outlined and opened along the strike and to the depth. So far, this deposit, which was explored by a wide grid, contains c.2.3Moz of Resources according to JORC estimates but the Group's geologists expect a significant uplift in these initial estimates in the course of further exploration work.

 

Pokrovskiy

This deposit, Petropavlovsk's first mine, was commissioned in 1999 and has a processing plant capacity of 1.8 million tonnes of ore a year. Due to depletion of the Pokrovskiy deposit's reserves, the Group planned to remodel the plant in 2014 in order to enable the treatment of filter cakes for autoclave production. However, our scheduled pause in the construction of the POX plant and the intensification of exploration on the flanks of the deposit has allowed the plant to be provisioned with non-refractory reserves and resources for five years or more.

 

For this reason, I consider it practical to review the technical solutions for POX for the purpose of evaluating the efficiency of constructing an independent section for the cyanidation of filter cakes preserving the Pokrovskiy plant as an independent unit. Preliminary calculations demonstrate that it will not increase the capital expenditure for the POX plant significantly, if at all.

 

Malomir

The treatment facilities at Malomir have a capacity of 4.5-4.7 million tonnes a year and can be quickly increased up to 6.5 million tonnes. Currently, these facilities are partially utilised for treatment of non-refractory ores from top areas at flanks of the main deposit. Resources of these flanks are currently 680,000oz (24.6 million tonnes of ore) and are likely to be increased by further exploration work. However, the economic efficiency of their treatment, though positive, is not very high due to their scattered positioning and high stripping coefficients. And when determining the strategy of the Group's development, it is important to note that the cost of production from these non-refractory areas is higher than the cost of production from the refractory ores of the main deposit. This is due to the thickness of the main ore body and its flat-lying nature, which determines a low stripping coefficient, and also to the low concentrate yield (reducing raw ore tonnage by 95%) and high yield of metal into flotation concentrate (about 85%). All these factors determine competitive costs of production by autoclave leaching.

 

That is why POX is still important for the development of the Group: first and foremost, in order to bring into production more than 6Moz of refractory reserves and resources from the Malomir deposit and, further into future, from other deposits belonging to the Group. It could also treat ores from deposits that are available for acquisition in the region, especially those which have got significant reserves and resources but were abandoned during Soviet period due to the absence of a technology for treatment of such ores.

 

The Capital expenditure required in order to finalise the construction of the POX plant was estimated at c.US$180 million before the rouble devaluation. As the main expenditure for imported components have been already incurred, the re-evaluation of this figure in January 2015 estimated about US$140 million capital left to be spent, taking into account the recent Rouble devaluation. But the most precise evaluation could only be done closer to resumption of construction of the project.

 

Talking about the future without addressing the need for capital expenditure on our development assets and the source of funding for this would be unbalanced.

 

In summary, the necessity in strategic investments - organisation of underground production at Pioneer and finalisation of the POX plant will require about US$150-200 million. Depending on the ability of the Company to generate cash, as I have already said, the funding could be sourced internally, via cash flows, or externally by debt.

 

However, these investments should not be made at the expense of achievement of our target Net Debt/EBITDA ratio of 1.5:1 and a sustainable dividend policy.

 

In conclusion, I want to emphasise that my dream and aspiration is to see Petropavlovsk, which I created, together with my partner from the outset, as a high-margin producer. For years we have spoken about the ephemeral "1 million ounces a year" but this lofty target projection and this spectre now seems capable, once again and based solely on organic growth, of becoming a reality."

 

Pavel Maslovskiy, CEO

 

 

WEBCAST

There will be a webcast presentation followed by a question and answer session today at 10.00am (BST).

Please log onto the Company's website, www.petropavlovsk.net, to view.

To ask a question, please dial +44 (0) 20 3139 4830.

 

When prompted, please enter the confirmation number 38359492#.

 

ENQUIRIES

 

Petropavlovsk PLC

 

Alya Samokhvalova 

Rachel Mills

 

 

+44 (0) 20 7201 8900

 

 

Maitland

 

Neil Bennett

James Isola

 

+44 (0) 20 7379 5151

 

 

CHIEF FINANCIAL OFFICER'S STATEMENT

 

- Financial Highlights

 

2014

2013

US$ million

US$ million

Continuing operations

Total attributable gold production ('000oz)

624.5

741.2

Gold sold ('000oz)

617.2

736.3

Group revenue

865.0

1,199.8

Average realised gold price (US$/oz)

1,331

1,519

Average LBMA gold price afternoon fixing (US$/oz)

1,266

1,411

Total average cash costs for hard-rock mines (US$/oz) (a)

860

976

Total average cash costs (US$/oz) (a)

865

1,016

All-in sustaining costs (b)

970

1,248

Underlying EBITDA(c)

251.8

324.6

Adjusted profit/ (loss) (d)

4.4

(1.5)

Total loss for the period

(347.7)

(713.2)

From continuing operations

(182.2)

(513.8)

From discontinued operations

(165.5)

(199.4)

Basic loss per share

(US$1.33)

(US$3.11)

From continuing operations

(US$0.94)

(US$2.59)

From discontinued operations

(US$0.39)

(US$0.52)

Net cash from operating activities

133.2

281.6

From continuing operations

168.8

292.1

From discontinued operations

(35.6)

(10.5)

 

(a) Calculation of total cash costs is set out in the section Hard-rock mines and alluvial operations below.

(b) All-in sustaining costs and all-in costs are calculated in accordance with guidelines for reporting all-in sustaining costs and all-in costs published by the World Gold Council in June 2013. Calculation is set out in the section All-in sustaining costs and all-in costs below.

(c) Reconciliation of loss for the period and underlying EBITDA is set out in note 35 to the consolidated financial statements.

(d) Calculation of adjusted profit/ (loss) is set out in the section Net result from continuing operations below.

 

 

31 December

2014

31 December

 2013

US$ million

US$ million

Cash and cash equivalents

48.1

170.6

Loans

(664.5)

(818.7)

Convertible bonds (e)

(313.3)

(300.3)

Net Debt

(929.7)

(948.4)

 

(e) US$310.5million convertible bonds due 2015 (the "Existing Bonds") at amortised cost

 

 

Note: Figures may not add up due to rounding.

Revenue

 

2014

2013

US$ million

US$ million

Revenue from hard-rock mines and alluvial operations

825.5

1,122.5

Revenue from other operations

39.5

77.3

865.0

1,199.8

 

 

Physical volumes of gold production and sales

 2014

2013

 oz

 oz

Gold sold from Pokrovskiy, Pioneer, Malomir, Albyn

588,231

651,477

Gold sold from alluvial operations

28,982

84,867

617,213

736,344

Movement in gold in circuit and doré-bars

7,287

4,856

Total attributable production

624,500

741,200

 

Group revenue during the period was US$865.0 million, 28% lower than the US$1,199.8 million achieved in 2013.

 

Revenue from hard-rock mines and alluvial operations was US$825.5 million, 26% lower than the US$1,122.5 million achieved in 2013. Gold remains the key commodity produced and sold by the Group, comprising 95% of total revenue generated in 2014. The physical volume of gold sold decreased by 16% from 736,344 ounces in 2013 to 617,213 ounces in 2014. The average realised gold price decreased by 12% from US$1,519/oz in 2013 to US$1,331/oz in 2014. The average realised gold price was above the average market price of US$1,266/oz, reflecting the Group's efforts in effective hedging arrangements.

 

The Group sold 196,510 ounces of silver in 2014 at an average price of US$19/oz, compared to 176,638 ounces in 2013 at an average price of US$21/oz.

 

Revenue generated as a result of third-party work by the Group's in-house service companies was US$39.5 million in 2014, a US$37.8 million decrease compared to US$77.3 million in 2013. This revenue is substantially attributable to sales generated by the Group's engineering and research institute, Irgiredmet, primarily through engineering services and the procurement of materials, consumables and equipment for third parties, which comprised US$34.1 million in 2014 compared to US$68.4 million in 2013.

 

Cash flow hedge arrangements

 

In order to increase certainty in respect of a significant proportion of its cash flows, the Group has entered into a number of gold forward contracts.

 

Forward contracts to sell an aggregate of 364,253 ounces of gold matured during the year and contributed US$42.3 million to cash revenue (2013: US$107.7 million from forward contracts to sell an aggregate of 444,292 ounces of gold).

 

Forward contracts to sell an aggregate of 50,000 ounces of gold at an average price of US$1,310/oz were outstanding as at 31 December 2014.

 

In October 2014, the Group also purchased a number of gold put options for an aggregate of 150,000 ounces of gold with a strike price of US$1,150/oz as part of a downside protection strategy. The option contracts mature over the period from January 2015 to June 2015. The aggregate premium paid was US$4.8 million.

 

Forward contracts and US$(1.6) million change in the options fair value contributed US$66/oz to the average realised gold price.

 

The Group constantly monitors gold price and hedges some portion of production for periods of up to 12-18 months as considered necessary.

 

The following hedge arrangements were outstanding as at 28 April 2015:

 

- Forward contracts to sell an aggregate of 17,732 ounces of gold at an average price of US$1,311/oz; and

- Option contracts for an aggregate of 76,548 ounces of gold with a strike price of US$1,150/oz.

 

 

Underlying EBITDA and analysis of operating costs

 

2014

2013

US$ million

US$ million

Loss for the period from continuing operations

(182.2)

(513.8)

Add/(less):

Interest expense

67.7

75.3

Investment income

(1.7)

(0.9)

Other finance gains

-

(19.4)

Foreign exchange losses

31.3

5.8

Taxation

167.9

(8.9)

Depreciation

144.0

224.8

Impairment/ (reversal of impairment) of mining assets and goodwill

(28.9)

411.3

Impairment of exploration and evaluation assets

22.0

94.9

Impairment of ore stockpiles

10.1

55.6

Impairment of investments in associates

9.7

-

Write-down to adjust the carrying value of Koboldo's net assets to fair value

11.9

-

Underlying EBITDA

251.8

324.6

Underlying EBITDA as contributed by business segments is set out below.

 

2014

2013

US$ million

US$ million

Pioneer

131.5

206.2

Pokrovskiy

29.5

31.2

Malomir

25.7

53.9

Albyn

90.8

66.3

Alluvial operations

10.0

9.1

287.5

366.7

Corporate and other

(35.7)

(42.1)

Underlying EBITDA

251.8

324.6

 

Hard-rock mines and alluvial operations

 

This period, hard-rock mines and alluvial operations generated underlying EBITDA of US$287.5 million compared to US$366.7 million underlying EBITDA in 2013.

 

The average total cash cost per ounce for the Group decreased from US$1,016/oz in 2013 to US$865/oz in 2014.

 

Total cash costs for hard-rock mines decreased from US$976/oz in 2013 to US$860/oz in 2014, primarily reflecting the effect of cost optimisation measures undertaken by the Group in response to the declining gold price environment, improvement in recovery rates at Pokrovskiy and Albyn, increase in grades processed at Albyn and Rouble depreciation. The decrease in the average realised gold price from US$1,519/oz in 2013 to US$1,331/oz in 2014 and decrease in physical ounces sold resulted in US$175.9 million decrease in the underlying EBITDA. This effect was partially mitigated by the improvement of the total cash costs which had a net US$93.2 million positive contribution to the underlying EBITDA in 2014. Alluvial operations contributed US$10 million to the underlying EBITDA, in line with 2013.

 

The key components of the operating cash expenses are wages, electricity, diesel, chemical reagents and consumables, as set out in the table below. The key cost drivers affecting the operating cash expenses are stripping ratios, production volumes of ore mined and processed, grades of ore processed, recovery rates, cost inflation and fluctuations in the Rouble to US Dollar exchange rate.

 

Compared with 2013 there was ongoing inflation of certain Rouble denominated costs, in particular, electricity costs increased by up to 4% and cost of diesel increased by up to 4%. In the meantime, cost of chemical reagents decreased by up to 14% and consumables prices decreased by up to 4%. The impact of Rouble price inflation was mitigated by the 21% average depreciation of the Rouble against the US Dollar, with the average exchange rate for the period going from 31.9 Roubles per US Dollar in 2013 to 38.4 Roubles per US Dollar in 2014.

 

Refinery and transportation costs are variable costs dependent on production volume. Mining tax is also a variable cost dependent on the production volume and the gold price. The mining tax rate is 6%.

 

2014

2013

US$ million

%

US$ million

%

 

Staff cost

98.3

23

146.6

24

 

Materials

152.8

36

194.4

32

 

Fuel

78.4

18

109.8

18

 

Electricity

35.8

8

49.4

8

 

Other external services

22.2

5

65.6

11

 

Other operating expenses

39.6

10

41.1

7

 

427.1

100

606.9

100

 

Movement in ore stockpiles, work in progress and bullion in process attributable to gold production (a)

26.4

17.2

 

Total operating cash expenses

453.5

624.1

 

 

(a) Excluding deferred stripping

 

 

 

Hard-rock mines

Alluvial operations

2014 Total

2013

Total

Pioneer

Pokrovskiy

Malomir

Albyn

US$

million

US$

 million

US$

million

US$

million

US$

million

US$ million

US$ million

Revenue

Gold

341.4

89.0

113.0

239.8

38.5

821.7

1,118.7

Silver

2.4

0.7

0.3

0.3

0.1

3.8

3.8

343.8

89.7

113.3

240.1

38.6

825.5

1,122.5

Expenses

Operating cash expenses 

176.2

53.6

76.2

121.4

26.1

453.5

624.1

Refinery and transportation

1.5

0.4

0.4

0.6

0.1

3.0

5.7

Other taxes

4.5

1.0

3.9

4.1

0.2

13.7

8.6

Mining tax

19.5

5.2

7.1

13.7

2.2

47.7

61.6

Deferred stripping costs

10.6

-

-

9.5

-

20.1

51.6

Depreciation and amortisation

40.1

21.8

18.4

57.9

4.8

143.0

222.9

(Reversal of impairment)/ impairment of mining assets

-

-

-

(28.9)

-

(28.9)

285.2

Impairment of exploration and evaluation assets

-

3.5

0.1

-

0.4

4.0

0.2

Impairment/(reversal of impairment) of ore stockpiles

7.1

(3.4)

(3.2)

9.6

-

10.1

55.6

Write-down to adjust the carrying value of Koboldo's net assets to fair value

-

-

-

-

11.9

11.9

-

Loss on disposal of subsidiaries

-

-

-

-

-

-

4.2

Operating expenses

259.6

82.1

102.9

187.7

45.7

678.0

1,319.7

Result of precious metals operations 

84.3

7.6

10.4

52.3

(7.1)

147.5

(197.2)

Segment EBITDA

131.5

29.5

25.7

90.8

10.0

287.5

366.7

Physical volume of gold sold, oz

256,816

67,264

84,707

179,444

28,982

617,213

736,344

Cash costs

 

Operating cash expenses 

176.2

53.6

76.2

121.4

26.1

453.5

624.1

Refinery and transportation

1.5

0.4

0.4

0.6

0.1

3.0

5.7

Other taxes

4.5

1.0

3.9

4.1

0.2

13.7

8.6

Mining tax

19.5

5.2

7.1

13.7

2.2

47.7

61.6

Deferred stripping costs

10.6

-

-

9.5

-

20.1

51.6

Operating cash costs

212.3

60.2

87.6

149.3

28.6

538.0

751.6

Deduct: co-product revenue

(2.4)

(0.7)

(0.3)

(0.3)

(0.1)

(3.8)

(3.8)

Total cash costs

209.9

59.5

87.3

149.0

28.5

534.2

747.8

TCC/oz for hard- rock mines, US$

818

885

1,031

830

-

860

976

TCC/oz for alluvial operations, US$

-

-

-

-

982

982

1,319

Average TCC/oz, US$

-

-

-

-

-

865

1,016

 

All-in sustaining costs and all-in costs

 

In June 2013, the World Gold Council published its guidelines for reporting all-in sustaining costs ("AISC") and all-in costs ("AIC"). This period, the Group calculated and disclosed all-in sustaining costs and all-in costs for the first time.

 

AISC decreased from US$1,248/oz in 2013 to US$970/oz in 2014, reflecting the reduction in TCC as well as lower central administration expenses and sustaining capital expenditure related to the existing mining operations.

 

AIC decreased from US$1,439/oz in 2013 to US$1,088/oz in 2014, reflecting the decrease in all-in sustaining costs explained above, decrease in exploration expenditure and decrease of capital expenditure related to new projects, which was limited to fulfilling existing contractual commitments relating to POX.

 

Hard-rock mines

Alluvial operations

2014 Total

2013

Total

Pioneer

Pokrovskiy

Malomir

Albyn

US$

million

US$

 million

US$

million

US$

million

US$

million

US$ million

US$ million

Physical volume of gold sold, oz

256,816

67,264

84,707

179,444

28,982

617,213

736,344

Total cash costs

209.9

59.5

87.3

149.0

28.5

534.2

747.8

Average TCC/oz, US$/oz

818

885

1,031

830

982

865

1,016

Impairment of ore stockpiles

 7.1

(3.4)

 (3.2)

9.6

10.1

55.6

Adjusted operating costs

217.0

56.1

84.1

158.6

28.5

544.3

803.4

Central administration expenses

15.9

4.2

5.2

11.1

1.8

38.2

45.8

Capitalised stripping at end of the period

-

-

-

8.4

-

8.4

20.1

Capitalised stripping at beginning of the period

(10.6)

-

-

 (9.5)

-

 (20.1)

 (51.6)

Close-down and site restoration

 0.3

(1.6)

1.9

3.3

-

3.9

4.8

Sustaining capital expenditure

5.4

0.3

0.7

16.8

1.1

24.3

96.2

All-in sustaining costs

228.0

59.0

91.9

188.7

31.4

599.0

918.7

All-in sustaining costs, US$/oz

888

876

1,085

1,051

1,080

970

1,248

Exploration expenditure

14.6

0.7

8.1

9.8

0.9

34.1

46.9

Capital expenditure

14.6

0.0

23.7

0.1

-

38.4

93.8

All-in costs

257.2

59.7

123.7

198.6

32.3

671.5

1,059.4

All-in costs, US$/oz

1,002

887

1,461

1,107

1,113

1,088

1,439

 

Corporate and other

 

The Group has corporate offices in London, Moscow and Blagoveschensk which together represent the central administration function. Central administration expenses decreased by US$7.6 million from US$45.8 million in 2013 to US$38.2 million in 2014, primarily reflecting cost cutting measures undertaken by the Group.

 

This period, other operations contributed US$2.5 million to the underlying EBITDA, in line with US$3.7 million in 2013.

 

Impairment review

 

Impairment of mining assets

 

The Group undertook an impairment review of the tangible assets attributable to the gold mining projects and the supporting in-house service companies and concluded no impairment was required as at 31 December 2014.

 

The estimated recoverable amounts demonstrated improvements compared to the previous year as a result of cost optimization measures undertaken by the Group in response to the declining gold price environment, increase in the Group's non-refractory mineable reserves and effect of the Rouble depreciation on operating cash costs

 

Having considered the excess of estimated recoverable amounts over the carrying values of the associated assets on the balance sheet as at 31 December 2014, the Directors concluded on the following:

 

- A reversal of the impairment previously recorded against the carrying value of the assets that are part of the Albyn reportable segment would be appropriate. Accordingly, a post-tax impairment reversal of US$23.1 million (being US$28.9 million gross impairment reversal net of associated deferred tax liabilities) has been recorded against the associated assets within property, plant and equipment. The aforementioned impairment reversal takes into consideration the effect of depreciation attributable to relevant mining assets and intra-group transfers of previously impaired assets to Albyn.

 

- Whilst there have been improvements in the recoverable amounts of assets that are part of Pioneer and Malomir reportable segments, there is still uncertainty connected with the timing of the final construction and performance of the POX Hub, and, accordingly, no impairment reversals have been recorded. When the aforementioned uncertainty is eliminated or substantially reduced, there is a potential for reversal of the impairment previously recorded against the carrying values of the aforementioned assets.

 

The forecast future cash flows are based on the Group's current mining plan. The other key assumptions which formed the basis of forecasting future cash flows and the value in use calculation are set out below:

 

 

Year ended

31 December 2014

Year ended

31 December 2013

Long-term gold price

US$1,200/oz

US$1,250/oz

Discount rate (a)

9.5%

9.5%

RUR/US$ exchange rate

RUR60.0/US$

RUR33.0/US$

 

(a) Being the post-tax real weighted average cost of capital, equivalent to a nominal pre-tax discount rate of 11.8% (2013: 12.5%)

 

Impairment of exploration and evaluation assets

 

The Group performed a review of its exploration and evaluation assets and recorded the following impairment charges:

 

- Considering the anticipated timescale for a potential financial return from exploration and evaluation assets in Guyana, an impairment provision of US$13.3 million was recognised against the carrying values of the associated assets included in exploration and evaluation costs previously capitalised within intangible assets (US$10.4 million), property, plant and equipment (US$1.2 million) and inventories (US$1.7 million);

 

- Considering the anticipated timescale for a potential financial return from the Tokur assets, which are awaiting development of a full-scale mining operation and which was put on hold in 2013, a further US$4.8 million impairment provision was recognised against the carrying values of the associated assets previously capitalised within property, plant and equipment (US$1.4 million) and inventories (US$3.4 million); and

 

- US$4.0 million impairment charges were recorded against associated exploration and evaluation costs previously capitalised within intangible assets following the decision to suspend exploration at various licence areas, primarily located in the Amur region.

 

Impairment of ore stockpiles

 

The Group assessed the recoverability of the carrying value of ore stockpiles and recorded impairment charges/ reversals of impairment as set out below:

 

Year ended 31 December 2014

Year ended 31 December 2013

 

 

Pre-tax impairment charge/

(reversal of impairment)

Taxation

Post-tax impairment charge/

(reversal of impairment)

Pre-tax impairment charge

Taxation

Post-tax impairment charge

US$ million

US$ million

US$ million

US$ million

US$ million

US$ million

Pokrovskiy

(3.4)

0.7

(2.7)

7.7

(1.5)

6.2

Pioneer

7.1

(1.4)

5.7

36.3

(7.3)

29.0

Malomir

(3.2)

0.6

(2.6)

9.2

(1.8)

7.4

Albyn

9.6

(1.9)

7.7

2.4

(0.5)

1.9

10.1

(2.0)

8.1

55.6

(11.1)

44.5

 

 

Impairment of investments in associates

 

Taking into consideration the alternatives sought to realise the value of investments in associates through sale and indicative purchase consideration from the potential buyers, respective impairment provision of US$9.7 million was recognised against the associated carrying values.

 

Interest income and expense

 

2014

2013

US$ million

US$ million

Investment income

1.7

0.9

 

The Group earned US$1.7 million interest income on the cash deposits with banks.

 

 

2014

2013

US$ million

US$ million

Interest expense

80.6

94.2

Less interest capitalised

(13.4)

(19.3)

Other

0.5

0.4

67.7

75.3

 

Interest expense for the period was comprised of US$25.4 million effective interest on the Convertible Bonds and US$55.2 million interest on bank facilities (2013: US$29.4 million and US$64.8 million, respectively). A further US$13.4 million of this interest expense was capitalised as part of mine development costs within property, plant and equipment (2013: US$19.3 million).

 

Other finance gains

 

2014

2013

US$ million

US$ million

Gain on buy-back of convertible bonds

-

19.4

-

19.4

 

Taxation

 

2014

2013

US$ million

US$ million

Tax charge/(credit)

167.9

(8.9)

 

The Group is subject to corporation tax under the UK, Russia and Cyprus tax legislation. The average statutory tax rate for 2014 was 21.5% in the UK and 20% in Russia.

 

The tax charge for this period primarily relates to the Group's precious metals operations and is represented by the current tax of US$34.5 million (2013: US$39.7 million) and by the deferred tax, which is a non-cash item, of US$133.4 million (2013: deferred tax credit of US$48.5 million). Included in the deferred tax charge is a US$128.8 million foreign exchange effect. This arises primarily because the tax base for a significant portion of the future taxable deductions in relation to the Group's property, plant and equipment are denominated in Roubles whilst the future depreciation charges associated with these assets will be based on their US Dollar carrying value and reflects the significant depreciation of the Rouble against the US Dollar in 2014. The deferred tax credit in 2013 was predominantly driven by the impact of impairment charges and associated reversal of deferred tax liabilities.

 

This period, the Group made corporation tax payments in aggregate of US$34.0 million in Russia (2013: corporation tax payments in aggregate of US$39.7million in Russia).

 

Net result from continuing operations

 

This period net loss from continuing operations amounted to US$182.2 million, compared to net loss of US$513.8 million in 2013. Adjusted for the effect of certain non-cash and one-off items as set out below, net profit from continuing operations was U$4.4 million compared to a US$1.5 million loss in 2013.

 

 

Adjusted profit/ (loss) from continuing operations

 

 

2014

2013

US$ million

US$ million

Loss for the period from continuing operations

 (182.2)

 (513.8)

Add/(less):

Write-down to adjust the carrying value of Koboldo's net assets to fair value

11.9

-

Impairment charges, net of tax

14.6

498.4

Deferred tax charge - effect of foreign exchange

128.8

23.8

Foreign exchange losses

31.3

5.8

Gain on buy-back of convertible bonds

-

(19.4)

Loss on disposal of subsidiaries

-

 3.7

Adjusted profit/ (loss) from continuing operations

4.4

 (1.5)

 

Loss per share

 

2014

2013

Loss for the period from continuing operations attributable to equity holders of Petropavlovsk PLC

US$184.3 million

US$509.0 million

Weighted average number of Ordinary Shares

196,423,244

196,415,932

Basic loss per ordinary share from continuing operations

US$0.94

US$2.59

 

Basic loss per share from continuing operations for 2014 was US$0.94 compared to US$2.59 basic loss per share for 2013. The key factor affecting the basic loss per share was the decrease of net loss for the period attributable to equity holders of Petropavlovsk PLC from US$509.0 million for 2013 to US$184.3 million for 2014.

 

The total number of Ordinary Shares in issue as at 31 December 2014 was 197,638,425 (31 December 2013: 197,638,425).

 

The Group has a number of potentially dilutive instruments which were anti-dilutive in the years 2013 and 2014 and, accordingly, diluted loss per share was not different from the basic loss per share.

 

Discontinued operations - IRC

 

On 17 January 2013, IRC Limited ("IRC") entered into conditional subscription agreements with each of General Nice Development Limited ("General Nice") and Minmetals Cheerglory Limited ("Minmetals") for a strategic investment by General Nice and Minmetals in new shares of IRC for up to approximately HK$1,845 million (equivalent to approximately US$238 million) in aggregate. The above transactions were approved at the Company's Extraordinary General Meeting on 7 March 2013 and the Extraordinary General Meeting of IRC Limited on 11 March 2013.

 

As at 31 December 2014 and 28 April 2015, General nice has invested approximately US$170 million into IRC, which represents more than 80% of their subscription obligation. Although full completion of the investment from General Nice and Minmetals has been delayed, General Nice has agreed to commence paying interest on the outstanding investment amount of US$38 million from December 2014 onwards. IRC is in discussions with General Nice and Minmetals about a further deferred completion and other available options. Both Minmetals and General Nice have confirmed to IRC that they wish to invest further in IRC. Details of the transactions and developments that occurred since 31 December 2013 until the date of are set out in note 27 to the consolidated financial statements.

 

As at 31 December 2014, the Group's interest in the share capital of IRC was 45.39% (31 December 2013: 48.7%). The Group retains sufficiently dominant voting interest to exercise de facto control over IRC on the basis of the size of the Group's shareholding relative to the size and dispersion of the shareholding interests of other shareholders.

 

If total investment completion occurs, the Group's interest in the share capital of IRC would be diluted to 40.68% and, with another significant shareholder block in place and despite the Group's continuing guarantee of IRC's facility with ICBC, the Group would lose control over IRC and IRC would cease being a subsidiary of the Group.

 

The Directors continue to consider it is highly probable that IRC will cease to be a subsidiary of the Group within 12 months after the reporting date and, accordingly, IRC continues to be classified as 'held for sale' and presented separately in the balance sheet as well as presented as a discontinued operation in the income statement. In the event completion of the strategic investment by General Nice and Minmetals is further delayed, the Directors are confident that other avenues resulting in the Group losing control over IRC could be successfully pursued.

 

This period IRC generated US$51.1 million operating losses and recognised US$18.8 million impairment, in aggregate, against its Kuranakh mining assets.

 

The Group recorded a further US$89.6 million write-down to adjust the carrying value of IRC's net assets to fair value less costs to sell based on IRC's share price of HK$0.52 as at 31 December 2014 and reflect the change in the market share price of IRC shares.

 

Financial position and cash flows

 

31 December

2014

31 December

2013

US$ million

US$ million

Cash and cash equivalents

48.1

170.6

Loans

(664.5)

(818.7)

Convertible bonds (a)

(313.3)

(300.3)

Net Debt

(929.7)

(948.4)

 

(a) US$310.5 million convertible bonds at amortised cost

2014

30 June 2013

 

2013

30 June 2012

 

US$ million

US$ million

Net cash from operating activities:

Continuing operations

168.8

292.1

Discontinued operations

(35.6)

(10.5)

133.2

281.6

Net cash used in investing activities:

Continuing operations

(91.4)

(182.2)

Discontinued operations

(95.9)

(110.4)

(187.3)

(292.6)

Net cash (used in)/from financing activities:

Continuing operations

(161.8)

(102.3)

Discontinued operations

89.8

196.2

Intra-group loan to discontinued operations

-

10.0

(72.0)

103.9

 

 

 

Key movements in cash and net debt from continuing operations

 

Cash

Debt

Net Debt

 

US$ million

US$ million

US$ million

 

As at 1 January 2014

170.6

(1,119.0)

(948.4)

 

Net cash generated by operating activities before working capital changes

210.4

-

 

Decrease in working capital

60.2

-

 

Income tax paid

(34.0)

-

 

Capital expenditure on Gold Division projects and in-house service companies

(62.7)

-

 

Exploration expenditure on Gold Division projects

(34.1)

-

 

Amounts repaid under bank facilities, net

(154.0)

154.0

 

Interest accrued

-

(80.6)

 

Interest paid

(67.8)

67.8

 

Refinancing costs

(7.8)

-

Cash of Koboldo re-classified as assets held for sale

(7.7)

-

Foreign exchange

(30.5)

-

Other

5.5

-

 

As at 31 December 2014

48.1

(977.8)

(929.7)

 

 

The decrease in working capital reflects the efforts undertaken by the Group to optimise the working capital structure, including

 

- an aggregate US$34.4million decrease in ore stockpiles primarily due to the partial processing of ore stockpiles at Pioneer, Pokrovskiy and Malomir and reduction of mining costs at Pioneer which contributed US$29.7million, US$4.2 million and US$11.6 million, respectively, partially offset by the increase in ore stockpiles at Albyn;

 

- US$11.6 million decrease in capitalised deferred stripping costs primarily due to depreciation of prospective stripping undertaken at Pioneer in prior periods, and

 

- US$13.8 million decrease in raw materials and spare parts.

 

As at 31 December 2014 there were no undrawn facilities available to the continuing operations.

 

Capital expenditure

 

The Group spent an aggregate of US$96.8 million on its gold projects in 2014 compared to US$236.9 million invested in 2013. The key areas of focus in 2014 were on fulfilling existing contractual commitments relating to POX, expansion of tailing dams at Pioneer and Albyn and ongoing exploration related to the areas adjacent to the ore bodies of the main mining operations.

 

Exploration expenditure

Development expenditure and other CAPEX (a)

Total

US$ million

US$ million

US$ million

POX

-

36.9

36.9

Pokrovskiy and Pioneer

14.3

5.0

19.3

Malomir

7.8

1.6

9.4

Albyn

9.3

16.4

25.7

Visokoye

0.2

0.3

0.5

Alluvial operations

0.9

1.0

1.9

Upgrade of in-house service companies

-

1.4

1.4

Other

1.6

0.1

1.7

34.1

62.7

96.8

(a) Including US$38.5 million of development expenditure in relation to POX and flotation line at Malomir that is considered to be non-sustaining capital expenditure for the purposes of calculating the all-in sustaining costs and all-in costs.

 

Foreign currency exchange differences

 

The Group's principal subsidiaries have a US Dollar functional currency. Foreign exchange differences arise on translation of monetary assets and liabilities denominated in foreign currencies, which for the principal subsidiaries of the Group are Russian Rouble and GB Pounds Sterling.

 

The following exchange rates to the US dollar have been applied to translate monetary assets and liabilities denominated in foreign currencies.

 

31 December

2014

31 December

2013

GB Pounds Sterling (GBP: US$)

0.64

0.60

Russian Rouble (RUB : US$)

56.26

32.73

The Rouble depreciated by 72% against the US Dollar during 2014, from RUB32.73/USD as at 31 December 2013 to RUB56.26/USD as at 31 December 2014. The average year-on-year depreciation of Rouble against the US Dollar was approximately 21%, with the average exchange rate for 2014 being RUB38.44/USD compared to RUB31.85/USD for 2013.

 

As a result of the significant devaluation of the Russian Rouble, the Group recognised foreign exchange losses of US$31.3 million in 2014 (2013: US$5.8 million) arising primarily on the Rouble denominated net monetary assets.

 

Refinancing

 

On 2 February 2015, the Group announced a proposed Refinancing which was completed on 18 March 2015. The Refinancing consisted of the following:

 

§ Rights issue pursuant to which 3,102,923,272 new Ordinary Shares were issued at subscription price of £0.05 per Ordinary Share as set out below:

 

- 2,114,460,594 Ordinary Shares were issued for cash consideration raising £105.7 million (equivalent to US$156.2 million) gross cash proceeds; and

 

- 988,462,678 Ordinary Shares were issued in exchange for the Existing Bonds as part of settlement of the Existing Bonds (please refer to the details set out below).

 

§ Issue of the new convertible bonds:

 

On 18 March 2105, the Group issued US$100 million convertible bonds due on 18 March 2020 ("the New Bonds"). The New bonds were issued pursuant to the completion of the exchange offer of the Existing Bonds as set out below.

 

The New Bonds were issued by the Group's wholly owned subsidiary Petropavlovsk 2010 Limited and are guaranteed by the Company. The New Bonds carry a coupon of 9.00% payable quarterly in arrears and are convertible into redeemable preference shares of Petropavlovsk 2010 Limited which are guaranteed by and will be exchangeable immediately upon issuance for Ordinary Shares in the Company.

 

The conversion price has been set at £0.0826 per Ordinary Share, subject to adjustment for certain events, and the conversion exchange rate has been fixed at US$1.5171:£1. The New Bonds were admitted to listing on the Official List of the UK Listing Authority and admitted to trading on the Professional Securities Market of the London Stock Exchange on 18 March 2015.

 

§ Settlement of the Existing Bonds:

 

The Existing Bonds with a par value of US$310.5 million were settled as set out below.

Par value

US$ million

Portion settled in cash from the net cash proceeds of the Rights Issue

135.5

Portion settled in equity through the debt-for-equity exchange commitments

75.0

Portion settled through the issuance of New Bonds

100.0

Par value of the Existing Bonds

310.5

 

§ Bank Waivers:

 

The Group obtained waivers and relaxation of certain financial covenants for the period to 31 December 2015, inclusive.

 

The estimated aggregate transaction expenses comprise approximately US$41 million, out of which US$7.8 million were paid as at 31 December 2014. Included in the transaction costs paid as at 31 December 2014 are US$0.4 million expensed during the year and US$7.4 million deferred until transaction completion.

 

Disposal of alluvial operations

 

On 21 November 2014, the Group entered into a conditional Share Purchase Agreement ('SPA') relating to the sale of its 95.7% interest in Koboldo, the Group's alluvial operations, however, due to the non-fulfilment of certain conditions precedent, the sale was not finalised at the time.

 

Subsequently, the Group was approached by another purchaser, Global-Polymetall, with whom the Group entered into a SPA relating to the sale of its 95.7% interest in Koboldo on 16 April 2015. The total cash consideration for the transaction is RUB 942 million (equivalent of c.US$ 18.7 million) plus reimbursement of VAT for the fourth quarter 2014, payable within prescribed timeframes from the date of entering into the SPA.

 

The disposal of Koboldo is expected to be completed within 12 months after the reporting date and accordingly Koboldo has been classified as 'held for sale' and presented separately on the balance sheet as at 31 December 2014. The Group recorded a US$11.9 million write-down to adjust the carrying value of Koboldo's net assets to fair value less costs to sell based on the indicative cash consideration.

 

 

Disposal of investments in associates

 

On 7 April 2015, the Group entered into a Share Purchase Agreement to sell its 25% interest in CJSC ZRK Omchak ("Omchak") for a total cash consideration of US$1 million. The carrying value of the Group's share in Omchak was partially written down in 2014 to reflect the effect of disposal.

 

Going concern

 

The financial position of the Group, its cash flows and liquidity position are described in the section Financial position and cash flows above.

 

As a separate listed group, IRC is required to perform an assessment of their going concern position. In their 31 December 2014 annual report they have identified a material uncertainty in relation to their ability to continue to operate as a going concern, and accordingly their auditor, Deloitte Hong Kong, referenced this in an emphasis of matter in their audit report published on 25 March 2015. The main uncertainties in relation to the ability of IRC to continue to operate as a going concern are the timing of the commissioning of the K&S project and the substantial drop in the iron ore price.

 

As the Group has guaranteed the outstanding amounts IRC owe to ICBC, which outstanding loan principal was US$266.7 million as at 31 December 2014, the assessment of whether there is any material uncertainty that IRC will be able to repay this facility as it falls due is a key element of the Group's overall going concern assessment.

 

The Group performed an assessment of the forecast cash flows for its gold division. Following the successful completion of the Refinancing and receipt of covenant relaxation and waivers, the Group is satisfied that it has sufficient headroom under a reasonable downside scenario for the period to April 2016 to cover both its own cash flow requirements together with any potential deficit in IRC, subject to a mechanism for providing this funding being established. The Directors are confident that, should it be required, such a mechanism could be established.

 

Accordingly, the Directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future, being at least the next 12 months from the date of approval of the 2014 Annual Report and Accounts. Thus, they continue to adopt the going concern basis of accounting in preparing these consolidated financial statements.

 

2015 Outlook

 

The Group is on track to achieve 2015 production guidance of 680-700Koz. As the Group's operating cash expenses are substantially Rouble denominated, the Group expects that the impact of Rouble price inflation will be mitigated by the depreciation of the Rouble against the US Dollar. The Group expects a significant decrease in its total average cash costs of production in 2015 to lower than US$700/oz at current exchange rate due to its cost optimization programme, the devaluation of the Rouble and processing higher grade ore. In line with the Group's strategy of debt reduction, net debt is expected to decrease below US$600 million by the end of 2015 assuming an average gold price of US$1,200/oz for the rest of the year 2015.

 

2014 OPERATIONAL REPORT

 

PIONEER

 

Performance in 2014

In 2014, Pioneer produced approximately 263,000oz, equating to approximately 42% of the Group's total gold production for the year.

 

The majority of the ore mined at Pioneer during the year came from the three NE Bakhmut pits. Pits 6.1 and 6.2 continued throughout the year and pit 6.3 was completed in June and subsequently backfilled.

 

During the first six months of 2014, the western section of the Andreevskaya main pit was completed and backfilling commenced. The expansion of the Andreevskaya East commenced.

Mining of soft oxidised ores was intensified in Pit 1 and the southwest flank of Pit 2 in order to achieve a suitable blend to maintain throughput at the plant, which operated in line with the Group's forecast.

 

Low-grade ore for feed to both the heap-leach and the processing plant commenced at pit 7 at the end of the second quarter of 2014.

 

During Q3, Alexandra was prepared for bulk sampling and, in Q4, large diesel-powered excavators commenced full-scale mining operations here. Alexandra will become the largest operating pit at Pioneer by 2016.

 

During the second half of 2014, mining continued at Pits 6.1 and 6.2. Head grades through the Pioneer plant averaged 1.6g/t in Q3 and 1.47g/t in Q4 2014.

 

In the fourth quarter of 2014, the high-grade ore came from the NE Bakhmut pits and Andreevskaya and the low-grade ore came from Pit 7 and Alexandra.

 

 

Pioneer mining operations

Units

Year ended

31 Dec 2014

Year ended

31 Dec 2013

Total material moved

m3 '000

26,226

30,825

Ore mined

t '000

7,104

4,588

Average grade

g/t

1.4

2.0

Gold content

oz. '000

319.9

301.6

Pioneer processing operations

Resin-in-pulp ("RIP") plant

Total milled

t '000

6,626

6,583

Average grade

g/t

1.49

1.8

Gold content

oz. '000

316.6

371.3

Recovery rate

%

81.1

82.0

Gold recovered

oz. '000

257

304.5

Heap leach operations

Ore stacked

t '000

791

1,005

Average grade

g/t

0.6

0.7

Gold content

oz. '000

15.8

21.0

Recovery rate

%

39.6

48.9

Gold recovered

oz. '000

6.2

10.3

Total gold recovered

oz. '000

263.0

314.8

 

 

 

 

 

Costs

For the period ended 31 December 2014, TCC/oz for Pioneer were US$818/oz, a c.8% reduction compared with 2013 (US$887/oz), in spite of a 17% decrease in grades processed through the mill, a slight decrease in recovery rates and ongoing inflation of Rouble-denominated costs. The improvement of costs was also due to a programme of cost-optimisation measures and by the 21% average depreciation of the Rouble against the US Dollar.

 

Outlook

In 2015, Pioneer is expected to produce c.340,000-350,000oz of gold, equating to approximately 42% of the Group's total production for the year.

 

In the longer term, in order to process the mine's large reserves of refractory ore, the Group is planning to construct a flotation plant at Pioneer, which will convert the refractory ore into flotation concentrate. This would then be sent for processing to the POX Hub, once completed.

 

In 2014, Group geologists began to evaluate the possibility of developing underground mining plans at Pioneer. The results of the evaluation so far have been encouraging, however work remains at an early stage.

 

POKROVSKIY

 

Performance in 2014

In 2014, Pokrovskiy, together with its satellite operation at Burinda, produced approximately 64,200oz, equating to approximately 10% of the Group's total gold production.

 

During Q1 2014, mining was concentrated on the bottom of the main pit at Pokrovka 1 and in the Pokrovka 2 pit. The current phase of the main pit was completed in March 2014 following which mining equipment was moved to the upper benches of the Zeyskoye zone on the north-west flank of the main pit to commence a pit expansion.

 

During the second half of 2014, the extension to the northwestern flank continued together with a small extension to the Pokrovka 3 pit which was completed in September.

 

Work at the Burinda satellite pit continued throughout the year. Initially, the ore body in the Central 1 zone was opened and this was followed, in Q2, with the opening of the Central 2a, Central 2b and Zone 5 ore bodies. The high-grade ore mined at Burinda was delivered to the Pokrovka plant for blending and processing.

 

The Pokrovskiy heap-leach pads operated from April to October with a recovery rate of 65.4%.

 

 

 

Pokrovskiy mining operations

Units

Year ended

31 Dec 2014

Year ended

31 Dec 2013

Total material moved

m3 '000

4,665

6,779.5

Ore mined

t '000

623

1,200

Average grade

g/t

1.79

2.0

Gold content

oz. '000

35.9

78.3

Pokrovskiy processing operations

Resin-in-pulp ("RIP") plant

Total milled

t '000

1,864

1,789

Average grade

g/t

1.15*

1.8

Gold content

oz. '000

68.8

104.4

Recovery rate

%

84.2

76.7

Gold recovered

oz. '000

57.9

80.1

Heap leach operations

Ore stacked

t '000

533

669

Average grade

g/t

0.6

0.7

Gold content

oz. '000

9.7

14.2

Recovery rate

%

65.5

78.4

Gold recovered

oz. '000

6.3

11.1

Total gold recovered

oz. '000

64.2

91.2

*Including Burinda

 

Costs

For the period ended 31 December 2014, TCC/oz at Pokrovskiy were US$885/oz, a 25% reduction compared with the same period in 2013 (US$1,180/oz), in spite of a 36% decrease in the average grades processed through the mill and ongoing inflation of Rouble-denominated costs. This was achieved due to the success of the Group's cost-optimisation programme, a 10% increase in recovery rates and the 21% average depreciation of the Rouble against the US Dollar.

 

Outlook

Production from Pokrovskiy in 2015 is expected to be in the range 60,000oz, constituting approximately 8% of the Group's total production for the year.

 

In the first quarter of 2015, it is intended that stripping will be concentrated on the upper benches of the northwest extension of the Pokrovka 1 pit and this is expected to produce some low-grade ore. High-grade ore is expected to be mined from Burinda and transported to Pokrovskiy. Processing is planned to include some low-grade ore from the existing stockpiles at Pokrovskiy.

 

The life of the current mining operations at Pokrovskiy envisaged in the Group's long-term production plan is approximately 5 years. After that, the existing facilities at Pokrovskiy will be integrated into the POX Hub for processing refractory gold-bearing concentrate. The anticipated operational life of the POX Hub is currently estimated to be in excess of 10 years commencing in 2019. This project is currently on hold.

 

MALOMIR

 

Performance in 2014

In 2014, Malomir produced approximately 82,200oz (compared with 115,520oz in 2013) equating to approximately 13% of the Group's total gold production for the year.

 

In H1 2014, the Quartzitovoye 1 pit was completed. Mining continued at the Quartzitovoye 2 pit and three prospective ore zones were opened in the Magnetitovoye pit. In September 2014, the Berezoviy satellite pit was opened and bulk sampling commenced.

 

The majority of the ore processed at Malomir during the year was extracted from the Quartzitovoye 2 pit.

 

Malomir mining operations

Units

Year ended

31 Dec 2014

Year ended

31 Dec 2013

Total material moved

m3 '000

7,433

13,667

Ore mined

t '000

2,164

2,694

Average grade

g/t

1.32

1.8

Gold content

oz. '000

92.2

158.7

Malomir processing operations

Resin-in-pulp ("RIP") plant

Total milled

t '000

2,594

2,698

Average grade

g/t

1.36

1.8

Gold content

oz. '000

113.8

159.2

Recovery rate

%

72.2

72.6

Gold recovered

oz. '000

82.2

115.5

Total gold recovered

oz. '000

82.2

115.5

 

Costs

2014 total cash costs/oz for Malomir were US$1,031/oz in line with the previous year (2013: US$1,027/oz), in spite of a 24% decrease in processed grades and ongoing inflation of Rouble-denominated costs due to the cost-optimisation programme and a 21% average depreciation of the Rouble against the US Dollar. Cash costs at Malomir are affected by the scattered positioning of multiple deposits and high stripping coefficients.

 

Outlook

It is expected that Malomir will produce c.90,000oz in 2015, equating to approximately 13% of the Group's total production for the year.

 

The life of mine currently envisaged in the Group's long-term production plan is in excess of 15 years. This includes production from non-refractory reserves until 2018, switching to refractory processing from 2019 onwards.

 

ALBYN

 

Performance in 2014

In 2014, Albyn produced approximately 186,000oz, equating to approximately 30% of the Group's total gold production for the year. This was an increase of 38% compared with 2013 production of 134,800oz.

 

Albyn is now the Group's largest mine in terms of total mass moved, as it mined almost 30 million cubic metres in 2014.

 

In H1 2014, ore mining was concentrated on the eastern side of the Central pit while overburden operations worked on the western part of the Central pit. During H2, these operations were reversed with the majority of the ore coming from the western side of the Central pit. The western part of the pit typically produces higher grades than the eastern side.

 

In Q2 2014, the Unglichikan satellite pit commenced producing small amounts of high-grade ore, in the form of bulk samples, which were delivered to the Albyn plant for metallurgical testing.

 

The process plant recovery remained high throughout the year and averaged 94.1%.

 

 

 

 

Albyn mining operations

Units

Year ended

31 Dec 2014

Year ended

31 Dec 2013

Total material moved

m3 '000

29,821

23,865

Ore mined

t '000

4,510

4,009

Average grade

g/t

1.29

1.1

Gold content

oz. '000

187.4

138.4

Albyn processing operations

Resin-in-pulp ("RIP") plant

Total milled

t '000

4,609

4175

Average grade

g/t

1.33

1.1

Gold content

oz. '000

197.6

145.0

Recovery rate

%

94.1

93.0

Gold recovered

oz. '000

186.0

134.8

Total gold recovered

oz. '000

186.0

134.8

 

Costs

Total cash costs at Albyn for the year were US$830/oz, an approximately 18% decrease compared with 2013 (US$1,006/oz). This was achieved in spite of a 10% increase in the stripping ratio compared with the previous year and ongoing inflation of Rouble-denominated costs due to a combination of several factors: a 21% increase in grades processed through the mill, a slight improvement in recovery rates, the cost-optimisation programme and Rouble devaluation.

 

Outlook

In 2015, Albyn is expected to produce 190,000-200,000oz of gold equating to approximately 37% of total production for the year.

 

In 2015, the Group plans to mine and process high-grade ore from the Unglichikan satellite pit.

 

The life of mine currently envisaged in the Group's long-term production plan is approximately 8 years.

 

ALLUVIAL OPERATIONS

Through its subsidiary, Koboldo, the Group holds licences to mine alluvial gold and conduct exploration work for alluvial gold for a number of small alluvial operations in the Amur region of Russia. Alluvial mining, the washing of gold-bearing gravels using a sluice or dredge, is seasonal, with operations normally running from April to November due to weather conditions, contributing to the typical skew of the Group's gold production to the second half of the year.

 

Reserves and Resources

Due to the seasonal nature of the Group's alluvial operations, the Group updates its alluvial Mineral Resource and Mineral Reserve statements annually, each January. The Group reports its alluvial Mineral Resources and Mineral Reserves in accordance with the Russian Code for the Public Reporting of Exploration Results, Mineral Resources and Mineral Reserves (the NAEN Code). The NAEN Code is recognised by ESMA. The NAEN Code shares the same template with the JORC Code: Mineral Reserves reported in accordance with the NAEN Code are inclusive of mining dilution and mining losses.

 

The NAEN Code allows conversion between the Russian GKZ C1, C2 into Proved and Probable Reserves and also conversion of C1, C2 and P1 into respective Measured, Indicated and Inferred Resources.

 

 

 

 

 

Mineral Reserve at the Group's Alluvial Assets as at 1 January 2015

(in accordance with the NAEN Code)

Category

Active

Pre-production

Total

Volume

Grade

Metal

Volume

Grade

Metal

Volume

Grade

Metal

'000m3

mg/m3

koz

'000m3

mg/m3

koz

'000m3

mg/m3

koz

Dredging

 

 

 

 

 

 

 

 

Proven

3,781

148

18

30,515

150

147

34,296

149

165

Probable

21,099

44

30

6,537

74

16

27,636

51

45

Proven + Probable

24,880

60

48

37,052

136

163

61,932

106

210

Hydraulic bulk mining

Proven

1,245

165

7

745

301

7

1,990

216

14

Probable

4,009

78

10

4,431

103

15

8,440

91

25

Proven + Probable

5,254

99

17

5,176

132

22

10,430

115

39

Selective mining

Proven

4,413

665

94

2,489

434

35

6,902

581

129

Probable

1,363

357

16

261

375

3

1,624

360

19

Proven + Probable

5,776

592

110

2,750

428

38

8,526

539

148

Total

Proven

9,439

392

119

33,749

174

189

43,188

222

308

Probable

26,471

65

56

11,229

93

33

37,700

73

89

Proven + Probable

35,910

15

175

44,978

154

222

80,888

153

397

 

 

 

 

Mineral Resource at the Group's Alluvial Assets as at 1 January 2015

(in accordance with the NAEN Code)

Category

Active

Pre-production or development

Total

Volume

Grade

Metal

Volume

Grade

Metal

Volume

Grade

Metal

'000m3

mg/m3

koz

'000m3

mg/m3

koz

'000m3

mg/m3

koz

Dredging

Measured

17,171

77

42

32,828

160

169

49,999

132

212

Indicated

5,861

55

10

1,620

135

7

7,481

73

17

Measured+Indicated

23,032

71

52

34,448

159

176

57,480

124

229

Inferred

-

-

-

-

-

-

-

-

-

Hydraulic bulk mining

Measured

4,811

122

19

6,769

152

33

11,580

139

52

Indicated

 

-

-

150

253

1

150

253

1

Measured+Indicated

4,811

122

19

6,919

154

34

11,730

141

53

Inferred

-

-

-

-

-

-

-

-

-

Selective mining

Measured

4,490

914

132

2,160

642

45

6,650

826

177

Indicated

500

630

10

166

578

3

666

617

13

Measured+Indicated

4,990

986

142

2,326

638

48

7,316

807

190

Inferred

1,596

1,234

63

347

637

7

1,943

1,128

70

Total

Measured

26,472

227

193

41,757

184

247

68,229

201

440

Indicated

6,361

100

21

1,936

182

11

8,297

120

32

Measured+Indicated

32,833

202

214

43,693

184

258

76,526

192

472

Inferred

1,596

1,234

63

347

637

7

1,943

1,128

70

 

Production

Although alluvial mining is less capital-intensive than hard-rock mining, following the decline in the gold price in 2013, the Group took steps to scale back production from high-cost assets with the sale of the alluvial operations held by Berelekh in the last quarter of 2013. Consequently, gold produced by the Group's alluvial operations in 2014 declined by approximately 66% to 29,100oz (2013: 84,800oz).

 

Costs

Total cash costs for the Group's alluvial operations were US$982/oz, a decrease of approximately 26% compared to 2013 (US$1,319/oz).

 

Outlook

Should the Koboldo Disposal be completed, the Group will no longer hold any material alluvial assets. Consequently, the Group's 2015 production target of 680,000-700,000oz excludes production from the Group's alluvial assets.

 

EXPLORATION REPORT / RESERVES AND RESOURCES UPDATE

In line with the approach adopted in previous years, the Group reports its hard-rock Mineral Resources and Ore Reserves in accordance with JORC Code. The assets are subdivided into "core" and "non-core" projects. Core projects are classified as the Group's four operational mines, namely: Pokrovskiy, Pioneer, Malomir, Albyn and all their satellites which are scheduled for production through the mines' existing processing facilities. Mineral Resource and Ore Reserve estimates for these assets are audited by WAI in accordance with JORC Code (2012).

 

The Group considers its "non-core" projects to be those assets which have good prospects, but are not located near current processing facilities. These include: Tokur (Amur Region), Visokoe (Krasnoyarsk) and Yamal assets (the Petropavlovskoe-Nogodnee Monto deposits). Mineral Resources and, where appropriate, Ore Reserves for these projects have not changed since 2011. These estimates has not been updated and therefore reported in accordance with JORC Code (2004), which was the current version of the Code at the time of the estimates. The estimates where reviewed and signed off by WAI in March 2011 (Yamal, Tokur) and February 2012 (Visokoe).

 

The tables below provide a summary and an asset-by-asset breakdown of Mineral Resources and Ore Reserves.

 

Ore Reserve as at 31/12/2014

(in accordance with the JORC Code)

Category

Tonnage

(kt)

Grade

(g/t Au)

Gold

(Moz Au)

Total Ore Reserves

Proven

39,621

1.05

1.33

Probable

237,600

1.03

7.83

Total (P+P)

277,221

1.03

9.17

Non-Refractory Ore Reserves

Proven

19,359

0.92

0.57

Probable

129,475

1.06

4.40

Total (P+P)

148,834

1.04

4.97

Refractory Ore Reserves

Proven

20,262

1.17

0.76

Probable

108,349

0.99

3.43

Total (P+P)

128,611

1.01

4.20

Note: Figures may not add up due to rounding

 

A summary of gold Ore Reserves for the Group's Core Projects (which includes Pioneer, Pokrovskiy, Malomir, Albyn and Burinda) is provided in a separate table below. These Reserves are included in the table above and are not additional.

 

Ore Reserve at the Group's Core Assets in the Amur Region as at 31/12/2014

(WAI April 2015, in accordance with JORC Code 2012)

Category

Tonnage

(kt)

Grade

(g/t Au)

Gold

(Moz Au)

Total Ore Reserves

Proven

37,593

1.03

1.24

Probable

201,603

1.00

6.51

Total (P+P)

239,196

1.01

7.75

Non-Refractory Ore Reserves

Proven

17,331

0.85

0.48

Probable

93,254

1.02

3.07

Total (P+P)

110,585

1.00

3.55

Refractory Ore Reserves

Proven

20,262

1.17

0.76

Probable

108,349

0.99

3.43

Total (P+P)

128,611

1.01

4.20

Note: Figures may not add up due to rounding

 

Group total Mineral Resources for Core and Non-Core Projects is presented in the table below.

 

Mineral Resources (as at 31/12/2014)

(in accordance with the JORC Code)

Category

 

Tonnage

(kt)

Grade

(g/t Au)

Contained Metal

(Moz Au)

Total Mineral Resources

Measured

69,802

1.04

2.34

Indicated

431,300

0.90

12.54

Measured+Indicated

501,102

0.92

14.88

Inferred

314,757

0.83

8.40

Non-refractory Mineral Resources

Measured

42,794

1.05

1.44

Indicated

232,004

0.98

7.28

Measured+Indicated

274,798

0.99

8.73

Inferred

167,813

0.97

5.23

Refractory Mineral Resources

Measured

27,008

1.04

0.90

Indicated

199,296

0.82

5.26

Measured+Indicated

226,304

0.85

6.15

Inferred

146,944

0.67

3.17

Note: Mineral Resources are reported inclusive of Ore Reserves. Figures may not add up due to rounding

 

 

Mineral Resources at Group Core Assets in the Amur Region (as at 31/12/2014)

(WAI April 2015, in accordance with the JORC Code 2012)

Category

 

Tonnage

(kt)

Grade

(g/t Au)

Contained Metal

(Moz Au)

Total Mineral Resources

Measured

48,268

0.94

1.46

Indicated

364,069

0.87

10.13

Measured+Indicated

412,337

0.87

11.59

Inferred

263,147

0.79

6.71

Non-refractory Mineral Resources

Measured

21,260

0.82

0.56

Indicated

164,773

0.92

4.88

Measured+Indicated

186,033

0.91

5.44

Inferred

116,203

0.95

3.54

Refractory Mineral Resources

Measured

27,008

1.03

0.90

Indicated

199,296

0.82

5.26

Measured+Indicated

226,305

0.85

6.15

Inferred

146,944

0.67

3.17

Note: Mineral Resources are reported inclusive of Ore Reserves. Figures may not add up due to rounding

 

 

Asset-by-asset breakdown of Ore Reserves

Summary of Ore Reserve by Asset (as at 31/12/2014)

 (in accordance with JORC Code)

Non Refractory

Refractory

Total

Category

Tonnage

(kt)

Grade

(g/t Au)

Gold

(Moz Au)

Tonnage

(kt)

Grade

(g/t Au)

Gold

(Moz AU)

Tonnage

(kt)

Grade

(g/t Au)

Gold

(Moz Au)

Pokrovskiy & Burinda

(Amur)

Proven

2,621

1.50

0.13

2,621

1.50

0.13

Probable

6,768

1.22

0.26

6,768

1.22

0.26

Total (P+P)

9,389

1.30

0.39

9,389

1.30

0.39

Pioneer

(Amur)

Proven

11,281

0.78

0.28

12,803

1.11

0.46

24,084

0.95

0.74

Probable

48,396

0.75

1.16

33,760

0.93

1.01

82,156

0.82

2.17

Total (P+P)

59,677

0.75

1.44

46,563

0.98

1.46

106,240

0.85

2.91

Malomir

(Amur)

Proven

50

0.98

0.002

7,459

1.28

0.31

7,509

1.28

0.31

Probable

10,211

1.01

0.33

74,588

1.01

2.42

84,799

1.01

2.76

Total (P+P)

10,261

1.01

0.33

82,047

1.04

2.73

92,308

1.03

3.07

Albyn

(Amur)

Proven

3,378

0.62

0.07

3,378

0.62

0.07

Probable

27,880

1.46

1.31

27,880

1.46

1.31

Total (P+P)

31,258

1.37

1.38

31,258

1.37

1.38

Visokoe

(Krasnoyarsk)

Proven

-

-

-

-

Probable

33,802

1.13

1.22

33,802

1.13

1.22

Total (P+P)

33,802

1.13

1.22

33,802

1.13

1.22

Tokur

(Amur)

Proven

2,028

1.47

0.10

2,028

1.47

0.10

Probable

2,195

1.44

0.10

2,195

1.44

0.10

Total (P+P)

4,223

1.45

0.20

4,223

1.45

0.20

Notes: 

(1) Group Ore Reserves statements are prepared by WAI; Pokrovskiy, Pioneer, Malomir and Albyn reserves are prepared in April 2015 in accordance with JORC Code 2012; Visokoe Ore Reserves prepared in January 2012 in accordance with JORC Code 2004; Tokur Reserves are prepared in 2011 in accordance with JORC Code 2004

(2) All Group Ore Reserves are for open pit extraction and are reported within economical pit shells using US$1200/oz gold price assumption for all assets with exception of Tokur where US$1,000/oz gold price was used;

(3) Reserve cut-off grade for reporting varies from 0.3 to 0.55g/t Au, depending on the asset and processing method;

(4) Figures may not add up due to rounding.

 

Asset-by-asset breakdown of Mineral Resources

Summary of Mineral Resources by Asset (as at 31/12/2014)

(in accordance with JORC Code)

Category

Non-Refractory

Refractory

Total

Tonnage

(kt)

Grade

(g/t Au)

Gold

(Moz Au)

Tonnage

(kt)

Grade

(g/t Au)

Metal

(Moz Au)

Tonnage

(kt)

Grade

(g/t Au)

Metal

(Moz Au)

Pokrovskiy & Burinda

(Amur)

Measured

6,498

1.06

0.22

-

6,498

1.06

0.22

Indicated

30,561

0.87

0.85

-

30,561

0.87

0.85

Measured + Indicated

37,059

0.90

1.07

-

37,059

0.90

1.07

Inferred

6,706

1.04

0.23

-

6,706

1.04

0.23

Pioneer

(Amur)

Measured

12,063

0.78

0.30

18,481

0.95

0.57

30,544

0.88

0.87

Indicated

71,690

0.69

1.59

81,438

0.71

1.87

153,128

0.70

3.46

Measured + Indicated

83,753

0.70

1.89

99,919

0.76

2.44

183,672

0.73

4.32

Inferred

24,856

0.62

0.50

37,698

0.57

0.70

62,554

0.59

1.20

Malomir

(Amur)

Measured

79

0.86

0.002

8,527

1.21

0.33

8,606

1.21

0.33

Indicated

16,181

0.90

0.47

117,858

0.89

3.39

134,039

0.89

3.85

Measured + Indicated

16,260

0.90

0.47

126,385

0.92

3.72

142,645

0.91

4.19

Inferred

8,378

0.79

0.21

109,246

0.70

2.47

117,624

0.71

2.69

Albyn

(Amur)

Measured

2,620

0.45

0.04

-

2,620

0.45

0.04

Indicated

46,341

1.32

1.97

-

46,341

1.32

1.97

Measured + Indicated

48,961

1.28

2.01

-

48,961

1.28

2.01

Inferred

76,263

1.06

2.61

-

76,263

1.06

2.61

Tokur

(Amur)

Measured

11,952

1.30

0.50

-

11,952

1.30

0.50

Indicated

16,096

1.06

0.55

-

16,096

1.06

0.55

Measured + Indicated

28,048

1.16

1.05

-

28,048

1.16

1.05

Inferred

10,706

1.09

0.38

-

10,706

1.09

0.38

Visokoe

(Krasnoyarsk)

Measured

5,623

1.37

0.25

-

5,623

1.37

0.25

Indicated

38,512

1.18

1.47

-

38,512

1.18

1.47

Measured + Indicated

44,135

1.21

1.71

-

44,135

1.21

1.71

Inferred

24,200

1.00

0.78

-

24,200

1.00

0.78

Petropavlovskoye

& Monto (Yamal)

Measured

3,959

1.03

0.13

-

3,959

1.03

0.13

Indicated

12,623

0.97

0.4

-

12,623

0.97

0.40

Measured + Indicated

16,582

0.99

0.53

-

16,582

0.99

0.53

Inferred

16,704

1.00

0.54

-

 16,704

1.00

0.54

 

 

Notes to the asset by asset table above: 

(1) Mineral Resources include Ore Reserves;

(2) Mineral Resources for Pokrovskiy, Pioneer, Malomir and Albyn are audited by WAI in accordance with JORC Code 2012 in April 2012; Mineral Resources for Visokoe, Tokur and Yamal are reviewed by WAI in 2011 in accordance with JORC Code 2004;

(2) The cut-off grade varies from 0.30 to 0.4g/t depending on the type of mineralisation and proposed processing method.

(3) Mineral Resource for the Core Projects including Pokrovskiy, Pioneer, Malomir and Albyn are constrained by conceptual open-pit shells at a long-term gold price assumption of US$1,500/oz;

(4) Figures may not add up due to rounding

 

Pioneer

 

During 2014, exploration at Pioneer continued on the Alexandra and Shirokaya zones, which are situated north of the active Pioneer pits, as well as at Andreevskaya and Vostochnaya.

 

At Andreevskaya, a high-grade, non-refractory zone extensively mined by the Group in previous years, further drilling discovered extensions of the high-grade mineralisation. This mineralisation is situated between 80m and 150m from the surface and is expected to be suitable for open-pit extraction and processing at the Pioneer RIP plant. The best intersections in this area include: 2.9m at 60.62g/t (C-5414), 7.0m at 91.7g/t (C-5400), and 6.5m at 34.3g/t (C-5410). These results added c.110koz of high-grade JORC Mineral Resource at an average grade of c.35g/t.

 

At the Vostochnaya zone, an area which is situated 1.5km from the Pioneer processing plant, a 280m-long extension of mostly non-refractory mineralisation was established. The best intersections from this area include: 14.2m at 1.44g/t (C-5370), 6.8m at 28g/t (C-5199) and 8.0m at 1.82g/t (C-5404). These results have enabled Vostochnaya JORC Mineral Resources to increase by c.333,000oz to c.734,000oz. This increase in Mineral Resources resulted in a new, larger pit design and a c.353,000oz increase in Vostochnaya Ore Reserves. All new Reserves are classified as suitable for RIP or heap leach processing.

 

These new discoveries were incorporated into the Group's latest JORC Mineral Resource and Ore Reserve update estimate.

 

Pre-stripping and in-fill drilling were conducted at Shirokaya and the eastern side of Alexandra in order to upgrade the JORC Inferred Mineral Resources into the Measured and Indicated Resource categories. This resulted in an increase of c.547,000oz of contained gold in the Measured and Indicated Resources and a subsequent c.256,000oz increase in Probable Ore Reserves, of which c.227,000oz are non-refractory gold.

 

A new zone of mineralisation, Brekchievaya, located c.1.5km north-east from Alexandra, was modelled and included in the JORC resource statement. A c.350m-long section of the strike length was modelled, resulting in a c.20,000oz increase in non-refractory resources in the Inferred Resource category. The zone remains open in both strike directions. Further drilling is being undertaken and Group geologists anticipate more substantial gold resource discoveries in this area.

 

Four drill profiles were completed further to the north-east of the Alexandra zone, next to known alluvial gold deposits. Potentially-economical gold mineralisation was intersected in profile 920/1, with three significant intersections: 5m at 2.35g/t, 2.6m at 1.19g/t and 2.1m at 8.29g/t. The strike length and morphology of the mineralisation has yet to be established through further exploration, but the results are considered to be encouraging.

 

The area in which Shirokaya and Alexandra are situated is considered to be prospective for the discovery of further gold-bearing zones, including zones of high-grade mineralisation. As such, a new zone of mineralisation, Brekchievaya, was discovered and included into the resource statement during 2014.

 

Overall, total non-refractory Mineral Resources at Pioneer increased by c.580,000oz, despite depletion of c.330,000oz, giving a gross increase of non-refractory resources of c.910,000oz. The increase is mainly attributable to successful exploration at Vostochnaya, Alexandra and Andreevskaya. Refractory resources decreased by c.330,000oz, primarily due to application of $1,500/oz conceptual pit constrains.

Pioneer total Ore Reserves increased by c.770,000oz, giving a gross increase (including depletion) of c.1.1Moz. Non-refractory reserves grew by 530,000oz or c.860,000oz taking into account depletion. The increase is at Vostochnaya, Alexandra and Andreevskaya.

 

Malomir

The key areas of exploration at Malomir include Magnetitovoye, Berezoviy and Pogranichniy.

 

In 2014, at Magnetitovoye, an area near the Malomir processing plant, drilling extended known mineralisation to deeper levels. As a result of this work, Magnetitovoye Ore Reserves increased by c.40,000oz, offsetting mine depletion.

 

Exploration at a recently-identified target, Berezoviy, located approximately 5-10km west of Malomir, yielded promising results, with grades of up to 61.3g/t Au established by drilling, trenching and pre-stripping. The best intersections include: 19.5m at 1.69g/t (drill hole 122-7), 4.6m at 5.32g/t (drill hole 121-8), 8.4m at 12.87g/t (pre-strip), 8.0m at 13.63g/t. The total length of the zone could be up to 1km.

 

A formal Mineral Resource and Ore Reserves estimates for the most explored part of Berezoviy, the Osennee zone, were prepared in Q1 2015, adding c.17,000oz to non-refractory resources and reserves.

 

A further three promising zones of gold mineralisation were discovered within the Pogranichniy licence area during 2014. Exploration of these areas is ongoing as described in Q1 2015 exploration report below.

Malomir total Mineral Resources decreased by c.2.8Moz due to application of $1,500/oz conceptual open pit constrain in accordance with JORC Code 2012 as well as the result of depletion.

 

Malomir Ore Reserves decreased by c. 0.99Moz due to depletion of c.114,000oz of gold as well as due to use more conservative modifying factors for the refractory reserves, in line with the JORC Code 2012.

 

Albyn

Exploration in 2014 was conducted on two principal areas, Elginskoye and the Afanasevskaya, licence areas which lie adjacent to the currently-producing Albyn licence.

 

Elginskoye

In 2014, further progress was made on the Elginskoye licence area which covers several targets: the Elginskoye deposit itself (the principal target) and the Grozovoye, Ulgen and Leninskoye prospects.

 

Drilling at 160m x 80m drill spacing defined a large mineral resource o c.2.27Moz at an average grade of 1.03g/t. Mineralisation at Elginskoye remains open in the south-east and south-west directions, offering further exploration potential. Other targets within the Elginskoye licence area (Ulgen, Grozovoye and Leninskoye) are considered prospective, but low priority, compared with the Elginskoye deposit and the targets within the adjacent Afanasevskaya licence area, described below.

 

A new zone of mineralisation with an expected strike length of c.1km was discovered by two trenches in the Leninskaya-Severnaya area during the first six months of 2014. Significant trench intersections include: 2m at 3.83g/t, 8m at 3.4g/t and 3m at 2.5g/t.

 

No material exploration was conducted on Ulgen and Grozovoye during 2014.

 

Afanasevskaya licence area (including Unglichikanskoye)

In 2013, work commenced at Afanasevskaya, a 688km2 licence area acquired in 2012. This area lies to the west and north of the Albyn licence area and borders the Elginskoye licence area at the south-west.

 

The majority of the exploration work in 2014 was focused on Unglichikanskoye, a high-grade deposit situated c.15km north-west of the Albyn RIP plant.

 

A substantial amount of drilling and trenching was completed in 2013 and 2014 covering c.3km of the known strike length of the Unglichikan mineralisation. This work enabled the preparation of JORC Mineral Resource and JORC Ore Reserve estimates. The JORC Resources are open towards the north-east as well as in a down-dip direction; they therefore offer the opportunity to expand the mineral resource base.

 

The Group's geologists are of the opinion that in addition to Unglichikanskoye, the Afanasevskaya licence area covers several further highly promising prospects where only limited work has been completed so far. In particular, an area situated 3-6km south east of Unglichikanskoye is known as a source of placers and is considered by the Group's geologists as prospective for further hard-rock gold discoveries. It is planned that exploration here, as well at Unglichikanskoye, will continue.

 

Albyn Mineral Resources increased by c.511,000oz, despite depletion of c.200,000oz, giving a gross increase of c.710,000oz. The increase is mainly attributable to the evaluation of new Ore Reserves at the Albyn satellite deposits, Unglichikan and Elginskoye.

 

Albyn Ore Reserves increased by c.220,000oz giving gross increase with depletion of c.420,000koz. The increase is at the Unglichikanskoe and Elginskoye satellite deposits.

 

Pokrovskiy

Pokrovskiy mineral resources decreased by c.490,000oz as a result of depletion and re-evaluation in accordance with JORC Code 2012.

 

Ore Reserves decreased by only c.45,000oz, despite mine depletion of c.80,000oz.

 

PROJECT DEVELOPMENT / OTHER PROJECTS

 

Development of the POX Hub

In order to conserve capital expenditure following the decline in the gold price in Q2 2013, the Group decided to slow down the pace of development of the POX Hub and in December 2013, work on the POX Hub was put on hold. Consequently, work during 2014 was conducted solely to fulfil existing contracts and undertake essential maintenance work.

 

A detailed action plan was prepared to preserve equipment at completed sections of the plant and to keep facilities on standby so that full scale-development can be recommenced in the future, according to availability of finance and prevailing market conditions. The capital expenditure required in order to finalise the construction of the POX plant is currently estimated at US$140 million.

 

Specific work carried out in 2014 included: acid treatment of autoclave and flash tank inner lining, installation of agitators, the construction of the water cooling system, electrical works in the autoclave building, work on the air separation columns, work on the framework and cladding to the neutralisation building, completion of the shall of the filtration building, the addition of the framework for the electrical reticulation system was to the autoclave building and work on extending the air separation columns at the oxygen plant.

 

Development of an Underground Mine Proposal at Pioneer

Several ore columns at Pioneer are high-grade and remain open at depth, offering the potential for significant resource and reserve expansion. Selected intersections below or right at the bottom of the current open pit design include 4.4m at 70g/t (Andreevskaya, C-5570), 2.9m at 11.3g/t (Andreevskaya C-515), 3.2m at 11.3g/t (NE Bakhmut, C-1301), 1.5 at 47.8g/t (Promezhutochnaya C-5194), 15.7m at 6.97g/t (Bakhmut C-5117), 5.1m at 186.2g/t (Yuzhnaya C-5196T). Until up recently exploration at Pioneer was targeting exclusively open pit resources and reserves and these high grade intersections has not been followed up down dip by deeper drilling.

 

At a depth of c.200-600m from the surface, a preliminary estimate by Group geologists has indicated that the site has the potential of between 3Moz and 6Moz of gold resources at an average grade of 5g/t to 8g/t. A further 1 to 2Moz of resources may exist between depths of 600 to 800m below the surface, which is a feasible depth for a conventional underground operation.

 

A preliminary economic assessment, completed internally by the Group specialists, has indicated an underground mine at Pioneer with a reserve grade of 7g/t potentially could have a high economical return at a gold price above US$800/oz. The estimate provides a sufficient level of confidence that it will be classified as an Exploration Target as defined by the JORC Code. The estimate is based on the assumption that the high-grade mineralisation known within the open pits and from the exploration within a 0-200m depth-range extends down to 600m, which should be considered as a comfortable depth for an underground mining operation. The Group is planning an exploration programme in order to upgrade this estimate to JORC Mineral Resources and, subsequently, into Ore Reserves. Should this exploration be successful the first commercial underground production could be expected to commence after 2017.

 

Visokoe, Tokur, Yamal and Nimanskaya

In line with the Group's plan to focus on its existing producing assets in the short-term, the Group did not allocate significant capital expenditure for these projects in 2014. No material work is planned for 2015. The Group intends to review its development plans for Visokoe in the medium-term.

 

Guyana assets

During 2014, a small amount of field work was completed. The Group's management believes that the exploration potential of the Guyana assets is high and further exploration work is justified but, in the short-term, these assets are a low priority with no significant work planned.

 

IRC

IRC is a producer and developer of industrial commodities and was the Group's former Non-Precious Metals Division, prior to its listing on the Stock Exchange of Hong Kong Limited (stock code 1029). The Group has a major stake in IRC.

 

Kuranakh

In 2014, Kuranakh produced 1,010,360 tonnes of iron-ore concentrate, down 2.0% from the previous year, with a 62.5% iron (Fe) content and 178,426 tonnes of ilmenite concentrate, up 19% from the previous year, with 48% titanium dioxide content.

 

K&S

Once commissioned, ramped up and working to projected full capacity, IRC anticipates K&S will have the ability to produce 3.2 million tonnes of iron-ore concentrate with a grade of 65% Fe content.

 

In August 2014, IRC reported that CNEEC, its main contractor for the development of K&S, had provided notification that there would be a delay to the original planned date for the commissioning of the project. IRC has advised that it has granted an extension of time to CNEEC in return for a settlement of US$19.5 million and that, under the terms of its contract with CNEEC, any further delays would trigger payments of approximately US$150,000 per day, with discussions ongoing as at 3 December 2014. On 3 December 2014, IRC announced that the commissioning of K&S would be completed in the second quarter of 2015 and that IRC anticipated that full-scale commercial production capacity would be achieved in the third quarter of 2015.

 

Garinskoye

On 16 October 2014, IRC announced that, whilst IRC still intends to develop a large mining operation at Garinskoye, due to capital constraints, an intermediate plan to exploit value in the near-term with a smaller scale DSO-style operation had been developed and a full Bankable Feasibility Study for the revised DSO-style operation had been undertaken. IRC advised that, once third party verification and a fatal flaws analysis are completed, further details will be announced. In addition, IRC announced that, in the meantime, it was exploring potential funding opportunities.

 

Investment in IRC

In January 2013, IRC announced a two-stage transaction for a US$238 million subscription for new IRC Shares by General Nice Development Limited ('General Nice'), a member of a group of companies which collectively is one of the largest Chinese iron ore importers, and Minmetals Cheerglory, a wholly-owned subsidiary of China Minmetals Corporation. Stage 1 of the transaction was completed as planned. However, liquidity constraints in China, as documented by the international press, have resulted in a delay in the completion of Stage 2.

 

Thus, to date, General Nice has completed c. 80% of its planned investment in the following transactions:

· 851,600,000 new IRC Shares (including the deferred issue of 34,064,000* new IRC Shares), for HK$800.5 million (approximately US$103.1 million) in April 2013

· 218,340,000 new IRC Shares for HK$205.2 million (approximately US$26.5 million) in December 2013

· 165,000,000 new IRC Shares for HK$155.1 million (approximately US$20 million) in February 2014

· 165,000,000 new IRC Shares for HK$155.1 (approximately US$20 million) in April 2014

(*IRC announced on 25 June 2014 that none of the 34,064,000 General Nice Deferred Subscription Shares shall be issued to General Nice.)

 

The transaction provides for investment from Minmetals Cheerglory once the subscription by General Nice is completed.

 

The Company and IRC would consider pursuing other options if the further investment by General Nice and Minmetals Cheerglory does not take place.

 

As this transaction is still expected to be completed within the next 12 months resulting in a dilution to the Group's shareholding in IRC, IRC is classified in the Group's accounts as "held for sale" and presented separately in the balance sheet as well as presented as a discontinued operation in the income statement.

 

 

Q1 2015 UPDATE

 

Gold production '000oz

Q1 2015

Q1 2014

Pioneer

43.9

65.4

Malomir

16.5

30.5

Pokrovskiy

12.8

14.2

Albyn

39.6

49.0

TOTAL

112.8

159.1

 

Q1 2015 PRODUCTION REPORT

 

Pioneer

In Q1 2015, Pioneer produced 43,900oz of gold. Stripping works continued at the Andreevskaya East pit in preparation for mining high-grade ore in H2 2015. The expansion of the central part of the main pit at Andreevskaya commenced. NE Bakhmut pits 6.1 and 6.2 produced high-grade ore throughout the quarter. Substantial quantities of low-grade ore were mined from the Alexandra deposit. Some work was commenced in order to re-open the Nikolaevskaya pit.

 

Pioneer mining operations

Units

Q1 2015

Q1 2014

Total material moved

m3 '000

6,245

5,627

Ore mined

t '000

1,770

1,242

Average grade

g/t

1.00

1.98

Gold content

oz. '000

57

78

Pioneer processing operations

Resin-in-pulp ("RIP") plant

Total milled

t '000

1,652

1,447

Average grade

g/t

1.03

1.72

Gold content

oz. '000

54

79

Recovery rate

%

80.7

81.8

Total gold recovered

oz. '000

43.9

65.4

 

Pokrovskiy

In Q1 2015, Pokrovskiy produced 12,800oz of gold. Overburden stripping was concentrated on the upper benches of the northwest extension of the Pokrovka 1 pit. Low-grade ore was produced from the lower benches. High-grade ore was mined and transported from the satellite pit at Burinda throughout the period.

 

 

 

Pokrovskiy mining operations

Units

Q1 2015

Q1 2014

Total material moved

m3 '000

1,282

758

Ore mined

t '000

192

28

Average grade

g/t

1.83

7.38

Gold content

oz. '000

11

6.7

Pokrovskiy processing operations

Resin-in-pulp ("RIP") plant

Total milled

t '000

448

446

Average grade

g/t

1.19

1.16

Gold content

oz. '000

17

17

Recovery rate

%

74.3%

85.7

Total gold recovered

oz. '000

12.8

14.2

 

Malomir

In Q1 2015, Malomir produced approximately 16,500oz of gold. Mining and stripping were concentrated mainly at the Quartzitovoye 2 deposit with lesser amounts of work taking place at the Berezoviy and Sukhonyr satellite pits. The processing plant feed was supplemented by low-grade ore from stockpiles.

 

Malomir mining operations

Units

Q1 2015

Q1 2014

Total material moved

m3 '000

1,818

1,870

Ore mined

t '000

443

539

Average grade

g/t

1.11

1.9

Gold content

oz. '000

16

33

Malomir processing operations

Resin-in-pulp ("RIP") plant

Total milled

t '000

714

677

Average grade

g/t

1.02

1.9

Gold content

oz. '000

23

41

Recovery rate

%

70.3

74.9

Total gold recovered

oz. '000

16.5

30.5

 

Albyn

In Q1 2015, Albyn produced 39,600oz of gold. Mining and stripping work concentrated on the central and eastern sections of the main Albyn pit. Some high-grade ore was stockpiled at the Unglichkan satellite pit for processing at the Albyn plant in Q2.

 

Albyn mining operations

Units

Q1 2015

Q1 2014

Total material moved

m3 '000

8,778

6,403

Ore mined

t '000

1,344

1,027

Average grade

g/t

1.22

1.47

Gold content

oz. '000

53

48

Albyn processing operations

Resin-in-pulp ("RIP") plant

Total milled

t '000

1,105

1,149

Average grade

g/t

1.23

1.38

Gold content

oz. '000

44

51

Recovery rate

%

90.8

95.8

Total gold recovered

oz. '000

39.6

49.0

 

Q1 2015 EXPLORATION REPORT

 

Malomir

Exploration continued at the Berezoviy area, which lies west of the Malomir processing plant. The Osennee mineralised zone was evaluated and both GKZ and JORC ore reserves estimates were prepared. Test mining of Osennee commenced.

 

Two other zones of gold mineralisation - Uspenskaya and Zapadnaya - were explored during Q1 2015.

 

The Uspenskaya zone is situated 1.1km north-east from Osennee. It was trenched and drilled by a 40 to 80m grid over a strike length of 350m and 70 to 80m down dip. The apparent thickness of the gold-bearing zones is 20 to 40m. Grades in the selected intersections of up to 16g/t (drill hole 136-3) were identified. The high-grade gold mineralisation identified here to date is relatively narrow and discontinues. However, the Group's geologists expect the presence of high-grade pay shoots. Exploration work continues.

 

The Zapadnaya zone, which is situated west from the Osennee, has been traced over a strike length of more than 600m. In Q1 2015, a set of 5 trenches and 13 drill holes were completed. Gold grades vary between 0.15 and 5.4g/t. Significant intersections include 3.6m at 2.56g/t and 4.7m at 1.23g/t. Some assays also show high silver grades of up to 325g/t. The zone is still open in the north-west direction.

 

Early-stage exploration continued within the Razlomniy area, c.7km north from the known Ozhidaemoye deposit. Results from drill and trench intersections to date include: 4.1m at 2.93g/t (trench 172), 2.3m at 2.09g/t (drill hole C-172-44), 5.0m at 5.56g/t and 3.7m at 2.0g/t (trench 174). Results from Q1 2015 include intersection of: 5.2m at 5.5g/t (C-167-48), 4.5m at 1.23g/t and 3.3m at 3.63g/t. Exploration here is continuing and a number of assays from the mineralised intersections are still pending.

 

Pioneer

Drilling continued at the high-grade pay shoot at the eastern side of Andreevskaya zone. A further high-grade intersection from drill hole C-5580, grading 34.74g/t with the horizontal width of 1.5m, was discovered at the depth of c.230m from the surface. Another three deep drill holes were completed at the central part of the Andreevskaya zone, intersecting mineralization below the existing open pit at the anticipated high-grade extensions of the ore body. Assays from these drill holes are still pending.

 

Further drilling and trenching was also completed at the north-east extension of the Vostochnaya zone, towards the Yuzhnaya zone, between open pits No 7 and No 3, where 3 trenches and 5 drill holes were completed. Low-grade mineralization, which is typical for the Vostochnaya zone, was discovered here. Selected intersections include: 47m at 0.58g/t, 29m at 0.82g/t and 35m at 0.5g/t. These results, once evaluated, should further increase Vostochnaya mineral resources and ore reserves.

 

In Q1 2015, exploration was also undertaken at and near the Brekchievaya zone, which is situated north from Alexandra. This work extended mineralization in a down dip direction and also discovered a new zone of mineralization near Brekchievaya. This newly-discovered zone was intersected by 4 drill holes containing the following mineralized intersections: 10.4m at 1.43g/t, 17m at 0.78g/t, 27.3m at 0.92g/t and 16.3m at 1.45g/t.

 

Albyn

A further small amount of exploration was completed within the Elginskoye license area, with several trenches and drill holes developed between the Elginskoye and Grozovoye zones. This work discovered gold mineralization typical for Elginskoye, with selected intersections including 2.0m at 1.37g/t and 2.0 at 4.45g/t. The trench developed at north-west side of the Elginskoye ore body intersected north-east dipping mineralization with a thickness of 2.0m at 1.63g/t.

 

The first drilling commenced at the Afanasevskaya deposit, which is situated c.15km south-west of the Albyn processing plant. A total of 8 drill holes and 6 trenches intersected potentially-economical gold mineralization. At a cut-off grade of 0.5g/t, selected best intersections include: 8.1m at 8.1g/t (KA-4), 5.2m at 9.35g/t (KA-10), 5.1m at 2.35g/t (KA-5), 5.0m at 1.54g/t (KA-8), 12.8m at 1.5g/t (CA-1), 8.0m at 1.64 g/t (KA-2-1) and 9.0m at 1.6g/t (CA-2). The strike length of the mineralized zone is 900m with the down dip extent of at least 100m. Group geologists expect to evaluate between 80 and 160koz of initial gold JORC Inferred resources an average grade of 2-4 g/t before the end of H1 2015. Group geologists believe further strong exploration potential exists at Afanasevskaya and work and plan to continue exploration here in the remaining months of 2015.

 

Q1 2015: IRC

 

On 21 April 2015, IRC issued its Trading Update for Q1 2015, identifying the following highlights:

n First quarter production at Kuranakh exceeds first quarter 2014 and 2015 production annualised targets

n Despite low commodity prices, Kuranakh shows marginally positive results

n K&S project is on track to produce 1.0 - 1.2 million tonnes during 2015; 3.2 million tonnes per annum thereafter

The full text of the announcement may be viewed on the website of IRC, www.ircgroup.com.hk.

 

 

OUTLOOK FOR 2015

 

Production

The Group is targeting production of 680,000oz-700,000oz of gold in 2015, which is an increase of 14-17% above the equivalent production level for 2014 of 595,400oz for the Group's four hard-rock mines. These figures exclude potential production from the Group's alluvial assets which are held by Koboldo, the disposal of which was announced on 20 April 2015.

 

Average total cash costs

The Group expects a significant decrease in its total average cash costs of production in 2015 to lower than US$700/oz at current exchange rate due to its cost cutting programme, the devaluation of the Rouble and processing higher grade ore.

 

Gold hedging

As at 31 December 2014, the Company had outstanding forward contracts for 50,000oz at US$1,310/oz and put options for 150,000oz at US$1,150/oz acquired as part of a downside protection strategy.

 

Capital expenditure

In line with the Group's strategy, the Group's capital expenditure requirements are scheduled to further decrease in 2015 to an estimated US$35 million. This reduction compared to 2014 will be achieved, in part, due to the halting of all but non-essential maintenance work on the POX Hub. The planned capital expenditure of US$35 million will be split between continuing the Group's exploration programme (US$24 million) and development and maintenance (US$11 million).

 

 

 

Note: Figures throughout this release may not add up due to rounding.

 

 

Forward-looking statements

 

This release may include statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements can be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "plans", "projects", "anticipates", "expects", "intends", "may", "will" or "should" or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. These forward-looking statements include all matters that are not historical facts. They appear in a number of places throughout this release and include, but are not limited to, statements regarding the Group's intentions, beliefs or current expectations concerning, among other things, the Group's results of operations, financial position, liquidity, prospects, growth, strategies and expectations of the industry.

 

By their nature, forward-looking statements involve risk and uncertainty because they relate to future events and circumstances. Forward-looking statements are not guarantees of future performance and the development of the markets and the industry in which the Group operates may differ materially from those described in, or suggested by, any forward-looking statements contained in this release. In addition, even if the development of the markets and the industry in which the Group operates are consistent with the forward-looking statements contained in this release, those developments may not be indicative of developments in subsequent periods. A number of factors could cause developments to differ materially from those expressed or implied by the forward-looking statements including, without limitation, general economic and business conditions, industry trends, competition, commodity prices, changes in law or regulation, currency fluctuations (including the US dollar and Rouble), the Group's ability to recover its reserves or develop new reserves, changes in its business strategy, political and economic uncertainty. Save as required by the Listing and Disclosure and Transparency Rules, the Company is under no obligation to update the information contained in this release.

 

Nothing in this publication should be considered to be a profit forecast and no statement in this document should be interpreted to mean that earnings per share for the current or future financial years would necessarily match or exceed the historical published earnings per share. This document does not constitute or form part of an invitation to sell or issue, or any solicitation of any offer or invitation to purchase or subscribe for, any securities.

 

Past performance cannot be relied on as a guide to future performance.

 

The content of websites referred to in this announcement does not form part of this announcement.

 

The information contained in this announcement does not constitute the Company's statutory accounts as defined in section 434 of the Companies Act 2006 (the "Act") for 2013 or 2012 but is derived from those accounts. The auditors have reported on those accounts and their report was unqualified, and did not contain statements under section 498(2) of the Act (regarding adequacy of accounting records and returns) or under section 498(3) of the Act (regarding provision of necessary information and explanations). The auditors have drawn attention to the going concern disclosure in note 2 of the financial statements by way of emphasis without qualifying the accounts. The statutory accounts for the year ended 31 December 2013 have been approved by the Board and will be delivered to the Registrar of Companies. A copy of the statutory accounts for the year ended 31 December 2012 was delivered to the Registrar of Companies.

 

 

 

Consolidated Income Statement

For the year ended 31 December 2014

 

2014

2013

note

US$'000

US$'000

Continuing operations

Group revenue

5

864,960

1,199,784

Operating expenses

6

(816,211)

(1,666,773)

48,749

(466,989)

Share of results of associates

2,990

(711)

Operating profit/(loss)

51,739

(467,700)

Investment income

9

1,680

888

Interest expense

9

(67,705)

(75,268)

Other finance gains

9

-

19,365

Loss before taxation

(14,286)

(522,715)

 Taxation

10

(167,871)

8,867

Loss for the period from continuing operations

(182,157)

(513,848)

Discontinued operations

Loss for the period from discontinued operations

27

(165,535)

(199,375)

Loss for the period

(347,692)

(713,223)

Attributable to:

Equity shareholders of Petropavlovsk PLC

(260,664)

(610,710)

Continuing operations

(184,296)

(509,044)

Discontinued operations

(76,368)

(101,666)

Non-controlling interests

(87,028)

(102,513)

Continuing operations

2,139

(4,804)

Discontinued operations

(89,167)

(97,709)

Loss per share

Basic loss per share

11

From continuing operations

(US$0.94)

(US$2.59)

From discontinued operations

(US$0.39)

(US$0.52)

(US$1.33)

(US$3.11)

Diluted loss per share

11

From continuing operations

(US$0.94)

(US$2.59)

From discontinued operations

(US$0.39)

(US$0.52)

(US$1.33)

(US$3.11)

 

 

Consolidated Statement of Comprehensive Income

For the year ended 31 December 2014

 

 

2014

US$'000

 2013

US$'000

Loss for the period

(347,692)

(713,223)

Items that may be reclassified subsequently to profit or loss:

Revaluation of available-for-sale investments

(10)

(130)

Exchange differences on translating foreign operations

(17,928)

(4,688)

Cash flow hedges:

Fair value (losses)/gains

(14,239)

170,526

Tax thereon

2,848

 (34,106)

Transfer to revenue

(42,328)

 (107,687)

Tax thereon

8,466

21,537

Other comprehensive (loss)/ income for the period net of tax

(63,191)

45,452

Total comprehensive loss for the period

(410,883)

(667,771)

Attributable to:

Equity shareholders of Petropavlovsk PLC

(318,146)

(565,333)

Non-controlling interests

(92,737)

(102,438)

(410,883)

(667,771)

Total comprehensive loss for the period attributable to equity shareholders of Petropavlovsk PLC arises from:

Continuing operations

(239,120)

(462,816)

Discontinued operations

(79,026)

(102,517)

(318,146)

(565,333)

 

 

Consolidated Balance Sheet

At 31 December 2014

 

note

2014

US$'000

2013

US$'000

Assets

Non-current assets

Exploration and evaluation assets

13

97,533

116,008

Property, plant and equipment

14

1,143,032

1,171,962

Prepayments for property, plant and equipment

10,671

26,376

Investments in associates

1,231

7,938

Available-for-sale investments

112

124

Inventories

15

42,436

34,834

Other non-current assets

274

412

Deferred tax assets

21

40

346

1,295,329

1,358,000

Current assets

Inventories

15

206,498

259,915

Trade and other receivables

16

74,892

106,748

Derivative financial instruments

18

9,430

62,838

Cash and cash equivalents

17

48,080

170,595

338,900

600,096

Assets of disposal groups classified as held for sale

27, 28

629,853

684,987

968,753

1,285,083

Total assets

2,264,082

2,643,083

Liabilities

Current liabilities

Trade and other payables

19

(66,713)

(98,893)

Current income tax payable

(6,277)

(9,830)

Borrowings

20

(415,161)

(158,495)

(488,151)

(267,218)

Liabilities of disposal groups

associated with assets classified as held for sale

 

27, 28

(289,846)

(228,946)

(777,997)

(496,164)

Net current assets

190,756

788,919

Non-current liabilities

Borrowings

20

(562,643)

(960,517)

Deferred tax liabilities

21

(156,854)

(37,896)

Provision for close down and restoration costs

22

(21,217)

(36,169)

(740,714)

(1,034,582)

Total liabilities

(1,518,711)

(1,530,746)

Net assets

745,371

1,112,337

Equity

Share capital

23

3,041

3,041

Share premium

376,991

376,991

Merger reserve

-

19,265

Own shares

24

(8,925)

(8,925)

Hedging reserve

4,947

49,807

Convertible bond reserve

20

48,235

48,235

Share based payments reserve

3,283

11,096

Other reserves

(16,709)

(89)

Retained earnings

137,704

360,999

Equity attributable to the shareholders of Petropavlovsk PLC

548,567

860,420

Non-controlling interests (a)

196,804

251,917

Total equity

745,371

1,112,337

 

(a) IRC Limited ("IRC") is the only non-wholly owned subsidiary of the Group that has a material non-controlling interest (note 27).

 

 

These consolidated financial statements for Petropavlovsk PLC, registered number 4343841, were approved by the Directors on 28 April 2015 and signed on their behalf by

 

 

 

Peter Hambro Andrey Maruta

Director Director

 

 

Consolidated Statement of Changes in Equity

For the year ended 31 December 2014

 

 

Total attributable to equity holders of Petropavlovsk PLC

Share

capital

Share premium

Merger reserve

Own shares

Convertible bond

reserve

Share based payments reserve

Hedging

reserve

Other reserves (a)

Retained earnings

Total

Non-controlling interests

Total equity

note

US$'000

US$'000

US$'000

US$'000

US$'000

US$' 000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

Balance

at 1 January 2013

2,891

377,140

130,011

 

(10,196)

59,032

24,015

-

4,341

853,619

1,440,853

215,260

1,656,113

Total comprehensive income/(loss)

-

-

-

-

-

-

 

49,807

(4,430)

(610,710)

(565,333)

(102,438)

(667,771)

Loss for the period

-

-

-

-

-

-

-

-

(610,710)

(610,710)

(102,513)

(713,223)

Other comprehensive income/(loss)

-

-

-

-

-

-

49,807

(4,430)

-

45,377

75

45,452

Dividends

12

-

-

-

-

-

-

-

-

(5,774)

(5,774)

-

(5,774)

Bonus share issue

150

(149)

-

(1)

-

-

-

-

-

-

-

-

Share based payments

-

-

-

-

-

5,807

-

-

1,406

7,213

-

7,213

Vesting of awards within Petropavlovsk PLC LTIP

-

-

-

1,272

-

(18,726)

 

-

-

17,454

-

-

-

Issue of ordinary shares by subsidiary

-

-

-

-

-

-

 

-

-

(16,533)

(16,533)

142,619

126,086

Buy-back of convertible bonds

-

-

-

-

(10,797)

-

-

-

10,797

-

-

-

Other transaction with non- controlling interests

-

-

-

-

-

-

 

-

-

(6)

(6)

(3,524)

(3,530)

Transfer to retained earnings (b)

-

-

(110,746)

-

-

-

-

-

110,746

-

-

-

Balance

at 1 January 2014

3,041

376,991

19,265

(8,925)

48,235

11,096

 

49,807

(89)

360,999

860,420

251,917

1,112,337

Total comprehensive loss

-

-

-

-

-

-

(44,860)

(12,622)

(260,664)

(318,146)

(92,737)

(410,883)

Loss for the period

-

-

-

-

-

-

-

-

(260,664)

(260,664)

(87,028)

(347,692)

Other comprehensive loss

-

-

-

-

-

-

(44,860)

(12,622)

-

(57,482)

(5,709)

(63,191)

Share based payments

29

-

-

-

-

-

(7,280)

-

-

12,153

4,873

-

4,873

Vesting of awards within IRC LTIP

-

-

-

-

-

(533)

-

-

533

-

-

-

Issue of ordinary shares by subsidiary

-

-

-

-

-

-

-

-

1,314

1,314

38,076

39,390

Other transaction with non- controlling interests

-

-

-

-

-

-

-

-

106

106

(452)

(346)

Transfer to retained earnings

-

-

(19,265) (b)

-

-

-

-

(3,998)

23,263

-

-

-

Balance

at 31 December 2014

3,041

376,991

-

(8,925)

48,235

3,283

 

4,947

(16,709)

137,704

548,567

196,804

745,371

 

(a) Including translation reserve of US$16.7 million (31 December 2013: (US$4.1 million)).

(b) Arises from an adjustment to the book value of the investment in the Company financial statements to reflect changes in the value of the Group's investment in IRC (note 27).

 

 

Consolidated Cash Flow Statement

For the year ended 31 December 2014

 

 

 

note

 

2014

US$'000

2013

US$'000

Cash flows from operating activities

Cash generated from operations

25

245,407

407,369

Interest paid

(77,615)

(85,479)

Income tax paid

(34,641)

(40,267)

Net cash from operating activities

133,151

281,623

Cash flows from investing activities

Proceeds from disposal of subsidiaries, net of liabilities settled

2,699

49,210

Purchase of property, plant and equipment (a)

(164,223)

(301,299)

Exploration expenditure (a)

(34,726)

(47,281)

Proceeds from disposal of property, plant and equipment

5,141

2,588

Loans granted

(89)

(453)

Repayment of amounts loaned to other parties

586

2,746

Interest received

3,351

1,910

Net cash used in investing activities

(187,261)

(292,579)

Cash flows from financing activities

Proceeds from issue of ordinary shares by IRC, net of transaction costs (b)

38,870

126,887

Proceeds from borrowings (c)

154,007

166,319

Repayments of borrowings (c)

(235,050)

(182,458)

Debt transaction costs paid in connection with ICBC facility

(467)

(1,031)

Restricted bank deposit placed in connection with ICBC facility

(21,250)

-

Refinancing costs

34

(7,760)

-

Dividends paid to shareholders of Petropavlovsk PLC

-

(5,774)

Dividends paid to non-controlling interests

(346)

(5)

Net cash (used in)/from financing activities

(71,996)

103,938

Net (decrease)/increase in cash and cash equivalents in the period

(126,106)

92,982

Effect of exchange rates on cash and cash equivalents

(33,092)

(7,507)

Cash and cash equivalents at beginning of period

17

170,595

159,226

Cash and cash equivalents re-classified as assets held for sale

at beginning of the period

27

92,142

18,036

Cash and cash equivalents re-classified as assets held for sale

at end of the period

27, 28

(55,459)

(92,142)

Cash and cash equivalents at end of period

17

48,080

170,595

 

(a) Including US$102.1 million related to discontinued operations (year ended 31 December 2013: US$111.7 million) (note 27).

(b) Note 27.

(c) Including US$154.0 million proceeds from borrowings (year ended 31 December 2013: US$131.8 million) and US$81.1 million repayments of borrowings (year ended 31 December 2013: US$51.5 million) related to discontinued operations (note 27).

 

 

Notes to the Consolidated Financial Statements

For the year ended 31 December 2014

 

1. General information

 

Petropavlovsk PLC (the 'Company') is a company incorporated and registered in England and Wales. The address of the registered office is 11 Grosvenor Place, London SW1X 7HH.

 

2. Significant accounting policies

 

2.1. Basis of preparation and presentation

The consolidated financial statements of Petropavlovsk PLC and its subsidiaries (the 'Group') have been prepared in accordance with International Financial Reporting Standards ('IFRS') as adopted by the European Union, IFRIC Interpretations and the Companies Act 2006. The consolidated financial statements have been prepared under the historical cost convention, as modified by the revaluation of available-for-sale financial investments, financial assets and financial liabilities (including derivative instruments) at fair value through profit or loss. The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all years presented, unless otherwise stated.

 

Going concern

The financial position of the Group, its cash flows and liquidity position are described in the Chief Financial Officer's statement. In addition, note 31 to these consolidated financial statements includes the Group's objectives, policies and processes for managing its capital, its financial risk management objectives, details of its financial instruments and hedging activities, and its exposures to credit risk and liquidity risk.

 

As a separate listed group, IRC is required to perform an assessment of their going concern position. In their 31 December 2014 annual report they have identified a material uncertainty in relation to their ability to continue to operate as a going concern, and accordingly their auditor, Deloitte Hong Kong, referenced this in an emphasis of matter in their audit report published on 25 March 2015. The main uncertainties in relation to the ability of IRC to continue to operate as a going concern are the timing of the commissioning of the K&S project and the substantial drop in the iron ore price.

 

As the Group has guaranteed the outstanding amounts IRC owes to ICBC, which outstanding loan principal was US$266.7 million as at 31 December 2014, the assessment of whether there is any material uncertainty that IRC will be able to repay this facility as it falls due is a key element of the Group's overall going concern assessment.

 

The Group performed an assessment of the forecast cash flows for its gold division. Following the successful completion of the Refinancing and receipt of covenant relaxation and waivers, the Group is satisfied that it has sufficient headroom under a reasonable downside scenario for the period to April 2016 to cover both its own cash flow requirements together with any potential deficit in IRC, subject to a mechanism for providing this funding being established. The Directors are confident that, should it be required, such a mechanism could be established.

 

Accordingly, the Directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future, being at least the next 12 months from the date of approval of the 2014 Annual report and Accounts. Thus, they continue to adopt the going concern basis of accounting in preparing these consolidated financial statements.

 

Changes in accounting policies and estimates

 

Exceptional items

 

The Group is no longer disclosing exceptional items separately. Comparative information for the year ended 31 December 2013 has been represented accordingly. In making this decision the Group has considered the following:

 

- This presentation enhances the simplicity of the disclosures in the consolidated financial statements;

- Due to significance, nature and the expected infrequency of occurrence, exceptional items are usually accompanied by relevant detailed disclosures within the notes to the consolidated financial statements; and

- The classification of exceptional items is a non-GAAP measure;

 

Refer to note 3 for other areas of judgement in applying accounting policies and key sources of estimation uncertainty.

 

Ore reserves estimates

 

The Group's accounting policy is to depreciate mining assets using units of production ('UOP') method based on the volume of ore reserves.

 

In December 2013, a significant portion of the newly discovered reserves and resources was scheduled for processing in the Group's latest life of mine production plans as these resources are expected to be classified as Joint Ore Reserves Committee ('JORC') reserves or resources before they are processed. Following this inclusion, the Group amended its methodology for determining ore reserve estimates for calculating UOP depreciation to include, in addition to JORC reserves, resources estimated in accordance with both JORC and the internally used Russian Classification System, but only to the extent these are scheduled to be mined under the Group's life of mine plans. This amendment has been applied prospectively with effect from 1 January 2014. As a consequence of the above, depreciation charges for the year ended 31 December 2014 reduced by approximately US$50.8 million.

 

2.2. Adoption of new and revised standards and interpretations

 

New and revised standards and interpretations adopted for the current reporting period

New and revised Standards and Interpretations that were effective for annual periods beginning on or after 1 January 2014 and are set out below have been adopted:

 

- IFRS 10 'Consolidated Financial Statements'

- IFRS 11 'Joint Arrangements'

- IFRS 12 'Disclosure of Interests in Other Entities'

- Amendments to IAS 36 'Impairment of Assets' - 'Recoverable Amount Disclosures for Non-Financial Assets'

- Amendments to IAS 39 'Financial Instruments: Recognition and Measurement - Novation of Derivatives and Continuation of Hedge Accounting'

- Amendments to IAS 32 'Financial Instruments: Presentation - Offsetting Financial Assets and Financial Liabilities

- Amendments to IFRS 10, IFRS 12 and IAS 27 'Separate Financial Statements: Investment Entities'

- IFRIC 21 'Levies'

 

Aside from further disclosures included in note 27 following the adoption of IFRS 12 'Disclosure of Interests in Other Entities', adoption of the aforementioned standards, amendments, and interpretations have not had a significant impact on amounts reported, presentation or disclosure in these consolidated financial statements but may impact the accounting for future transactions and arrangements.

 

New standards, amendments and interpretations that are applicable to the Group, issued but not yet effective for the reporting period beginning 1 January 2015 and not early adopted

 

At the date of authorisation of these financial statements, the following Standards and Interpretations which have not been applied in these consolidated financial statements were in issue but not yet effective (and in some cases had not yet been adopted by the EU):

 

Effective for annual periods

beginning on or after

- IFRS 9 'Financial instruments' addresses the classification, measurement and recognition of financial assets and financial liabilities.

1 January 2018

- IFRS 14 'Regulatory Deferral Accounts' (a)

1 January 2016

- IFRS 15 'Revenue from contracts with customers' replaces IAS 18 'Revenue' and IAS 11 'Construction Contracts' and related interpretations.

1 January 2017

- Amendments to IFRS 11 'Accounting for Acquisition of Interests in Joint Operations'

1 January 2016

- Amendments to IAS 16 and IAS 38 'Clarification of Acceptable Methods of Depreciation and Amortisation'

1 January 2016

- Amendments to IAS 16 and IAS 41 'Agriculture: Bearer Plants'

1 January 2016

- Amendments to IAS 19 'Employee Benefits: Defined Benefit Plans - Employee Contributions'

1 July 2014

- Amendments to IAS 27 'Equity Method in Separate Financial Statements'

1 January 2016

- Amendments to IFRS 10 and IAS 28 'Sale or Contribution of Assets between an Investor and its Associate or Joint Venture'

1 January 2016

- Annual improvements to IFRSs: 2010-2012

1 July 2014

- Annual improvements to IFRSs: 2011-2013

1 July 2014

- Annual improvements to IFRSs: 2012-2014 Cycle

1 July 2016

(a) IFRS 14 is not applicable to the Group as the Group is not a first-time adopter of IFRSs.

 

The Directors do not expect that the adoption of the standards, amendments and interpretations listed above will have a material impact on the Group's consolidated financial statements in future reporting periods, except that IFRS 9 will impact both measurement and disclosures of financial instruments and IFRS 15 may have an impact on revenue recognition and related disclosures. Beyond the information above, it is not practicable to provide a reasonable estimate of the impact of the aforementioned standards until a detailed review has been completed.

 

2.3. Basis of consolidation

These consolidated financial statements consist of the financial statements of the Company and its subsidiaries as at the balance sheet date. Subsidiaries are all entities over which the Group has control.

 

Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the subsidiary and has the ability to affect those returns through its power over the subsidiary. Specifically, the Group controls a subsidiary if, and only if, it has all of the following:

 

- power over the subsidiary (i.e. existing rights that give it the current ability to direct the relevant activities of the subsidiary);

- exposure, or rights, to variable returns from its involvement with the subsidiary; and

- the ability to use its power over the subsidiary to affect its returns.

 

When the Group has less than a majority of the voting rights of a subsidiary or similar rights of a subsidiary, it considers all relevant facts and circumstances in assessing whether it has power over the subsidiary including:

 

- the size of the Group's holding of voting rights relative to the size and dispersion of holdings of the other vote holders;

- potential voting rights held by the Group, other vote holders or other parties;

- rights arising from other contractual arrangements; and

- any additional facts and circumstances that indicate that the Group has, or does not have, the current ability to direct the relevant activities at the time that decisions need to be made, including voting patterns at previous shareholders' meetings.

 

The Company reassesses whether or not it controls a subsidiary if facts and circumstances indicate that there are changes to one or more of the three elements of control listed above.

 

Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary. Specifically, income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated statement of income and other comprehensive income from the date the Group gains control until the date when the Group ceases to control the subsidiary.

 

Inter-company transactions, balances and unrealised gains on transactions between Group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Where necessary, adjustments are made to the financial statements of subsidiaries to ensure consistency of accounting policies with the policies adopted by the Group.

 

Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the Group's equity therein. The interests of non-controlling shareholders may be initially measured at fair value or at the non-controlling interests' proportionate share of the fair value of the acquiree's identifiable net assets. The choice of measurement is made on an acquisition-by-acquisition basis. Subsequent to acquisition, the carrying amount of non-controlling interests is the amount of those interests at initial recognition plus the non-controlling interests' share of subsequent changes in equity. The recognised income and expense are attributed to non-controlling interests even if this results in the non-controlling interests having a deficit balance.

 

2.4. Business combinations

The Group uses the acquisition method of accounting to account for business combinations. The consideration transferred for each acquisition is measured at the aggregate of the fair values of the assets transferred, the liabilities incurred and the equity interests issued by the Group. Where applicable, the consideration transferred includes the fair value of any asset or liability arising from a contingent consideration arrangement. Acquisition-related costs are recognised in profit or loss as incurred.

 

Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date.

 

The Group recognises any non-controlling interest in the acquiree at fair value or at the non-controlling interest's proportionate share of the acquiree's net assets, on an acquisition-by-acquisition basis.

 

The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition-date fair value of any previous equity interest in the acquiree over the fair value of the Group's share of the identifiable net assets acquired are recorded as goodwill. If this is less than the fair value of the net assets of the subsidiary acquired in the case of a bargain purchase, the difference is recognised directly in the statement of recognised income and expenses.

 

2.5. Non-controlling interests

The group treats transactions with non-controlling interests as transactions with equity owners. For purchases from non-controlling interests, the difference between any consideration paid and the relevant share acquired of the carrying value of net assets of the subsidiary is recorded in equity. Gains or losses on disposals to non-controlling interests are also recorded in equity.

 

2.6. Acquisition of assets

Frequently, the acquisition of mining licences is effected through a non-operating corporate structure. As these structures do not represent a business, it is considered that the transactions do not meet the definition of a business combination. Accordingly the transaction is accounted for as the acquisition of an asset. The net assets acquired are recognised at cost.

 

Where the Group has full control but does not own 100% of the assets, then non-controlling interests are recognised at an equivalent amount based on the Group's cost, the assets continue to be carried at cost and changes in those values are recognised in equity.

 

2.7. Interests in joint ventures

A joint venture is a contractual arrangement whereby the Group and other parties undertake an economic activity that is subject to joint control (i.e. when the strategic financial and operating policy decisions relating to the activities of the joint venture require the unanimous consent of the parties sharing control). Joint venture arrangements that involve the establishment of a separate entity in which each venturer has an interest are referred to as jointly controlled entities.

 

The Group's interests in jointly controlled entities are accounted for by using the equity method of accounting, except when the investment is classified as held for sale, in which case it is accounted for in accordance with IFRS 5 Non-current Assets Held for Sale and Discontinued Operations. Interests in joint ventures are carried in the balance sheet at cost as adjusted by post-acquisition changes in the Group's share of the net assets of the associate, less any impairment in the value of individual investments.

 

Any excess of the cost of acquisition over the Group's share of the net fair value of the identifiable assets, liabilities and contingent liabilities of the jointly controlled entity recognised at the date of acquisition is recognised as goodwill. The goodwill is included within the carrying amount of the investment and is assessed for impairment as part of that investment. Any excess of the Group's share of the net fair value of the identifiable assets, liabilities and contingent liabilities over the cost of acquisition, after reassessment, is recognised immediately in profit or loss.

 

The Group's share of its joint ventures' post-acquisition profits or losses is recognised in the income statement and its share of post-acquisition movements in reserves is recognised in reserves. The cumulative post-acquisition movements are adjusted against the carrying amount of the investment in joint ventures.

 

2.8. Investments in associates

An associate is an entity over which the Group is in a position to exercise significant influence and that is neither a subsidiary nor an interest in a joint venture. Significant influence is the power to participate in the financial and operating policy decisions of the investee but is not control or joint control over those policies.

 

Investments in associates are accounted for using the equity method of accounting, except when the investment is classified as held for sale, in which case it is accounted for in accordance with IFRS 5 Non-current Assets Held for Sale and Discontinued Operations. Investments in associates are carried in the balance sheet at cost as adjusted by post-acquisition changes in the Group's share of the net assets of the associate, less any impairment in the value of individual investments. Losses of an associate in excess of the Group's interest in that associate (which includes any long-term interests that, in substance, form part of the Group's net investment in the associate) are recognised only to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate.

 

Any excess of the cost of acquisition over the Group's share of the net fair value of the identifiable assets, liabilities and contingent liabilities of the associate recognised at the date of acquisition is recognised as goodwill. The goodwill is included within the carrying amount of the investment and is assessed for impairment as part of that investment. Any excess of the Group's share of the net fair value of the identifiable assets, liabilities and contingent liabilities over the cost of acquisition, after reassessment, is recognised immediately in profit or loss.

 

When a Group entity transacts with an associate of the Group, profits and losses are eliminated to the extent of the Group's interest in the relevant associate. Losses may provide evidence of an impairment of the asset transferred in which case appropriate provision is made for the impairment.

 

2.9. Non-current assets held for sale

Non-current assets and disposal groups classified as held for sale are measured at the lower of carrying amount and fair value less costs to sell.

 

Non-current assets and disposal groups are classified as held for sale if their carrying amount will be recovered through a sale transaction rather than through continuing use. This condition is regarded as met only when the sale is highly probable and the asset or disposal group is available for immediate sale in its present condition. Management must be committed to the sale which should be expected to qualify for recognition as a completed sale within one year from the date of classification.

 

When the Group is committed to a sale plan involving loss of control of a subsidiary, all of the assets and liabilities of that subsidiary are classified as held for sale when the criteria described above are met, regardless of whether the Group will retain a non-controlling interest in its former subsidiary after the sale.

 

2.10. Foreign currency translation

Items included in the financial statements of each of the Group's entities are measured using the currency of the primary economic environment in which the entity operates (the functional currency). For the purpose of the consolidated financial statements, the results and financial position of each Group company are expressed in US Dollars, which is the Group's presentation currency. The functional currency of the Company is the US Dollar.

 

The rates of exchange used to translate balances from other currencies into US Dollars were as follows (currency per US Dollar):

 

As at 31 December 2014

Average year ended 31 December 2014

As at 31 December 2013

Average year ended 31 December 2013

GB Pounds Sterling (GBP : US$)

0.64

0.61

0.60

0.64

Russian Rouble (RUR : US$)

56.26

38.44

32.73

31.85

 

In preparing the financial statements of the individual companies, transactions in currencies other than the entity's functional currency (foreign currencies) are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are remeasured. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at the year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement. Non-monetary items carried at fair value that are denominated in foreign currencies are translated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.

 

For the purpose of presenting consolidated financial statements, the assets and liabilities of the Group's foreign operations which have a functional currency other than US Dollars are translated at exchange rates prevailing on the balance sheet date. Income and expense items are translated at the average exchange rates for the year, unless exchange rates fluctuate significantly during that year, in which case the exchange rates at the date of transactions are used. Exchange differences arising, if any, are recognised in other comprehensive income and expenses and accumulated in equity, with share attributed to non-controlling interests as appropriate. On the disposal of a foreign operation, all of the accumulated exchange differences in respect of that operation attributable to the shareholders of the Company are reclassified to profit or loss.

 

Goodwill and fair value adjustments arising on the acquisition of a foreign operation are treated as assets and liabilities of the foreign operation.

 

2.11. Goodwill

Goodwill represents the excess of the cost of an acquisition over the fair value of the Group's share of the net identifiable assets of a subsidiary, associate or joint venture at the date of acquisition. Goodwill on acquisition of a subsidiary is included in non-current assets as a separate line item. Goodwill is tested annually for impairment and carried at cost less accumulated impairment losses. Impairment losses on goodwill are not reversed. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold. Goodwill on acquisition of an associate or a joint venture is included in the carrying amount of investment and is tested for impairment as part of the overall balance.

 

Goodwill is allocated to those cash-generating units or groups of cash-generating units that are expected to benefit from the synergies of the business combination in which the goodwill arose.

 

The excess of the acquirer's interest in the net fair value of the identifiable assets, liabilities and contingent liabilities acquired over cost is recognised immediately in the income statement.

 

2.12. Intangible assets

 

Exploration and evaluation expenditure and mineral rights acquired

Exploration and evaluation expenditure incurred in relation to those projects where such expenditure is considered likely to be recoverable through future extraction activity or sale, or where the exploration activities have not reached a stage which permits a reasonable assessment of the existence of reserves, are capitalised and recorded on the balance sheet within intangible assets for mining projects at the exploration stage.

 

Exploration and evaluation expenditure comprise costs directly attributable to:

 

- researching and analysing existing exploration data;

- conducting geological studies, exploratory drilling and sampling;

- examining and testing extraction and treatment methods;

- compiling pre-feasibility and feasibility studies; and

- costs incurred in acquiring mineral rights, the entry premiums paid to gain access to areas of interest and amounts payable to third parties to acquire interests in existing projects.

 

Mineral rights acquired through a business combination or an asset acquisition are capitalised separately from goodwill if the asset is separable or arises from contractual or legal rights and the fair value can be measured reliably on initial recognition.

 

Exploration and evaluation expenditure capitalised and mining rights acquired are subsequently valued at cost less impairment. In circumstances where a project is abandoned, the cumulative capitalised costs related to the project are written off in the period when such decision is made.

 

Exploration and evaluation expenditure capitalised and mining rights within intangible assets are not depreciated. These assets are transferred to mine development costs within property, plant and equipment when a decision is taken to proceed with the development of the project.

 

2.13. Property, plant and equipment

 

Mine development costs

Development expenditure incurred by or on behalf of the Group is accumulated separately for each area of interest in which economically recoverable resources have been identified. Such expenditure includes costs directly attributable to the construction of a mine and the related infrastructure. Once a development decision has been taken, the carrying amount of the exploration and evaluation expenditure in respect of the area of interest is aggregated with the development expenditure and classified under non-current assets as 'mine development costs'. Mine development costs are reclassified as 'mining assets' at the end of the commissioning phase, when the mine is capable of operating in the manner intended by management.

 

Mine development costs are not depreciated, except for property plant and equipment used in the development of a mine. Such property, plant and equipment are depreciated on a straight-line basis based on estimated useful lives and depreciation is capitalised as part of mine development costs.

 

Mining assets

Mining assets are stated at cost less accumulated depreciation. Mining assets include the cost of acquiring and developing mining assets and mineral rights, buildings, vehicles, plant and machinery and other equipment located on mine sites and used in the mining operations.

 

Mining assets, except for those related to alluvial gold operations, where economic benefits from the asset are consumed in a pattern which is linked to the production level, are depreciated using a units of production method based on the volume of ore reserves. This results in a depreciation charge proportional to the depletion of reserves. The basis for determining ore reserve estimates is set out in note 3.1. Where the mining plan anticipates future capital expenditure to support the mining activity over the life of the mine, the depreciable amount is adjusted for such estimated future expenditure.

 

Certain property, plant and equipment within mining assets are depreciated based on estimated useful lives, if shorter than the remaining life of the mine or if such property, plant and equipment can be moved to another site subsequent to the mine closure.

 

Mining assets related to alluvial gold operations are depreciated on a straight-line basis based on estimated useful lives.

 

Non-mining assets

Non-mining assets are stated at cost less accumulated depreciation. Non-mining assets are depreciated on a straight-line basis based on estimated useful lives.

 

Capital construction in progress

Capital construction in progress is stated at cost. On completion, the cost of construction is transferred to the appropriate category of property, plant and equipment. Capital construction in progress is not depreciated.

 

Depreciation

Property, plant and equipment are depreciated using a units of production method as set out above or on a straight-line basis based on estimated useful lives. Estimated useful lives normally vary as set out below.

 

Average life

Number of years

Buildings

15-50

Plant and machinery

3-20

Vehicles

5-7

Office equipment

5-10

Computer equipment

3-5

 

Residual values and useful lives are reviewed and adjusted if appropriate, at each balance sheet date. Changes to the estimated residual values or useful lives are accounted for prospectively.

 

2.14. Impairment of non-financial assets

Property, plant and equipment and finite life intangible assets are reviewed by management for impairment if there is any indication that the carrying amount may not be recoverable. This applies to the Group's share of the assets held by the joint ventures as well as the assets held by the Group itself.

 

When a review for impairment is conducted, the recoverable amount is assessed by reference to the higher of 'value in use' (being the net present value of expected future cash flows of the relevant cash generating unit) or 'fair value less costs to sell'. Where there is no binding sale agreement or active market, fair value less costs to sell is based on the best information available to reflect the amount the Group could receive for the cash generating unit in an arm's length transaction. Future cash flows are based on:

 

- estimates of the quantities of the reserves and mineral resources for which there is a high degree of confidence of economic extraction;

- future production levels;

- future commodity prices (assuming the current market prices will revert to the Group's assessment of the long-term average price, generally over a period of up to five years); and

- future cash costs of production, capital expenditure, environment protection, rehabilitation and closure.

 

IAS 36 'Impairment of assets' includes a number of restrictions on the future cash flows that can be recognised in respect of future restructurings and improvement related capital expenditure. When calculating 'value in use', it also requires that calculations should be based on exchange rates current at the time of the assessment.

 

For operations with a functional currency other than the US Dollar, the impairment review is undertaken in the relevant functional currency. These estimates are based on detailed mine plans and operating budgets, modified as appropriate to meet the requirements of IAS 36 'Impairment of assets'.

 

The discount rate applied is based upon a pre-tax discount rate that reflects current market assessments of the time value of money and the risks associated with the relevant cash flows, to the extent that such risks are not reflected in the forecast cash flows.

 

If the carrying amount of the asset exceeds its recoverable amount, the asset is impaired and an impairment loss is charged to the income statement so as to reduce the carrying amount in the balance sheet to its recoverable amount. A previously recognised impairment loss is reversed if the recoverable amount increases as a result of a reversal of the conditions that originally resulted in the impairment. This reversal is recognised in the income statement and is limited to the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised in prior years.

 

2.15. Deferred stripping costs

In open pit mining operations, removal of overburden and other waste materials, referred to as stripping, is required to obtain access to the ore body.

 

Stripping costs incurred during the development of the mine are capitalised as part of mine development costs and are subsequently depreciated over the life of a mine on a units of production basis.

 

Stripping costs incurred during the production phase of a mine are deferred as part of cost of inventory and are written off to the income statement in the period over which economic benefits related to the stripping activity are realised where this is the most appropriate basis for matching the costs against the related economic benefits.

 

Where, during the production phase, further development of the mine requires a phase of unusually high overburden removal activity that is similar in nature to pre-production mine development, such stripping costs are considered in a manner consistent with stripping costs incurred during the development of the mine before the commercial production commences.

 

In gold alluvial operations, stripping activity is sometimes undertaken in preparation for the next season. Stripping costs are then deferred as part of cost of inventory and are written off to the income statement in the following year to match related production.

 

2.16. Provisions for close down and restoration costs

Close down and restoration costs include the dismantling and demolition of infrastructure and the removal of residual materials and remediation of disturbed areas. Close down and restoration costs are provided for in the accounting period when the legal or constructive obligation arising from the related disturbance occurs, whether this occurs during the mine development or during the production phase, based on the net present value of estimated future costs. Provisions for close down and restoration costs do not include any additional obligations which are expected to arise from future disturbance. The costs are estimated on the basis of a closure plan. The cost estimates are calculated annually during the life of the operation to reflect known developments and are subject to formal review at regular intervals.

 

The amortisation or unwinding of the discount applied in establishing the net present value of provisions is charged to the income statement in each accounting period. The amortisation of the discount is shown as a financing cost, rather than as an operating cost. Other movements in the provisions for close down and restoration costs, including those resulting from new disturbance, updated cost estimates, changes to the lives of operations and revisions to discount rates are capitalised within property, plant and equipment. These costs are then depreciated over the lives of the assets to which they relate.

 

Where rehabilitation is conducted systematically over the life of the operation, rather than at the time of closure, provision is made for the outstanding continuous rehabilitation work at each balance sheet date. All other costs of continuous rehabilitation are charged to the income statement as incurred.

 

Changes in the measurement of a liability relating to the decommissioning of plant or other site preparation work (that result from changes in the estimated timing or amount of the cash flow or a change in the discount rate), are added to or deducted from the cost of the related asset in the current period. If a decrease in the liability exceeds the carrying amount of the asset, the excess is recognised immediately in the income statement. If the asset value is increased and there is an indication that the revised carrying value is not recoverable, an impairment test is performed in accordance with the accounting policy set out above.

 

2.17. Financial instruments

Financial instruments recognised in the balance sheet include cash and cash equivalents, other investments, trade and other receivables, borrowings, derivatives, and trade and other payables.

 

Financial instruments are initially measured at fair value when the Group becomes a party to their contractual arrangements. Transaction costs are included in the initial measurement of financial instruments, except financial instruments classified as at fair value through profit or loss. The subsequent measurement of financial instruments is dealt with below.

 

Financial assets

Financial assets are classified into the following specified categories: 'financial assets at fair value through profit or loss', 'held-to-maturity investments', 'available-for-sale financial assets' and 'loans and receivables'. The classification depends on the nature and purpose of the financial assets and is determined at the time of initial recognition. Financial assets are recognised at trade-date, the date on which the Group commits to purchase the asset. The Group does not hold any financial assets which meet the definition of 'held-to-maturity investments'.

 

Financial assets at fair value through profit or loss

This category has two sub-categories: financial assets held for trading, and those designated at fair value through profit or loss at inception. A financial asset is classified in this category if acquired principally for the purpose of selling in the short term or if so designated by management. Derivatives are also categorised as held for trading unless they are designated as hedges. Assets in this category are classified as current if they are either held for trading or are expected to be realised within 12 months of the balance sheet date.

 

Available-for-sale financial assets

Available-for-sale financial assets are non-derivative financial assets that are either designated in this category or not classified in any of the other categories. They are included within non-current assets unless the investment matures or management intends to dispose of them within 12 months of the balance sheet date. Available-for-sale financial assets are initially measured at cost and subsequently carried at fair value. Changes in the carrying amount of available-for-sale financial assets are recognised in other comprehensive income and accumulated under the heading of other reserve in equity. When the investment is disposed of or is determined to be impaired, the cumulative gain or loss previously accumulated in equity is reclassified to the income statement.

 

Loans and receivables

Loans and receivables are non-derivative financial assets fixed or determinable payments that are not quoted on an active market. Loans and receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method, less any impairment. Interest income is recognised by applying the effective interest rate, except for short-term receivables when the recognition of interest would be immaterial.

 

Effective interest method

The effective interest rate method is a method of calculating the amortised cost of a financial asset and of allocating interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset, or where appropriate, a shorter period, to the net carrying amount on initial recognition.

 

Cash and cash equivalents

Cash and cash equivalents are defined as cash on hand, demand deposits and short-term, highly liquid investments readily convertible to known amounts of cash and subject to insignificant risk of changes in value and are measured at cost which is deemed to be fair value as they have a short-term maturity.

 

Trade receivables

Trade receivables are measured on initial recognition at fair value and are subsequently measured at amortised cost using the effective interest rate method. Impairment of trade receivables is established when there is objective evidence as a result of a loss event that the Group will not be able to collect all amounts due according to the original terms of the receivables. The amount of the impairment is the difference between the asset's carrying amount and the present value of estimated future cash flows, discounted at the original effective interest rate. The impairment is recognised in the income statement.

 

Other investments

Listed investments and unlisted equity investments, other than investments in subsidiaries, joint ventures and associates, are classified as available-for-sale financial assets and subsequently measured at fair value. Fair values for unlisted equity investments are estimated using methods reflecting the economic circumstances of the investee. Equity investments for which fair value cannot be measured reliably are recognised at cost less impairment. Changes in the carrying amount of available-for-sale financial assets are recognised in other comprehensive income and accumulated under the heading of investments revaluation reserve in equity. When the investment is disposed of or is determined to be impaired, the cumulative gain or loss previously accumulated in the investments revaluation reserve is reclassified to the income statement as 'gains and losses from investment securities'.

 

Financial liabilities

Financial liabilities, other than derivatives, are measured on initial recognition at fair value and are subsequently measured at amortised cost, using the effective interest rate method.

 

Borrowings

Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortised cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the income statement over the period of the borrowings using the effective interest method.

 

The fair value of the liability portion of a convertible bond is determined using a market interest rate for an equivalent non-convertible bond. This amount is recorded as a liability on an amortised cost basis until extinguished on conversion or maturity of the bonds. The remainder of the proceeds is allocated to the conversion option. This is recognised and included in shareholders' equity, net of income tax effects.

 

Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the balance sheet date.

 

Derivative financial instruments

In accordance with IAS 39 the fair value of all derivatives is separately recorded on the balance sheet. Derivatives are initially recognised at fair value at the date the derivative contracts are entered into and are subsequently remeasured to their fair value at the balance sheet date. The resulting gain or loss is recognised in the income statement immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in the income statement depends on the nature of the hedge relationship.

 

Derivatives embedded in other financial instruments or non-financial host contracts are treated as separate derivatives when their risks and characteristics are not closely related to their host-contract and the host contract is not carried at fair value. Embedded derivatives are recognised at fair value at inception. Any change to the fair value of the embedded derivatives is recognised in operating profit within the income statement. Embedded derivatives which are settled net are disclosed in line with the maturity of their host contracts.

 

The fair value of embedded derivatives is determined by using market prices where available. In other cases, fair value will be calculated using quotations from independent financial institutions, or by using appropriate valuation techniques.

 

Hedge accounting

The Group designates certain derivative financial instruments as hedging relationships. For the purposes of hedge accounting, hedging relationships may be of three types:

- Fair value hedges are hedges of particular risks that may change the fair value of a recognised asset or liability;

- Cash flow hedges are hedges of particular risks that may change the amount or timing of future cash flows; and

- Hedges of net investment in a foreign entity are hedges of particular risks that may change the carrying value of the net assets of a foreign entity.

 

Currently the Group only has cash flow hedge relationships.

To qualify for hedge accounting the hedging relationship must meet several strict conditions on documentation, probability of occurrence, hedge effectiveness and reliability of measurement. If these conditions are not met, then the relationship does not qualify for hedge accounting. In this case the hedging instrument and the hedged item are reported independently as if there were no hedging relationship.

The effective portion of changes in fair value of derivatives that are designated and qualify as cash flow hedges is recognised in other comprehensive income. The fair value gain or loss relating to the ineffective portion is recognised immediately in profit or loss.

 

Amounts previously recognised in other comprehensive income and accumulated in hedging reserve in equity are reclassified to profit or loss in the periods when the hedged item is recognised in profit or loss, in the same line of the income statement as the recognised hedged item.

 

Hedge accounting is discontinued when the Group revokes the hedging relationship, the hedging instrument expires or is sold, terminated or exercised, or no longer qualifies for hedge accounting. Any gain or loss recognised in other comprehensive income at that time is accumulated in equity and is reclassified to profit or loss when the forecast transaction is ultimately recognised in profit or loss. When a forecast transaction is no longer expected to occur, the gain or loss accumulated in equity is recognised immediately in profit or loss.

 

Trade payables

Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method.

 

Equity instruments

An equity instrument is any contract that evidences a residual interest in the assets of the Group after deducting all of its liabilities. Equity instruments issued are recorded at the proceeds received, net of direct issue cost.

 

Impairment of financial assets

The Group assesses at each balance sheet date whether there is objective evidence that a financial asset or a group of financial assets is impaired. In the case of equity securities classified as available-for-sale, a significant or prolonged decline in the fair value of the security below its cost is considered in determining whether the securities are impaired. If any such evidence exists for available-for-sale financial assets, the cumulative loss - measured as the difference between the acquisition cost and the current fair value, less any impairment loss on that financial asset previously recognised in profit or loss - is removed from equity and recognised in the income statement. Impairment losses recognised in the income statement on equity instruments are not reversed.

 

2.18. Provisions

Provisions are recognised when the Group has a present obligation, whether legal or constructive, as a result of a past event for which it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.

 

Provisions are measured at the present value of management's best estimate of the expenditure required to settle the obligation at the balance sheet date. The discount rate used to determine the present value reflects current market assessments of the time value of money and the risks specific to the liability.

 

2.19. Inventories

Inventories include the following major categories:

 

- stores and spares represent raw materials consumed in the production process as well as spare parts and other maintenance supplies.

- construction materials represent materials for use in capital construction and mine development.

- ore in stockpiles represent material that, at the time of extraction, is expected to be processed into a saleable form and sold at a profit. Ore in stockpiles is valued at the average cost per tonne of mining and stockpiling the ore. Quantities of ore in stockpiles ore are assessed through surveys and assays. Ore in stockpiles is classified between current and non-current inventory based on the expected processing schedule in accordance with the Group's mining plan.

- work in progress inventory primarily represents gold in processing circuit that has not completed the production process. Work in progress inventory is valued at the average production costs.

- deferred stripping costs are included in inventories where appropriate, as set out in note 2.15.

 

Inventories are valued at the lower of cost and net realisable value, with cost being determined primarily on a weighted average cost basis.

 

Provisions are recorded to reduce ore in stockpiles, work in process and finished goods inventory to net realisable value where the net realisable value is lower than relevant inventory cost at the balance sheet date. Net realisable value is determined with reference to relevant market prices less estimated costs to complete production and bring the inventory into its saleable form. Provisions are also recorded to reduce mine operating supplies to net realisable value, which is generally determined with reference to salvage or scrap value, when it is determined that the supplies are obsolete. Provisions are reversed to reflect subsequent recoveries in net realisable value where the inventory is still on hand at the balance sheet date.

 

2.20. Leases

Leases of property, plant and equipment where the Group has substantially all the risks and rewards of ownership are classified as finance leases. Finance leases are capitalised at the lease's inception at the lower of the fair value of the leased property and the present value of the minimum lease payments. Each lease payment is allocated between the liability and finance charges so as to achieve a constant rate on the finance balance outstanding. The corresponding rental obligations, net of finance charges, are included in borrowings. The interest element of the finance cost is charged to the income statement over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period.

 

Leases where the lessor retains substantially all the risks and rewards of ownership are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to the income statement on a straight-line basis over the period of the lease.

 

2.21. Revenue recognition

Revenue is measured at the fair value of the consideration received or receivable, stated at the invoiced value net of discounts and value added tax.

 

Sales of gold and silver

The majority of the Group's revenue is derived from the sale of refined gold and silver, the latter being a by-product of gold production. Revenue from the sale of gold and silver is recognised when:

- the risks and rewards of ownership are transferred to the buyer;

- the Group retains neither a continuing involvement nor control over the goods sold;

- the amount of revenue can be measured reliably; and

- it is probable that the economic benefits associated with the transaction will flow to the Group.

 

Other revenue

Other revenue is recognised as follows:

- revenue from service contracts is recognised when the services are rendered;

- revenue from sales of goods is recognised when the goods are delivered to the buyer and the risks and benefits associated with ownership are transferred to the buyer; and

- rental income from operating leases is recognised on a straight line basis over the term of the relevant lease.

 

2.22. Borrowing costs

Borrowing costs are generally expensed as incurred except where they relate to the financing of acquisition, construction or development of qualifying assets, which are mining projects under development that necessarily take a substantial period of time to get prepared for their intended use. Such borrowing costs are capitalised and added to mine development costs of the mining project when the decision is made to proceed with the development of the project and until such time when the project is substantially ready for its intended use (which is when commercial production is ready to commence) or if active development is suspended or ceases.

 

To the extent that funds are borrowed to finance a specific mining project, borrowing costs capitalised represent the actual borrowing costs incurred. To the extent that funds are borrowed for the general purpose, borrowing costs capitalised are determined by applying the interest rate applicable to appropriate borrowings outstanding during the period to the average amount of capital expenditure incurred to develop the relevant mining project during the period.

 

2.23. Taxation

Tax expense for the period comprises current and deferred tax. Tax is recognised in the income statement, except to the extent that it relates to items recognised in the statement of comprehensive income or directly in equity. In this case, the tax is also recognised in the statement of comprehensive income or directly in equity, respectively.

 

Current tax is the tax expected to be payable on the taxable income for the year calculated using rates that have been enacted or substantively enacted by the balance sheet date. It includes adjustments for tax expected to be payable or recoverable in respect of previous periods.

 

Full provision is made for deferred taxation on all temporary differences existing at the balance sheet date with certain limited exceptions. Temporary differences are the difference between the carrying value of an asset or liability and its tax base. The main exceptions to this principle are as follows:

 

- tax payable on the future remittance of the past earnings of subsidiaries, associates and jointly controlled entities is provided for except where the Company is able to control the remittance of profits and it is probable that there will be no remittance in the foreseeable future;

- deferred tax is not provided on the initial recognition of goodwill or from the initial recognition of an asset or liability in a transaction that does not affect accounting profit or taxable profit and is not a business combination, such as on the recognition of a provision for close down and restoration costs and the related asset or on the inception of finance lease; and

- deferred tax assets are recognised only to the extent that it is more likely than not that they will be recovered.

 

Deferred tax is provided in respect of fair value adjustments on acquisitions. These adjustments may relate to assets such as mining rights that, in general, are not eligible for income tax allowances. In such cases, the provision for deferred tax is based on the difference between the carrying value of the asset and its nil income tax base.

 

Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised using tax rates that have been enacted, or substantively enacted. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt within equity.

 

Deferred tax assets and liabilities are offset when there is a legally enforceable right to set-off current tax assets against current tax liabilities, when they relate to income taxes levied by the same taxation authority and the Group intends to settle its current tax assets and liabilities on a net basis.

 

2.24. Share-based payments

The Group has a number of equity-settled share-based payment arrangements in place, details of which are set out in note 29.

 

Equity-settled share-based payment awards are measured at fair value at the grant date. The fair values determined at the grant date are recognised as an expense on a straight-line basis over the expected vesting period with a corresponding adjustment to the share-based payments reserve within equity.

 

The fair values of equity-settled share-based payment awards are determined at the dates of grant using a Black Scholes model for those awards vesting based on operating performance conditions and a Monte Carlo model for those awards vesting based on market related performance conditions.

 

The estimate of the number of the awards likely to vest is reviewed at each balance sheet date up to the vesting date, at which point the estimate is adjusted to reflect the actual awards issued. The impact of the revision of the original estimates, if any, is recognised in the income statement so that the cumulative expense reflects the revised estimate, with a corresponding adjustment to the share-based payments reserve within equity.

 

2.25. Employee Benefit Trust

Certain Ordinary Shares underlying the share-based payment awards granted are held by the Employee Benefit Trust (the 'EBT'). Details of employee benefit trust arrangements are set out in note 29. The carrying value of shares held by the employee benefit trust are recorded as treasury shares, shown as a deduction to shareholders' equity.

 

3. Areas of judgement in applying accounting policies and key sources of estimation uncertainty

 

When preparing the consolidated financial statements in accordance with the accounting policies as set out in note 2, management necessarily makes judgements and estimates that can have a significant impact on the financial statements. These judgements and estimates are based on management's best knowledge of the relevant facts and circumstances and previous experience. Actual results may differ from these estimates under different assumptions and conditions.

 

Areas of judgement that have the most significant effect on the amounts recognised in the financial statements are set out below.

 

3.1. Ore reserve estimates

The Group estimates its ore reserves and mineral resources based on the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (the JORC Code) and the internally used Russian Classification System, adjusted to conform with the mining activity to be undertaken under the Group mining plan. Both the JORC Code and the Russian Classification System require the use of reasonable investment assumptions when reporting reserves, including future production estimates, expected future commodity prices and production cash costs.

 

Ore reserve estimates are used in the calculation of depreciation of mining assets using a units of production method (note 14), impairment charges (note 6) and for forecasting the timing of the payment of close down and restoration costs (note 22). Also, for the purposes of impairment reviews and the assessment of life of mine for forecasting the timing of the payment of close down and restoration costs, the Group may take into account mineral resources in addition to ore reserves where there is a high degree of confidence that such resources will be extracted.

 

Ore reserve estimates may change from period to period as additional geological data becomes available during the course of operations or economic assumptions used to estimate reserves change. Such changes in estimated reserves may affect the Group's financial results and financial position in a number of ways, including the following:

 

- asset carrying values due to changes in estimated future cash flows (note 6);

- depreciation charged in the income statement where such charges are determined by using a units of production method or where the useful economic lives of assets are determined with reference to the life of the mine;

- provisions for close down and restoration costs where changes in estimated reserves affect expectations about the timing of the payment of such costs (note 22); and

- carrying value of deferred tax assets and liabilities (note 21) where changes in estimated reserves affect the carrying value of the relevant assets and liabilities.

 

3.2. Exploration and evaluation costs

The Group's accounting policy for exploration and evaluation expenditure results in exploration and evaluation expenditure being capitalised for those projects where such expenditure is considered likely to be recoverable through future extraction activity or sale or where the exploration activities have not reached a stage which permits a reasonable assessment of the existence of reserves. This policy requires management to make certain estimates and assumptions as to future events and circumstances, in particular whether the Group will proceed with development based on existence of reserves or whether an economically viable extraction operation can be established. Such estimates and assumptions may change from period to period as new information becomes available. If, subsequent to the exploration and evaluation expenditure being capitalised, a judgement is made that recovery of the expenditure is unlikely or the project is to be abandoned, the relevant capitalised amount will be written off to the income statement. Details of exploration and evaluation assets are set out in note 13.

 

3.3. Impairment and impairment reversals

The Group reviews the carrying values of its tangible and intangible assets to determine whether there is any indication that those assets are impaired.

 

The recoverable amount of an asset, or CGU, is measured as the higher of fair value less costs to sell and value in use.

 

Management necessarily apply their judgement in allocating assets to CGUs as well as in making assumptions to be applied within the value in use calculation. The key assumptions which formed the basis of forecasting future cash flows and the value in use calculation are set out in note 6.

 

Subsequent changes to CGU allocation or estimates and assumptions in the value in use calculation could impact the carrying value of the respective assets. The impairment assessments are sensitive to changes in commodity prices and discount rates. Changes to these assumptions would result in changes to impairment and/or impairment reversal conclusions, which could have a significant effect on the consolidated financial statements. Details of impairment and/or impairment reversal are set out in note 6.

 

3.4 Deferred stripping costs

The calculation of deferred stripping costs requires the use of estimates to assess the improved access to the ore to be mined in future periods. Changes to the Group's mining plan and pit design may result in changes to the timing of realisation of the stripping activity. As a result, there could be significant adjustments to the amounts of deferred stripping costs capitalised and their classification between current and non-current assets. Details of deferred stripping costs capitalised are set out in note 15.

 

3.5. Close down and restoration costs

Costs associated with restoration and rehabilitation of mining sites are typical for extractive industries and are normally incurred at the end of the life of the mine. Provision is recognised for each mining site for such costs discounted to their net present value, as soon as the obligation to incur such costs arises. The costs are estimated on the basis of the scope of site restoration and rehabilitation activity in accordance with the mine closure plan and represent management's best estimate of the expenditure that will be incurred. Estimates are reviewed annually as new information becomes available.

 

The initial provision for close down and restoration costs together with other movements in the provision, including those resulting from updated cost estimates, changes to the estimated lives of the mines, and revisions to discount rates are capitalised within 'mine development costs' or 'mining assets' of property, plant and equipment. Capitalised costs are depreciated over the life of the mine they relate to and the provision is increased each period via unwinding the discount on the provision. Changes to the estimated future costs are recognised in the balance sheet by adjusting both the asset and the provision.

 

The actual costs may be different from those estimated due to changes in relevant laws and regulations, changes in prices as well as changes to the restoration techniques. The actual timing of cash outflows may be also different from those estimated due to changes in the life of the mine as a result of changes in ore reserves or processing levels. As a result, there could be significant adjustments to the provision for close down and restoration costs established which would affect future financial results.

 

Details of provision for close down and restoration costs are set out in note 22.

 

3.6. Tax provisions and tax legislation

The Group is subject to income tax in the UK, Russian Federation and Cyprus. Assessing the outcome of uncertain tax positions requires judgements to be made. The Group recognises liabilities for anticipated tax issues based on estimates of whether additional taxes will be due, such estimates are based on the status of ongoing discussions with the relevant tax authorities and advice from independent tax advisers. Details of tax charge for the year are set out in note 10.

 

3.7. Recognition of deferred tax assets

Deferred tax assets, including those arising from tax losses carried forward for the future tax periods, capital losses and temporary differences, are recognised only where it is considered more likely than not that they will be recovered. The likelihood of such recoverability is dependent on the generation of sufficient future taxable profits which a relevant deferred tax asset can be utilised to offset.

 

Assumptions about the generation of future taxable profits depend on management's estimates of future cash flows. Judgements are also required about the application of income tax legislation. These judgements and assumptions are subject to risk and uncertainty and there is a possibility that changes in circumstances will alter expectations, which may impact the amount of deferred tax assets recognised on the balance sheet and the amount of other tax losses and temporary differences not yet recognised. In such circumstances, the carrying amount of recognised deferred tax assets may require adjustment, resulting in a corresponding charge or credit to the income statement.

 

Details of tax charge for the year and deferred tax balances are set out in notes 10 and 21.

 

3.8. Measurement and classification of assets held for sale

IRC has been classified as 'held for sale' and presented separately in the consolidated balance sheet as at 31 December 2014 and 2013 as well as a discontinued operation in the income statement (note 27). The carrying value of IRC's net assets has been adjusted to fair value less estimated transaction costs, based on IRC's share price of HK$0.52 as at 31 December 2014 (31 December 2013: HK$0.78) which the Directors consider to be the best measure of fair value.

 

If completion of total investment into IRC by General Nice and Minmetals as set out in note 27 occurs, the Group's interest in the share capital of IRC would be diluted from 45.39% held as at 31 December 2014 to 40.68% and, with another significant shareholder block in place and despite the Group's continuing guarantee of IRC's facility with ICBC, the Group would lose control over IRC and IRC would cease being a subsidiary of the Group and would become an associate to the Group. The carrying value of IRC will be adjusted based on its market share price on that date which will be the basis for valuation of the Group's share in IRC. Subsequent to that, IRC will be accounted for using the equity method of accounting taking into consideration the Group's share in IRC's results and subject to any impairment.

 

The Directors continue to consider it is highly probable that IRC will cease to be a subsidiary of the Group within 12 months after the reporting date and, accordingly, IRC continues to be classified as 'held for sale' and presented separately in the balance sheet as well as presented as a discontinued operation in the income statement. In the event completion of the strategic investment by General Nice and Minmetals is further delayed, the Directors are confident that other avenues resulting in the Group losing control over IRC could be successfully pursued.

 

3.9. Determination of control of subsidiaries and consolidation of entities

Judgement is required to determine when the Group has control, which requires an assessment of the relevant activities (those relating to the operating and capital decisions of the arrangement, such as: the approval of the capital expenditure programme for each year, and appointing, remunerating and terminating the key management personnel or service providers of the operations) and when the decisions in relation to those activities are under the control of the Group or require unanimous consent.

 

Differing conclusions around these judgements, may materially impact how these businesses are presented in the consolidated financial statements - under the full consolidation method, equity method or proportionate consolidation method.

 

In determining whether the Group controls IRC, the Group has taken the following into specific consideration:

 

- the size of the Group's holding of voting rights relative to the size and dispersion of holdings of the other vote holders; and

- the existence of a substantial guarantee of IRC's debt.

 

The Group's principal subsidiaries and other significant investments are set out in note 36.

 

4. Segment information

 

The Group's reportable segments under IFRS 8, which are aligned with its operating locations, were determined to be as set out below:

 

- Pokrovskiy, Pioneer, Malomir and Albyn hard-rock gold mines which are engaged in gold and silver production as well as field exploration and mine development; and

- Alluvial operations segment comprising various alluvial gold operations which are engaged in gold production and field exploration.

 

Corporate and Other segment amalgamates corporate administration, in-house geological exploration and construction and engineering expertise, engineering and scientific operations and other supporting in-house functions as well as various gold projects and other activities that do not meet the reportable segment criteria.

 

Reportable operating segments are based on the internal reports provided to the Chief Operating Decision Maker ("CODM") to evaluate segment performance, decide how to allocate resources and make other operating decisions and reflect the way the Group's businesses are managed and reported.

 

The financial performance of the segments is principally evaluated with reference to operating profit less foreign exchange impacts.

 

 

 

2014

Pioneer

Pokrovskiy

Malomir

Albyn

Alluvial

operations

Corporate

and other

Consolidated

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$' 000

Revenue

Gold (a)

341,445

89,059

112,988

239,750

38,500

-

821,742

Silver

2,438

680

255

277

105

-

3,755

Other external revenue

-

-

-

-

-

39,463

39,463

Inter-segment revenue

658

-

4,117

1,016

-

196,603

202,394

Intra-group eliminations

(658)

-

(4,117)

(1,016)

-

(196,603)

(202,394)

Total Group revenue from external customers

343,883

89,739

113,243

240,027

38,605

39,463

864,960

Operating expenses and income

Operating cash costs

(212,393)

(60,205)

(87,551)

(149,199)

(28,555)

(40,078)

(577,981)

Depreciation

(40,081)

(21,790)

(18,450)

(57,863)

(4,883)

(901)

(143,968)

Central administration expenses

-

-

-

-

-

(38,185)

(38,185)

Reversal of impairment of mining assets

-

-

-

28,935

-

-

28,935

Impairment of exploration and evaluation assets

-

(3,463)

(128)

-

(390)

(18,053)

(22,034)

Impairment of ore stockpiles

(7,144)

3,401

3,186

(9,587)

-

-

(10,144)

Impairment of investments in associates

-

-

-

-

-

(9,697)

(9,697)

Write-down to adjust the carrying value of Koboldo's net assets to fair value less costs to sell

-

-

-

-

(11,867)

-

(11,867)

Total operating expenses (b)

(259,618)

(82,057)

(102,943)

(187,714)

(45,695)

(106,914)

(784,941)

Share of results of associates

-

-

-

-

-

2,990

2,990

Segment result

84,265

7,682

10,300

52,313

(7,090)

(64,461)

83,009

Foreign exchange losses

(31,270)

Operating profit

51,739

Investment income

1,680

Interest expense

(67,705)

Taxation

(167,871)

Loss for the period from continuing operations

(182,157)

Segment assets

484,141

62,564

450,545

462,947

14,652

154,868

1,629,717

Segment liabilities

(16,403)

(5,851)

(9,311)

(16,669)

(757)

(45,973)

(94,964)

Deferred tax - net

(156,814)

Unallocated cash

18,262

Loans given

862

Borrowings

(977,804)

Net assets of disposal group

classified as held for sale

326,112

Net assets

745,371

Other segment information

Additions to non-current assets:

Exploration and evaluation expenditure capitalised within intangible assets

1,143

475

6,774

7,218

41

3,480

19,131

Other additions to intangible assets

-

-

-

-

789

-

789

Capital expenditure

43,327

815

30,509

20,708

1,721

2,214

99,294

Other items capitalised (c)

10,935

(1,898)

(4,992)

(6,113)

-

-

(2,068)

Average number of employees

1,737

1,006

916

1,411

464

3,998

9,532

 

(a) Including US$42.3 million contribution from the cash flow hedge.

(b) Operating expenses less foreign exchange losses.

(c) Being net of interest capitalised and close down and restoration costs (note 14).

 

 

2013

Pioneer

Pokrovskiy

Malomir

Albyn

Alluvial

operations

Corporate

and other

Consolidated

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$' 000

Revenue

Gold (d)

487,367

138,587

170,030

197,518

125,216

-

1,118,718

Silver

2,335

616

318

241

268

-

3,778

Other external revenue

-

-

-

-

-

77,288

77,288

Inter-segment revenue

-

-

4,326

-

-

302,126

306,452

Intra-group eliminations

-

-

(4,326)

-

-

(302,126)

(306,452)

Total Group revenue from external customers

 

489,702

 

139,203

 

170,348

 

197,759

 

125,484

 

77,288

 

1,199,784

Operating expenses

Operating cash costs

(283,459)

(108,067)

(116,351)

(131,554)

(112,179)

(73,259)

(824,869)

Depreciation

(74,543)

(22,800)

(38,054)

(76,571)

(10,928)

(1,908)

(224,804)

Central administration expenses

-

-

-

-

-

(45,819)

(45,819)

Impairment of mining assets and goodwill

(88,926)

(22,705)

(155,946)

(17,595)

-

(126,113)

(411,285)

Impairment of exploration and evaluation assets

 

-

 

-

 

-

 

-

 

(215)

 

(94,693)

 

(94,908)

Impairment of ore stockpiles

(36,260)

(7,712)

(9,171)

(2,430)

-

-

(55,573)

(Loss)/gain on disposal of subsidiaries

-

-

-

-

(4,205)

459

(3,746)

Total operating expenses (e)

(483,188)

(161,284)

(319,522)

(228,150)

(127,527)

(341,333)

(1,661,004)

Share of results of associates

-

-

-

-

-

(711)

(711)

Segment result

6,514

(22,081)

(149,174)

(30,391)

(2,043)

(264,756)

(461,931)

Foreign exchange losses

(5,769)

Operating loss

(467,700)

Investment income

888

Interest expense

(75,268)

Other finance gains

19,365

Taxation

8,867

Loss for the period from continuing operations

(513,848)

Segment assets

616,504

122,290

464,344

471,302

31,184

204,432

1,910,056

Segment liabilities

(30,904)

(10,415)

(17,200)

(20,853)

(1,306)

(64,214)

(144,892)

Deferred tax - net

(37,550)

Unallocated cash

46,661

Loans given

1,033

Borrowings

(1,119,012)

Net assets of disposal group

classified as held for sale

456,041

Net assets

1,112,337

Other segment information

Additions to non-current assets:

Exploration and evaluation expenditure capitalised within intangible assets

 

1,357

 

1,881

 

4,770

 

15,138

 

947

 

5,934

30,027

Other additions to intangible assets

-

-

404

1,273

1,231

63

2,971

Capital expenditure

61,177

10,583

47,928

38,907

5,438

18,546

182,579

Other items capitalised (f)

12,899

(656)

5,034

3,890

-

-

21,167

Average number of employees

1,943

1,260

1,225

1,252

998

4,837

11,515

 

(d) Including US$107.7 million contribution from the cash flow hedge.

(e) Operating expenses less foreign exchange losses.

(f) Being net of interest capitalised and close down and restoration costs (note 14).

 

 

Entity wide disclosures

 

Revenue by geographical location (a)

2014

2013

US$'000

US$'000

Russia and CIS

864,425

1,199,035

Other

535

749

  

864,960

1,199,784

(a) Based on the location to which the product is shipped or in which the services are provided.

 

Non-current assets by location of asset (b)

2014

2013

US$'000

US$'000

Russia

1,294,893

1,346,554

Other

10

10,564

  

1,294,903

1,357,118

(b) Excluding financial instruments and deferred tax assets.

 

 

Information about major customers

During the years ended 31 December 2014 and 2013, the Group generated revenues from the sales of gold to Russian banks for Russian domestic sales of gold. Included in gold sales revenue for the year ended 31 December 2014 are revenues of US$815 million which arose from sales of gold to two banks that individually accounted for more than 10% of the Group's revenue, namely US$527 million to Sberbank of Russia and US$288 million to VTB (2013: US$1,084 million which arose from sales of gold to two banks that individually accounted for more than 10% of the Group's revenue, namely US$625 million to Sberbank of Russia and US$459 million to VTB). The proportion of Group revenue of each bank may vary from year to year depending on commercial terms agreed with each bank. Management consider there is no major customer concentration risk due to high liquidity inherent to gold as a commodity.

 

 

5. Revenue

 

Continuing operations

 

 

2014

2013

US$'000

US$'000

Sales of goods

850,228

1,177,901

Rendering of services

13,489

20,410

Rental income

1,243

1,473

  

864,960

1,199,784

Investment income

1,680

888

  

866,640

1,200,672

 

 

Discontinued operations

 

 

 

2014

2013

US$'000

US$'000

Sales of goods

117,972

151,939

Rendering of services

4,442

8,915

  

122,414

160,854

Investment income

1,667

975

  

124,081

161,829

 

 

6. Operating expenses and income

 

2014

2013

US$'000

US$'000

Net operating expenses (a)

721,949

1,049,673

Impairment of exploration and evaluation assets (a)

22,034

94,908

Impairment/ (reversal of impairment) of mining assets and goodwill (a)

(28,935)

411,285

Impairment of ore stockpiles (a)

10,144

55,573

Impairment of investments in associates (b)

9,697

-

Write-down to adjust the carrying value of Koboldo's net assets to fair value less costs to sell (c)

11,867

-

Central administration expenses (a)

38,185

45,819

Foreign exchange losses

31,270

5,769

Loss on disposal of subsidiaries

-

3,746

816,211

1,666,773

 

(a) As set out below.

(b) Taking into consideration the alternatives sought to realise the value of investments in associates through sale and indicative purchase consideration from the potential buyers, respective impairment provision was recognised against the associated carrying values.

(c) Note 28.

 

Net operating expenses

 

2014

2013

US$'000

US$'000

Depreciation

143,968

224,804

Staff costs

109,341

160,577

Materials

154,099

196,225

Fuel

78,798

110,094

External services

22,608

67,551

Mining tax

47,711

61,602

Electricity

35,839

49,425

Smelting and transportation costs

3,012

5,732

Movement in ore stockpiles, deferred stripping, work in progress and bullion in process

attributable to gold production

46,223

68,056

Taxes other than income

14,113

8,619

Insurance

6,528

9,340

Professional fees

958

1,090

Office costs

674

1,122

Operating lease rentals

914

1,316

Business travel expenses

2,199

2,985

Provision for impairment of trade and other receivables

(1,056)

(425)

Bank charges

550

1,444

Goods for resale

17,300

42,835

Other operating expenses

40,134

46,746

Other income

(1,964)

(9,465)

721,949

1,049,673

 

 

Central administration expenses

 

2014

2013

US$'000

US$'000

Staff costs

22,278

26,127

Professional fees

3,616

3,363

Insurance

1,048

1,200

Operating lease rentals

1,772

2,208

Business travel expenses

1,598

2,137

Office costs

838

962

Other

7,035

9,822

38,185

45,819

 

 

Impairment charges

 

Impairment of mining assets

 

The Group undertook an impairment review of the tangible assets attributable to the gold mining projects and the supporting in-house service companies and concluded no impairment was required as at 31 December 2014.

 

The estimated recoverable amounts demonstrated improvements compared to the previous year as a result of cost optimization measures undertaken by the Group in response to the declining gold price environment, increase in the Group's non-refractory mineable reserves and effect of the Russian Rouble depreciation on operating cash costs.

 

Having considered the excess of estimated recoverable amounts over the carrying values of the associated assets on the balance sheet as at 31 December 2014, the Directors concluded on the following:

 

- A reversal of impairment previously recorded against the carrying value of the assets that are part of the Albyn reportable segment would be appropriate. Accordingly, a post-tax impairment reversal of US$23.1 million (being US$28.9 million gross impairment reversal net of associated deferred tax liabilities) has been recorded against the associated assets within property, plant and equipment. The aforementioned impairment reversal takes into consideration the effect of depreciation attributable to relevant mining assets and intra-group transfers of previously impaired assets to Albyn.

 

- Whilst there have been improvements in the recoverable amounts of assets that are part of Pioneer and Malomir reportable segments, there is still uncertainty connected with the timing of the final construction and performance of the POX Hub, and, accordingly, no impairment reversals have been recorded. When the aforementioned uncertainty is eliminated or substantially reduced, there is a potential for reversal of the impairment previously recorded against the carrying values of the aforementioned assets.

 

Impairment charges recognised against the tangible assets and goodwill attributable to the gold mining projects and the supporting in-house service companies during 2013 are set out below:

 

 

Impairment of goodwill

Impairment of property, plant and equipment

Pre-tax impairment

charge

Taxation

Post-tax impairment

charge

US$'000

US$'000

US$'000

US$'000

US$'000

Pokrovskiy

-

22,705

22,705

 (4,541)

18,164

Pioneer

-

88,926

88,926

 (17,785)

71,141

Malomir

-

155,946

155,946

 (17,876)

138,070

Albyn

-

17,595

17,595

 (3,519)

14,076

In-house service companies

21,675

104,438

126,113

 (7,215)

118,898

21,675

389,610

411,285

 (50,936)

360,349

 

The forecast future cash flows are based on the Group's current mining plan. The other key assumptions which formed the basis of forecasting future cash flows and the value in use calculation are set out below:

 

Year ended

31 December 2014

Year ended

31 December 2013

Long-term gold price

US$1,200/oz

US$1,250/oz

Discount rate (a)

9.5%

9.5%

RUR/US$ exchange rate

RUR60.0/US$

RUR33.0/US$

(a) Being the post-tax real weighted average cost of capital, equivalent to a nominal pre-tax discount rate of 11.8% (2013: 12.5%)

 

 

Impairment of exploration and evaluation assets

 

The Group performed a review of its exploration and evaluation assets and recordedthe following impairment charges:

 

- Considering the anticipated timescale for the potential financial return from exploration and evaluation assets in Guyana, an impairment provision of US$13.3 million was recognised against the carrying values of the associated assets included in exploration and evaluation costs previously capitalised within intangible assets (US$10.4 million), property, plant and equipment (US$1.2 million) and inventories (US$1.7 million);

 

- Considering the anticipated timescale for the potential financial return from the Tokur assets, which are awaiting development of a full-scale mining operation and which was put on hold in 2013, a further US$4.8 million impairment provision was recognised against the carrying values of the associated assets previously capitalised within property, plant and equipment (US$1.4 million) and inventories (US$3.4 million); and

 

- US$4.0 million impairment charges were recorded against associated exploration and evaluation costs previously capitalised within intangible assets following the decision to suspend exploration at various licence areas, primarily located in the Amur region.

 

Impairment of ore stockpiles

 

The Group assessed the recoverability of the carrying value of ore stockpiles and recorded impairment charges/ reversals of impairment as set out below:

Year ended 31 December 2014

Year ended 31 December 2013

 

 

Pre-tax impairment charge/

(reversal of impairment)

Taxation

Post-tax impairment charge/

(reversal of impairment)

Pre-tax impairment charge

Taxation

Post-tax impairment charge

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

Pokrovskiy

(3,401)

680

(2,721)

7,712

(1,543)

6,169

Pioneer

7,144

(1,429)

5,715

36,260

(7,252)

29,008

Malomir

(3,186)

637

(2,549)

9,171

(1,834)

7,337

Albyn

9,587

(1,917)

7,670

2,430

(486)

1,944

10,144

(2,029)

8,115

55,573

(11,115)

44,458

 

 

7. Auditor's remuneration

The Group, including its overseas subsidiaries, obtained the following services from the Company's auditor and their associates:

 

2014

2013

US$'000

US$'000

Audit fees and related fees

Fees payable to the Company's auditor for the annual audit of the parent company and consolidated financial statements

607

572

Fees payable to the Company's auditor and their associates for other services to the Group:

For the audit of the Company's subsidiaries as part of the audit of the consolidated financial statements

355

393

For the audit of subsidiary statutory accounts pursuant to legislation (a)

624

632

1,586

1,597

Non-audit fees

Other services pursuant to legislation - interim review (b)

431

410

Fees for reporting accountants services (c)

2,313

211

Tax services

-

-

Other services

36

22

2,780

643

(a) Including the statutory audit of subsidiaries in the UK and Cyprus as well as US$541 thousand (2013: US$541 thousand) payable for the audit of the consolidated financial statements of IRC.

(b) Including US$143 thousand (2013: US$139thousand) payable for the interim review of the consolidated financial statements of IRC.

(c) Fees payable in relation to the refinancing plan launched on 2 February 2015 (2013: Fees payable in relation to the circular issued on 18 February 2013 in connection with the proposed issue of shares by IRC (note 27))

 

8. Staff costs

 

Continuing operations

2014

2013

US$'000

US$'000

Wages and salaries

103,410

146,168

Social security costs

26,329

36,331

Pension costs

334

327

Share-based compensation

1,546

3,878

131,619

186,704

Average number of employees

9,532

11,515

 

 

Discontinued operations

2014

2013

US$'000

US$'000

Wages and salaries

35,703

42,613

Social security costs

9,258

10,297

Pension costs

332

219

Share-based compensation

3,327

3,335

48,620

56,464

Average number of employees

2,261

2,248

 

 

9. Financial income and expenses

 

2014

2013

US$'000

US$'000

Investment income

Interest income

1,680

888

1,680

888

Interest expense

Interest on bank loans

(55,165)

(64,840)

Interest on convertible bonds

(25,424)

(29,404)

(80,589)

(94,244)

Interest capitalised

13,372

19,346

Unwinding of discount on environmental obligation

(488)

(370)

(67,705)

(75,268)

Other finance gains

Gain on buy-back of convertible bonds

-

19,365

-

19,365

 

 

10. Taxation

 

 

2014

2013

US$'000

US$'000

Current tax

UK current tax(a)

1,601

-

Russian current tax

32,849

39,665

34,450

39,665

Deferred tax

Origination/(reversal) of timing differences (b)

133,421

(48,532)

Total tax charge/ (credit)

167,871

(8,867)

 

(a) Being adjustment in relation to prior years.

(b) Including effect of foreign exchange movements in respect of deductible temporary differences of US$128.8 million (year ended 31 December 2013: US$23.8 million) which primarily arises as the tax base for a significant portion of the future taxable deductions in relation to the Group's property, plant and equipment (note 6) are denominated in Russian Rouble whilst the future depreciation charges associated with these assets will be based on their US$ carrying value and reflects the movements in the Russian Rouble to the US Dollar exchange rate .

 

The charge/ (credit) for the year can be reconciled to the loss before tax per the income statement as follows:

 

2014

2013

US$'000

US$'000

Loss before tax from continuing operations

(14,286)

(522,715)

Tax at the UK corporation tax rate of 21.5% (a) (2013: 23.25%)

(3,071)

(121,531)

Effect of different tax rates of subsidiaries operating in other jurisdictions

(4,516)

13,180

Tax effect of share of results of joint ventures and associates

(643)

165

Tax effect of expenses that are not deductible for tax purposes

11,419

6,954

Tax effect of tax losses for which no deferred income tax asset was recognised

33,117

69,925

Income not subject to tax

-

(364)

Utilisation of previously unrecognised tax losses

(363)

(373)

Foreign exchange movements in respect of deductible temporary differences

128,787

23,816

Other adjustments

3,141

(639)

Tax charge/ (credit) for the period

167,871

(8,867)

 

(a) On 20 March 2013, the UK Government announced a reduction in the main rate of UK corporation tax from 23% to 21% effective from 1 April 2014.

 

 

11. Earnings per share

 

 

 

2014

US$'000

2013

US$'000

Loss for the period attributable

to equity holders of Petropavlovsk PLC

(260,664)

(610,710)

From continuing operations

(184,296)

(509,044)

From discontinued operations

(76,368)

(101,666)

Interest expense on convertible bonds,

net of tax (a)

-

-

Loss used to determine

diluted earnings per share

(260,664)

(610,710)

From continuing operations

(184,296)

(509,044)

From discontinued operations

(76,368)

(101,666)

 

No of shares

 

No of shares

Weighted average number of Ordinary Shares

196,423,244

 

 196,415,932

Adjustments for dilutive potential Ordinary Shares (a), (b)

-

-

Weighted average number of Ordinary Shares for diluted earnings per share

196,423,244

 

196,415,932

US$

US$

Basic loss per share

(1.33)

(3.11)

From continuing operations

(0.94)

(2.59)

From discontinued operations

(0.39)

(0.52)

Diluted loss per share

(1.33)

(3.11)

From continuing operations

(0.94)

(2.59)

From discontinued operations

(0.39)

(0.52)

 

(a) Convertible bonds which could potentially dilute basic loss per ordinary share in the future are not included in the calculation of diluted loss per share because they were anti-dilutive for the year ended 31 December 2014 and 2013.

 

(b) The Group has a potentially dilutive option issued to International Finance Corporation ('IFC') to subscribe for 1,067,273 Ordinary Shares which was anti-dilutive and therefore was not included in the calculation of diluted loss per share for the year ended 31 December 2014 and 2013.

 

12. Dividends

 

2014

2013

US$'000

US$'000

Final dividend for the year ended 31 December 2012 (a), (b)

-

5,774

-

5,774

(a) Comprising a cash payment of £0.02 per Ordinary Share together with an entitlement to new Ordinary Shares with an attributable value of £0.05 (note 23).

(b) Approved on 11 June 2013 and paid on 26 July 2013.

 

 

13. Exploration and evaluation assets

 

 

Visokoe

Flanks of Pokrovskiy

Flanks of

Albyn

 

Other (a)

 

Total

US$'000

US$'000

US$'000

US$'000

US$'000

At 1 January 2014

47,334

10,343

40,822

17,509

116,008

Additions

959

2,455

7,218

9,288

19,920

Disposal of subsidiary

-

-

-

(13)

(13)

Disposal

-

(800)

-

-

(800)

Impairment (b)

-

(3,463)

-

(10,921)

(14,384)

Transfer to mining assets

-

(73)

(12,401)(c)

(5,376)

(17,850)

Transfer to assets classified as held for sale (d)

-

-

-

(1,661)

(1,661)

Reallocation and other transfers

-

(4,077)

-

390

(3,687)

At 31 December 2014

48,293

4,385

35,639

9,216

97,533

 

(a) Represent amounts capitalised in respect of a number of projects in Guyana and the Amur region.

(b) Note 6.

(c) Following completion of exploration and commencement of the mining activity at the Flanks of Albyn, the associated amounts capitalised has been transferred to mining assets within property, plant and equipment.

(d) Note 28.

 

 

 

Visokoe

Tokur

Flanks of Pokrovskiy

Flanks of

Albyn

 

Other (e)

 

Total

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

At 1 January 2013

45,876

63,556

6,516

24,411

49,196

189,555

Additions

1,458

-

3,827

16,411

11,302

32,998

Disposal of subsidiary

-

-

-

-

(1,231)

(1,231)

Impairment

-

(63,556)

-

-

(31,352)

(94,908)

Transfer to mining assets (f)

-

-

-

-

(11,197)

(11,197)

Reallocation and other transfers

-

-

-

-

791

791

At 31 December 2013

47,334

-

10,343

40,822

17,509

116,008

(e) Represent amounts capitalised in respect of a number of projects in Guyana, the Amur and other regions.

(f) Including US$7.1million related to Burinda operations.

 

14. Property, plant and equipment

 

Mine development costs

Mining

assets

Non-mining assets

Capital construction in progress

Total

US$'000

US$'000

US$'000

US$'000

US$'000

Cost

At 1 January 2013

6,358

1,697,966

219,549

264,285

2,188,158

Additions

377

60,469

4,018

117,715

182,579

Interest capitalised (note 9) (a)

-

-

-

19,346

19,346

Close down and restoration cost capitalised (note 22)

-

1,821

-

-

1,821

Transfers from exploration and evaluation assets (note 13)

-

11,197

-

-

11,197

Transfers from capital construction in progress (b)

-

126,651

16,058

(142,709)

-

Disposals

-

(5,050)

(6,206)

(113)

(11,369)

Disposal of subsidiaries

-

(44,291)

(2,881)

-

(47,172)

Reallocation and other transfers

(10)

263

(1,018)

(44)

(809)

Foreign exchange differences

-

-

(3,217)

-

(3,217)

At 31 December 2013

6,725

1,849,026

226,303

258,480

2,340,534

Additions

42

29,884

1,960

67,408

99,294

Interest capitalised (note 9) (a)

-

-

-

13,372

13,372

Close down and restoration cost capitalised (note 22)

-

(15,440)

-

-

(15,440)

Transfers from exploration and evaluation assets (note 13)

-

17,850

-

-

17,850

Transfers from capital construction in progress (b)

-

17,596

1,329

(18,925)

-

Disposals

-

(8,167)

(13,148)

(109)

(21,424)

Transfer to assets classified as held for sale (note 28)

(7)

(38,112)

(988)

-

(39,107)

Reallocation and other transfers

(1,077)

(11,567)

(2,121)

18,338

3,573

Foreign exchange differences

-

-

(7,164)

-

(7,164)

At 31 December 2014

5,683

1,841,070

206,171

338,564

2,391,488

Accumulated depreciation and impairment

At 1 January 2013

5,678

497,299

76,147

2,568

581,692

Charge for the year

33

215,339

17,040

-

232,412

Impairment (note 6)

-

290,051

95,239

4,320

389,610

Disposals

-

(3,540)

(4,330)

-

(7,870)

Disposal of subsidiaries

-

(24,976)

(1,722)

-

(26,698)

Reallocation and other transfers

-

(108)

90

-

(18)

Foreign exchange differences

-

-

(556)

-

(556)

At 31 December 2013

5,711

974,065

181,908

6,888

1,168,572

Charge for the year

14

137,381

8,191

-

145,586

Impairment (note 6)

1,371

1,217

2,588

Reversal of impairment of mining assets (note 6)

-

(28,530)

-

(405)

(28,935)

Disposals

-

(5,931)

(8,822)

-

(14,753)

Transfer to assets classified as held for sale (note 28)

(7)

(20,117)

(702)

(20,826)

Reallocation and other transfers

(35)

2,128

(2,207)

-

(114)

Foreign exchange differences

-

-

(3,662)

-

(3,662)

At 31 December 2014

5,683

1,060,367

175,923

6,483

1,248,456

Net book value

At 31 December 2013 (c)

1,014

874,961

44,395

251,592

1,171,962

At 31 December 2014 (c)

-

780,703

30,248

332,081

1,143,032

 

(a) Borrowing costs were capitalised at the weighted average rate of the Group's relevant borrowings being 7.8% (2013: 7.9%).

(b) Being costs primarily associated with continuous development of Malomir, Albyn and Pioneer projects.

(c) Property, plant and equipment with a net book value of US$143.0 million (31 December 2013: US$133.2 million) have been pledged to secure borrowings of the Group.

 

 

15. Inventories

 

2014

2013

US$'000

US$'000

Current

Construction materials

9,746

16,089

Stores and spares

87,968

109,876

Ore in stockpiles (a), (c)

46,789

60,489

Work in progress

39,633

39,923

Deferred stripping costs

8,428

20,025

Bullion in process

1,529

1,979

Other

12,405

11,534

206,498

259,915

Non-current

Ore in stockpiles (a), (b), (c)

42,436

34,834

42,436

34,834

 

(a) Note 6.

(b) Ore in stockpiles that is not planned to be processed within twelve months after the reporting period.

(c) As at 31 December 2014, ore in stockpiles include balances in the aggregate of US$11.5 million carried at net realisable value (2013: US$90.8 million).

 

 

16. Trade and other receivables

 

2014

2013

US$'000

US$'000

Current

VAT recoverable

35,430

57,687

Advances to suppliers

10,492

16,011

Trade receivables (a)

12,314

20,100

Other debtors (b)

16,656

12,950

74,892

106,748

 

(a) Net of provision for impairment of US$0.6 million (2013: US$0.9 million). Trade receivables are due for settlement between one and three months.

(b) Net of provision for impairment of US$2.2 million (2013: US$5.1 million). The movement in the provision arises primarily from the depreciation of the Russian Rouble against the US Dollar during the year ended 31 December 2014 as the underlying receivables are Rouble denominated.

 

There is no significant concentration of credit risk with respect to trade and other receivables. The Group has implemented policies that require appropriate credit checks on potential customers before granting credit. The Group has adopted a policy of only dealing with creditworthy counterparties. The Group's exposure and credit ratings of its counterparties are monitored by the Board of Directors. The maximum credit risk of such financial assets is represented by the carrying value of the asset.

 

The Directors consider that the carrying amount of trade and other receivables approximates their fair value.

 

 

17. Cash and cash equivalents

 

2014

2013

US$'000

US$'000

Cash at bank and in hand

45,787

83,676

Short-term bank deposits

2,293

86,919

48,080

170,595

 

 

18. Derivative financial instruments

 

31 December 2014

31 December 2013

Assets

Liabilities

Assets

Liabilities

US$'000

US$'000

US$'000

US$'000

Forward gold contracts - cash flow hedge (a), (b), (e)

6,272

-

62,838

-

Gold put option contracts (c), (d), (e)

3,158

-

-

-

9,430

-

62,838

-

 

(a) Forward contracts to sell an aggregate of 50,000 ounces of gold at an average price of US$1,310 per ounce are outstanding as at 31 December 2014 (31 December 2013: 279,138 ounces of gold at an average price of US$1,429 per ounce).

 

(b) Measured at fair value and considered as Level 2 of the fair value hierarchy which valuation incorporates the following inputs:

- gold forward curves observable at quoted intervals; and

- observable credit spreads.

 

(c) Option contracts to sell an aggregate of 150,000 ounces of gold with a strike price of US$1,150 per ounce are outstanding as at 31 December 2014 (31 December 2013: nil). The intrinsic value of the option contracts is designated as a cash flow hedge and the time value of the option contracts is designated at fair value through profit or loss.

 

(d) Measured at fair value and considered as Level 2 of the fair value hierarchy which valuation incorporates the following inputs:

- historic gold price volatility;

- the option strike price;

- time to maturity; and

- risk free rate.

 

(e) The hedged forecast transactions are expected to occur at various dates during the next 12 months.

 

Gain and losses recognised in the hedging reserve in equity as at the reporting date will be recognised in the income statement in the periods during which the hedged gold sale transactions affect the income statement.

 

There was no ineffectiveness to be recorded from the cash flow hedge during the years ended 31 December 2014 and 2013.

 

 

19. Trade and other payables

 

2014

2013

US$'000

US$'000

Trade payables

16,027

24,579

Advances from customers

6,146

9,688

Advances received on resale and commission contracts (a)

16,714

13,561

Accruals and other payables

27,826

51,065

66,713

98,893

 

(a) Amounts included in advances received on resale and commission contracts at 31 December 2014 and 31 December 2013 relate to services performed by the Group's subsidiary, Irgiredmet, in its activity to procure materials such as reagents, consumables and equipment for third parties.

 

The Directors consider that the carrying amount of trade and other payables approximates their fair value.

 

 

20. Borrowings

 

2014

2013

US$'000

US$'000

Borrowings at amortised cost

Convertible bonds (a)

313,257

300,254

Bank loans (b)

664,547

818,758

977,804

1,119,012

Amount due for settlement within 12 months

415,161

158,495

Amount due for settlement after 12 months

562,643

960,517

977,804

1,119,012

 

(a) Outstanding $310.5 million principal of US$380 million convertible bonds issued in 2010 and due on 18 March 2015 (following the extension of the original maturity date of 18 February 2015) ('the Existing Bonds'). The Existing Bonds were issued at par by the Company's wholly owned subsidiary Petropavlovsk 2010 Limited and are guaranteed by the Company. The Existing Bonds carry a coupon of 4.00% payable semi-annually in arrears and are convertible into redeemable preference shares of Petropavlovsk 2010 Limited which are guaranteed by and will be exchangeable immediately upon issuance for Ordinary Shares in the Company. The initial conversion price has been set at £12.9345 per share, subject to adjustment for certain events, and adjusted to £11.56 with effect from 26 June 2013 for each US$100,000 principal amount of a Bond, and the conversion exchange rate has been fixed at US$1.6244 per £1. The Existing Bonds were admitted to listing on the Official List of the UK Listing Authority and admitted to trading on the Professional Securities Market of the London Stock Exchange on 19 February 2010.

 

The net proceeds received from the issue of the convertible bonds were split between the liability component and the equity component representing the fair value of the embedded option to convert the liability into equity of the Group. The liability component of the Bonds is measured at amortised cost. The interest charged was calculated by applying an effective interest rate of 8.65% to the liability component.

 

As at 31 December 2014, the fair value of the convertible bonds, considered as Level 1 of the fair value hierarchy and calculated by applying the market traded price to the convertible bonds outstanding, amounted US$271 million (31 December 2013: US$223 million).

 

Pursuant to the Refinancing plan launched on 2 February 2015, the Existing Bonds were settled as set out in note 34. Upon settlement of the Existing Bonds, the associated US$48 million convertible bond reserve was transferred to retained earnings.

 

(b) As at 31 December 2014, US$111.1 million (2013: US$119.8 million) bank loans are secured against certain items of property, plant and equipment of the Group (note 14).

 

The weighted average interest rate paid during the year ended 31 December 2014 was 7.9% (2013: 7.7%).

 

The carrying value of the bank loans approximated their fair value at each period end.

 

As at 31 December 2014, bank loans with an aggregate carrying value of US$553.4 million (2013: US$693.4 million) contain certain financial covenants.

 

As at 31 December 2014, the amounts undrawn under the bank loans were US$ nil (2013: US$ nil).

 

 

21. Deferred taxation

 

2014

2013

US$'000

US$'000

At 1 January

37,550

75,913

Deferred tax charged/(credited) to income statement (a)

133,421

(48,532)

Disposal of subsidiaries

-

(2,024)

Deferred tax (credited)/charged to equity

(11,314)

12,569

Transfer to liabilities associated with assets classified as held for sale

(3,005)

-

Exchange differences

162

(376)

At 31 December

156,814

37,550

Deferred tax assets

40

346

Deferred tax liabilities

(156,854)

(37,896)

Net deferred tax liability

(156,814)

(37,550)

 

(a) Note 10.

 

At 1 January2014

Charged/

(credited)

to the income statement

Credited

directly to equity

Transfer to liabilities associated with assets classified as held for sale(a)

Exchange differences

At 31 December2014

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

Property, plant and equipment

14,346

103,420

-

(1,672)

-

116,094

Inventory

13,180

8,718

-

8

-

21,906

Capitalised exploration and evaluation expenditure

(4,575)

8,190

-

(86)

-

3,529

Fair value adjustments

7,082

(5,866)

-

(486)

(243)

487

Tax losses

(4,412)

4,412

-

-

-

-

Other temporary differences

11,929

14,547

(11,314)

(769)

405

14,798

37,550

133,421

(11,314)

(3,005)

162

156,814

 

(a) Note 28.

 

 

At 1 January2013

Charged/

(credited)

to the income statement

Charged

directly to

equity

Disposal of subsidiaries

Exchange differences

At 31 December2013

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

Property, plant and equipment

60,149

(44,350)

-

(1,453)

-

14,346

Inventory

30,620

(17,045)

-

(395)

-

13,180

Capitalised exploration and evaluation expenditure

(2,834)

(1,741)

-

-

-

(4,575)

Fair value adjustments

8,465

(811)

-

(197)

(375)

7,082

Tax losses

(4,412)

-

-

-

-

(4,412)

Other temporary differences

(16,075)

15,415

12,568

21

-

11,929

75,913

(48,532)

12,568

(2,024)

(375)

37,550

 

As at 31 December 2014, the Group did not recognise deferred tax assets in respect of the accumulated tax losses from continuing operations comprising US$499.2 million that can be carried forward against future taxable income (2013: US$450.5 million). Tax losses of US$368.3 million can be carried forward indefinitely and tax losses of US$130.9 million expire primarily between 2018 and 2024.

As at 31 December 2014, the Group did not recognise deferred tax assets of US$4.0 million (2013: US$10.5 million) in respect of temporary differences arising on certain capitalised development costs attributable to continuing operations.

 

The Group has not recorded a deferred tax liability in respect of withholding tax and other taxes that would be payable on the unremitted earnings associated with investments in its subsidiaries and associates and interests in joint ventures as the Group is able to control the timing of the reversal of those temporary differences and does not intend to reverse them in the foreseeable future. As at 31 December 2014, statutory unremitted earnings from continuing operations comprised in aggregate US$676.5 million (2013: US$1,078.9 million).

 

 

22. Provision for close down and restoration costs

 

2014

2013

US$'000

US$'000

At 1 January

36,169

33,978

Unwinding of discount

488

370

Change in estimates

(15,440)(a)

1,821

At 31 December

21,217

36,169

 

(a) Primarily reflects the effect of change in the forecast the Russian Rouble to the US Dollar exchange rate following a significant depreciation of the Russian Rouble against the US Dollar during the year ended 31 December 2014.

 

The Group recognised provisions in relation to close down and restoration costs for the following mining operations:

 

 

2014

2013

US$' 000

US$' 000

Pokrovskiy

2,703

4,597

Pioneer

4,028

5,796

Malomir

6,384

11,220

Albyn

7,718

14,172

Yamal

384

384

21,217

36,169

 

The provision recognised represents the present value of the estimated expenditure that will be incurred, which has been arrived at using the long-term risk-free pre-tax cost of borrowing. The expenditure arises at different times over the life of mine. The expected timing of significant cash outflows is between years 2016 and 2030, varying from mine site to mine site.

 

 

23. Share capital

 

2014

2013

No of shares

US$'000

No of shares

US$'000

Allotted, called up and fully paid

At 1 January

197,638,425

3,041

187,860,093

2,891

Issued during the period

-

-

9,778,332(a)

150

At 31 December

197,638,425

3,041

197,638,425

3,041

(a) Issued to shareholders in respect of their entitlement to receive 1 new Ordinary Share for every 19.21 Ordinary Shares held on the Register at the close of business on 28 June 2013 pursuant to a resolution of the Company's shareholders at the annual general meeting held on 11 June 2013.

 

The Company has one class of ordinary shares which carry no right to fixed income.

 

The Company has an option issued to the IFC on 20 April 2009 to subscribe for 1,067,273 Ordinary Shares at an exercise price of £11.84 per share, subject to adjustments. The option expires on 25 May 2015.

 

Pursuant to the Refinancing announced on 2 February 2015, 3,102,923,272 new Ordinary Shares were issued in March 2015 (note 34).

 

 

24. Own shares

2014US$'000

2013US$'000

At 1 January

8,925

10,196

Vesting of awards within Petropavlovsk PLC LTIP

-

(1,272)

Bonus share issue

-

1

At 31 December

8,925

8,925

Own shares represent 1,215,181 Ordinary Shares held by the EBT (2013: 1,215,181) to provide benefits to employees under the Long Term Incentive Plan (note 29).

 

25. Notes to the cash flow statement

 

Reconciliation of loss before tax to operating cash flow

2014

2013

US$'000

US$'000

Loss before tax including discontinued operations

(173,801)

(721,413)

Adjustments for:

Share of results of joint ventures

(2,900)

115

Share of results of associate

(2,990)

711

Investment income

(3,347)

(1,864)

Gain on buy-back of convertible bonds

-

(19,365)

Interest expense

70,248

78,181

Share based payments

4,873

7,213

Depreciation

150,482

245,915

Impairment/ (reversal of impairment) of mining assets and goodwill

(28,935)

411,285

Impairment of IRC assets

18,810

28,850

Impairment of exploration and evaluation assets

22,034

94,908

Impairment of ore stockpiles

10,144

55,573

Impairment of investments in associates

9,697

-

Effect of processing previously impaired stockpiles

(41,834)

(36,274)

Provision for impairment of trade and other receivables

(1,017)

(552)

Write-down to adjust the carrying value of IRC's net assets to fair value less costs to sell

89,570

151,589

Write-down to adjust the carrying value of Koboldo's net assets to fair value less costs to sell

11,867

-

Loss on disposals of property, plant and equipment

1,917

1,173

(Gain)/loss on disposal of subsidiaries

(3,127)

3,746

Foreign exchange losses

44,677

8,536

Other non-cash items

4,093

(5,369)

Changes in working capital:

(Increase)/decrease in trade and other receivables

(17,943)

54,124

Decrease in inventories

67,628

61,691

Increase/(decrease) in trade and other payables

15,261

(11,404)

Net cash generated from operations

245,407

407,369

 

 

Non-cash transactions

During the year ended 31 December 2014, there have been no significant non-cash transactions (2013: other than issue of ordinary shares (note 23), there have been no significant non-cash transactions).

 

 

26. Related parties

 

Related parties the Group entered into transactions with during the reporting period

 

OJSC Asian-Pacific Bank ('Asian-Pacific Bank') and LLC Insurance Company Helios Reserve ('Helios') are considered to be a related parties as members of key management have an interest in and collectively exercise significant influence over these entities.

 

The Petropavlovsk Foundation for Social Investment (the 'Petropavlovsk Foundation') is considered to be a related party due to the participation of the key management of the Group in the governing board of the Petropavlovsk Foundation and their presence in its board of guardians.

 

OJSC Krasnoyarskaya GGK ('Krasnoyarskaya GGK') was considered to be a related party due to this entity's minority interest and significant influence in the Group's subsidiary CJSC Verkhnetisskaya Ore Mining Company ('Verkhnetisskaya') until 8 July 2013. Verkhnetisskaya became an associate to the Group on 8 July 2013 and hence qualifies as a related party since then.

 

CJSC ZRK Omchak and its wholly owned subsidiary LLC Kaurchak ('Omchak') are associates to the Group and hence are related parties.

 

Transactions with related parties the Group entered into during the years ended 31 December 2014 and 2013 are set out below.

 

Trading Transactions

 

Related party transactions the Group entered into that relate to the day-to-day operation of the business are set out below.

 

Sales to related parties

Purchases from related parties

 

2014

US$'000

2013

US$'000

2014

US$'000

2013

US$'000

Asian-Pacific Bank

Other

503

462

201

552

503

462

201

552

Trading transactions with other related parties

Insurance arrangements with Helios, rent and other transactions with other entities in which key management have interest and exercises a significant influence or control

294

101

10,317

10,045

Associates

80

344

-

-

374

445

10,317

10,045

 

During the year ended 31 December 2014, the Group made US$0.5 million charitable donations to the Petropavlovsk Foundation (2013: US$1.1million).

 

The outstanding balances with related parties at 31 December 2014 and 2013 are set out below.

 

Amounts owed by related parties

at 31 December

Amounts owed to related parties

at 31 December

 

2014

US$'000

2013

US$'000

2014

US$'000

2013

US$'000

Helios and other entities in which key management have interest and exercises a significant influence or control

2,864

1,955

151

2

Associates

85

132

-

144

Asian-Pacific Bank

6

9

-

-

2,955

2,096

151

146

 

Banking arrangements

 

The Group has current and deposit bank accounts with Asian-Pacific Bank.

 

The bank balances at 31 December 2014 and 2013 are set out below.

 

2014(a)

US$'000

2013(a)

US$'000

Asian-Pacific Bank

52,253

46,505

(a) Including US$31.9 million presented within assets classified as held for sale as at 31 December 2014 (2013: US$24.4 million) (notes 27 and 28).

-

Financing transactions

 

The Group had an interest-free unsecured loan issued to Verkhnetisskaya. Loan principal outstanding as at 31 December 2014 amounted to US$3.6 million (31 December 2013: US$6.2 million).

 

As at 31 December 2014 and 31 December 2013, the Group had an interest-free unsecured loan issued to LLC Kaurchak. Loan principal outstanding amounted to US$0.6 million (31 December 2013: US$1.0 million).

 

Financing transactions between IRC and Asian-Pacific Bank are disclosed in note 27.

 

Key management compensation

 

Key management personnel, comprising a group of 21 (2013: 21) individuals, including Executive and Non-Executive Directors of the Company and members of senior management, are those having authority and responsibility for planning, directing and controlling the activities of the Group.

 

 

2014

2013

US$'000

US$'000

Wages and salaries

9,453

10,279

Pension costs

586

534

Share-based compensation

2,346

5,472

12,385

16,285

 

27. Asset held for sale and discontinued operation - IRC

 

As set out in note 27 of the Group's consolidated financial statements for the year ended 31 December 2013, on 17 January 2013, IRC entered into conditional subscription agreements with each of General Nice Development Limited ('General Nice') and Minmetals Cheerglory Limited ('Minmetals') for an investment by General Nice and Minmetals in new shares of IRC for up to approximately HK$1,845 million (equivalent to approximately US$238 million) in aggregate. The above transactions were approved at the Company's Extraordinary General Meeting on 7 March 2013 and the Extraordinary General Meeting of IRC on 11 March 2013.

 

As at 31 December 2013, a total of 1,035,876,000 new shares of IRC have been allotted and issued to General Nice, following the receipt of partial subscription monies of approximately HK$1,005.7 million (equivalent to approximately US$129.6 million).

 

The following transactions have occurred since 31 December 2013 until the date of approval of these consolidated financial statements:

 

- On 26 February 2014, IRC received subscription monies of HK$155.1 million (equivalent to approximately US$20.0 million) from General Nice and accordingly has allotted and issued 165,000,000 new shares of IRC to General Nice as a further partial subscription of General Nice Further Subscription Shares; and

 

- On 30 April 2014, IRC received subscription monies of HK$155.1 million (equivalent to approximately US$20 million) from General Nice and accordingly has allotted and issued 165,000,000 new shares of IRC to General Nice as a further partial subscription of General Nice Further Subscription Shares.

 

IRC agreed with General Nice to complete the remainder of the General Nice Further Subscription by payment to IRC of the remaining amount of HK$296.4 million (equivalent to approximately US$38.2 million) on or before 25 June 2014 ("General Nice Further Subscription Completion"). Upon IRC receiving full payment of HK$296.4 million (equivalent to approximately US$38.2 million) on or before 25 June 2014, IRC should have allotted and issued to General Nice 315,260,000 new Shares as General Nice Further Subscription Shares and should also have allotted and issued 25,548,000 Shares to General Nice as Deferred Subscription Shares. IRC has also agreed with General Nice that, in the event full payment of HK$296.4 million (equivalent to approximately US$38.2 million) was not made on or before 25 June 2014, no General Nice Deferred Subscription Shares should be issued to General Nice.

 

On 25 June 2014, the General Nice Further Subscription Completion did not take place as planned. Accordingly, none of the 25,548,000 General Nice Deferred Subscription Shares was issued to General Nice.

 

On 17 November 2014, IRC agreed with General Nice that General Nice Further Subscription Completion would take place on or before 18 December 2014. As part of General Nice's commitment to the transaction and investment, in addition to the personal guarantee already received from Mr. Cai Sui Xin, IRC had also agreed with General Nice that, in the event that the full payment was not made on or before 18 December 2014 and General Nice sought, and IRC agreed to, a further deferral of General Nice Further Subscription Completion, General Nice would pay interest on a monthly basis on the outstanding balance to the Company, calculated on the following escalating interest schedule:

 

- 6% per annum from 19 December 2014 to 18 March 2015;

- 9% per annum from 19 March 2015 to 18 June 2015; and

- 12% per annum from 19 June 2015 and thereafter.

 

Further, in accordance with the original subscription agreements, the shares subscription of Minmetals ("Minmetals Subscription") would complete upon full completion of General Nice Further Subscription Shares taking place on or before 18 December 2014.

 

On 18 December 2014, the extension of the General Nice Further Subscription Completion as agreed on 17 November 2014 did not happen. IRC and General Nice had agreed that General Nice would commence paying interest in accordance with the above schedule while IRC considered to permit a further deferral of the General Nice Further Subscription Completion. As General Nice Further Subscription did not occur on or before 18 December 2014, the completion of the Minmetals Subscription would be subject to further agreement between the parties.

 

At 31 December 2014, a cumulative total of 1,365,876,000 new shares of IRC had been allotted and issued to General Nice, following the receipt of aggregate subscription monies of approximately HK$1,315.9 million (equivalent to approximately US$169.6 million). IRC is in discussions with General Nice, Mr. Cai Sui Xin and Minmetals about a further deferred completion and other available options.

 

As at 31 December 2014, the Group's interest in the share capital of IRC was 45.39% (31 December 2013: 48.7%). The Group retains sufficiently dominant voting interest to exercise de facto control over IRC on the basis of the size of the Group's shareholding relative to the size and dispersion of the shareholding interests of other shareholders.

 

If total investment completion occurs, the Group's interest in the share capital of IRC would be diluted to 40.68% and, with another significant shareholder block in place and despite the Group's continuing guarantee of IRC's facility with ICBC, the Group would lose control over IRC and IRC would cease being a subsidiary of the Group.

 

The Directors continue to consider it is highly probably that IRC will cease to be a subsidiary of the Group within 12 months after the reporting date and, accordingly, IRC continues to be classified as 'held for sale' and presented separately in the balance sheet as well as presented as a discontinued operation in the income statement. In the event completion of the strategic investment by General Nice and Minmetals is further delayed, the Directors are confident that other avenues resulting in the Group losing control over IRC could be successfully pursued.

 

The main categories of assets and liabilities classified as held for sale are set out below.

 

31 December 2014

31 December 2013

Carrying

amount

Fair value less costs to sell(a), (b)

Carrying

amount

Fair value less

costs to sell(a), (b)

US$'000

US$'000

US$'000

US$'000

Exploration and evaluation assets

54,790

17,664

53,302

22,635

Property, plant and equipment (c)

702,050

239,975

609,061

231,803

Prepayments for property, plant and equipment

203,387

203,387

228,671

228,671

Interests in joint ventures

7,294

7,294

4,893

4,893

Other non-current assets

32,298

32,298

20,627

20,627

Inventories

51,181

51,181

57,682

57,682

Trade and other receivables

15,662

15,662

26,534

26,534

Cash and cash equivalents

47,740

47,740

92,142

92,142

Total assets classified as held for sale

1,114,402

615,201

1,092,912

684,987

Trade and other payables

11,683

11,683

18,593

18,593

Current income tax payable

478

478

274

274

Borrowings (d),(e)

268,891

268,891

200,226

200,226

Deferred tax liabilities

64,204

4,016

59,719

1,237

Provision for close down and restoration costs

4,021

4,021

8,616

8,616

Total liabilities associated with assets classified as held for sale

349,277

289,089

 

287,428

 

228,946

Net assets of IRC

765,125

326,112

805,484

456,041

Write-down to adjust the carrying value of IRC's net assets to fair value less costs to sell as at 31 December 2013

 

 

(349,443)

 

 

(349,443)

Write-down to adjust the carrying value of IRC's net assets to fair value less costs to sell as at 31 December 2014

 

 

(89,570)

Fair value less costs to sell (a), (b)

326,112

456,041

Attributable to:

Equity shareholders of Petropavlovsk PLC

148,814

222,379

Non-controlling interests

177,298

233,662

 

(a) Based on market share price of HK$0.52 per IRC share as at 31 December 2014 (31 December 2013: HK$0.78) less transaction costs. A decrease/increase of 10% in IRC's share price would result in US$32.6 million (31 December 2013: US$45.6 million) additional write-down/ reversal of write-down adjustment.

 

(b) Non-recurring fair value measurement treated as Level 1 of the fair value hierarchy.

 

(c) At 31 December 2014, IRC had entered into contractual commitments for the acquisition of property, plant and equipment and mine development costs amounting to US$68 million (31 December 2013: US$179 million). These amounts are not included in the capital commitments stated in note 33, as such amounts therein represent commitments from continuing operations.

 

(d) On 6 December 2010, Kimkano-Sutarsky Mining and Beneficiation Plant LLC ('K&S'), a subsidiary of IRC, entered into a US$400 million Engineering Procurement and Construction Contract with China National Electric Engineering Corporation for the construction of the Group's mining operations at K&S. On 13 December 2010, K&S entered into a project finance facility agreement with the Industrial and Commercial Bank of China Limited ('ICBC') (the 'ICBC Facility Agreement') pursuant to which ICBC would lend US$340 million to K&S to be used to fund the construction of the Group's mining operations at K&S in time for the start of major construction works in early 2011. Interest under the facility was charged at 2.80% above London Interbank Offering rate ('LIBOR') per annum. The facility is guaranteed by the Company and is repayable semi-annually in 16 instalments US$21,250 thousand each, starting from December 2014 and is fully repayable by June 2022. The outstanding loan principal was US$266.7 million as at 31 December 2014 (31 December 2013: US$194.8 million). The loan is carried at amortised cost with effective interest rate at 5.63% per annum. As at 31 December 2014 and 2013, US$27.3 million and US$6 million,respectively, were deposited with ICBC under a security deposit agreement related to the ICBC Facility Agreement. ICBC Facility Agreement contains certain financial covenants to which ICBC has agreed to grant a waiver until 31 December 2015, inclusive. As at 31 December 2014, the amounts undrawn under the ICBC Facility Agreement were US$52 million (31 December 2013: US$145.2 million).

 

(e) IRC entered into the following financing transactions with Asian-Pacific Bank:

 

- In July 2013, IRC entered into US$15 million loan facility, bearing an annual interest of 9.0% for the period from 22 July 2013 to 2 December 2013 and 10.60% for the period from 3 December 2013 to the repayment date. The principal of the loan was repayable by 21 July 2014. On 23 April 2014, the US$15 million term-loan facility had been renewed for another 12-month period with an annual interest of 9.0%. As at 31 December 2014, the whole loan amount was drawn down under the loan facility.

 

- In November 2013, IRC entered into a US$10 million loan facility, bearing an annual interest of 10.6 % and repayable by 21 July 2014. The principal of the loan was repayable by 20 November 2014. On 23 October 2014, the US$10 million term-loan facility had been renewed for another 12-month period with an annual interest of 10.6%. As at 31 December 2014, the Group had drawn down US$6 million from the loan facility.

 

- In 2014, IRC drew down US$60.8 million, in aggregate, from the aforementioned facilities in several tranches on a rolling basis and US$59.8 million, in aggregate, were repaid. As at 31 December 2014, the amounts undrawn under the facilities with Asian-Pacific Bank were US$4 million (31 December 2013: US$5 million).

 

Analysis of the result of discontinued operations and the results recognised on the re-measurement of IRC is set out below.

 

2014US$'000

2013US$'000

Revenue

122,414

160,854

Net expenses

(192,359)

(207,963)

Loss before tax from discontinued operations

(69,945)

(47,109)

Taxation

(6,020)

(677)

Loss after tax from discontinued operations

(75,965)

(47,786)

Write-down to adjust the carrying value of IRC's net assets to fair value less costs to sell

(89,570)

 

 

(151,589)

Loss for the period from discontinued operations

(165,535)

(199,375)

Attributable to:

Equity shareholders of Petropavlovsk PLC

(76,368)

(101,666)

Non-controlling interests

(89,167)

(97,709)

 

 

Analysis of cash flows attributable to discontinued operations is set out below.

 

 

2014US$'000

2013US$'000

Operating cash flows

(35,610)

(10,481)

Investing cash flows

(95,936)

(110,373)

Financing cash flows

89,764

196,188

Total cash flows

(41,782)

75,334

 

 

28. Asset held for sale - Koboldo

 

On 21 November 2014, the Group entered into a conditional Share Purchase Agreement ('SPA') relating to the sale of its 95.7% interest in OJSC ZDP Koboldo ('Koboldo'), however, due to the non-fulfilment of certain conditions precedent, the sale was not finalised at the time. Subsequently, the Group was approached by another purchaser, Global-Polymetall, with whom the Group entered into a SPA relating to the sale of its 95.7% interest in Koboldo on 16 April 2015 (note 34).

 

The disposal is expected to be completed within 12 months after the reporting date and accordingly Koboldo has been classified as 'held for sale' and presented separately on the balance sheet as at 31 December 2014.

 

Koboldo is an alluvial operation located in the Amur region in the Far East of Russia and represents an alluvial operations segment (note 4).

 

The main categories of assets and liabilities classified as held for sale are set out below.

 

31 December 2014

Carrying

amount

Fair value less costs to sell

US$'000

US$'000

Exploration and evaluation assets

1,661

475

Property, plant and equipment

18,281

5,227

Prepayments for property, plant and equipment

35

35

Inventories

72

72

Trade and other receivables

1,124

1,124

Cash and cash equivalents

7,719

7,719

Total assets classified as held for sale

28,892

14,652

Trade and other payables

125

125

Deferred tax liabilities

3,005

632

Total liabilities associated with assets classified as held for sale

3,130

757

Net assets of Koboldo

25,762

13,895

Write-down to adjust the carrying value of Koboldo's net assets to fair value less costs to sell as at 31 December 2014

(11,867)

Fair value less costs to sell (a), (b)

 

13,895

Attributable to:

Equity shareholders of Petropavlovsk PLC

13,297

Non-controlling interests

598

 

(a) Based on the indicative cash consideration.

(b) Non-recurring fair value measurement treated as Level 3 of the fair value hierarchy.

 

 

29. Share based payments

 

The details of share awards operated within the Group's equity-settled share award schemes which were outstanding during the year ended 31 December 2014 are set out below.

 

Petropavlovsk PLC LTIP award

granted on 12 May 2011

 

Number of Ordinary Shares

Weighted average exercise price

£

 

Outstanding at 1 January 2014

1,236,354

-

Granted during the year

-

-

Forfeited during the year (a)

(1,236,354)

-

Vested during the year

-

-

Outstanding at 31 December 2014

-

-

 

(a) The awards lapsed unvested on 12 May 2014 as none of the vesting conditions were met.

 

On 12 May 2011, the Group granted performance share awards under the Petropavlovsk PLC LTIP with 1,524,347 shares allocated to certain Executive Directors, members of senior management and certain other employees of the Group, out of which 1,098,904 shares were held by the EBT and the Company assumed the obligation to issue the remaining shares upon vesting of the LTIP.

 

Performance share awards would vest or become exercisable subject to the following provisions:

 

§ 70% of the shares subject to the award may be acquired at nil cost based on a condition relating to the total shareholder return (the 'TSR') of the Company compared with the TSR of a selected comparator group (the 'First TSR Condition'); and

§ 30% of the shares subject to the award may be acquired at nil cost based on a condition relating to growth in TSR of the Company compared to the FTSE 350 mining index (the 'Second TSR Condition').

 

The First TSR Condition related to growth in TSR over a three year period relative to the TSR growth of companies in a selected peer group of listed international mining companies (the 'Comparator Group') over the same period.

 

The First TSR Condition provided for the award to vest or become exercisable as follows:

% of the award vesting

Within top decile

70%

At median

35%

Below median

-

 

The Second TSR Condition related to growth in TSR over a three year period relative to the growth in TSR of companies in FTSE 350 mining index (the 'Index Comparator Group') over the same period.

 

The Second TSR Condition provided for the award to vest or become exercisable as follows:

% of the award vesting

At median +13.5% p.a.

30%

At median

15%

Below median

-

 

The fair value of share awards was determined using the Monte Carlo model. The relevant assumptions are set out in the table below.

Petropavlovsk PLC LTIP

performance share awards

Vesting based on the First TSR Condition

Vesting based on the Second TSR Condition

Date of grant

12 May 2011

12 May 2011

Number of performance share awards granted

1,067,043

457,304

Share price at the date of grant, £

8.15

8.15

Exercise price, £

-

-

Expected volatility, %

73.32

73.32

Expected life in years

3

3

Risk-free rate, %

1.53

1.53

Expected dividends yield, %

-

-

Expected annual forfeitures

-

-

Fair value per award, £

6.16

5.77

 

 

On 31 March 2015, the Remuneration Committee approved a bonus of £555,000 to the Chief Executive Officer, of which 50% is payable in cash and 50% in the form of a Deferred Share Award. The number of shares awarded will be based on the market share price at the date of award, being 1 May 2015. The vesting of this award will be subject to Chief Executive Officer's continued service for a 12 month period from the date of award unless he departs the Company as a 'good' leaver.

 

 

30. Analysis of net debt

 

 

 

At 1 January 2014

Net cash

movement

Transferred to assets classified as held for sale (a)

Exchange movement

Non-cash

changes

 

At 31 December 2014

US$'000

US$'000

US$' 000

US$'000

US$'000

US$'000

Cash and cash equivalents

170,595

(84,325)

(7,719)

(30,471)

-

48,080

Debt due within one year

(158,495)

209,377

-

-

(466,043)

(415,161)

Debt due after one year

(960,517)

12,421

-

-

385,453

(562,643)

Net debt

(948,417)

137,473

(7,719)

(30,471)

(80,590) (b)

(929,724)

(a) Note 28.

(b) Being amortisation of borrowings.

 

 

31. Financial instruments and financial risk management

 

Capital risk management

The Group's objectives when managing capital are to safeguard the Group's ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders and to optimise the weighted average cost of capital and tax efficiency subject to maintaining sufficient financial flexibility to undertake its investment plans.

 

The capital structure of the Group consists of net debt (as detailed in note 30) and equity (comprising issued capital, reserves and retained earnings). As at 31 December 2014, the capital comprised US$1.7 billion (2013: US$2.1 billion).

 

In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt. The Group adopts a modular approach in developing its projects in order to minimise upfront capital expenditure and related funding requirements. The Group manages in detail its funding requirements on a 12 month rolling basis and maintains a five year forecast in order to identify medium-term funding needs. Following the listing of IRC on the Stock Exchange of Hong Kong Limited, its capital is managed separately by the Independent Board of IRC.

 

The Group is not subject to any externally imposed capital requirements.

 

Significant accounting policies

Details of significant accounting policies and methods adopted, including the criteria for recognition, the basis of measurement and the basis on which income and expenses are recognised, in respect of each class of financial asset, financial liability and equity instrument are disclosed in note 2 to the consolidated financial statements.

 

Categories of financial instruments

2014US$'000

2013US$'000

Financial assets

Cash and cash equivalents

48,080

170,595

Derivative financial instruments - cash flow hedge

6,272

62,838

Derivative financial instruments - at fair value through profit or loss

3,158

-

Loans and receivables

20,744

30,915

Available-for-sale investments

112

124

Financial liabilities

Trade and other payables - at amortised cost

33,575

58,939

Borrowings - at amortised cost

977,804

1,119,012

 

Financial risk management

The Group's activities expose it to interest rate risk, foreign currency risk, risk of change in the commodity prices, credit risk and liquidity risk. The Group's overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Group's financial performance.

 

Risk management is carried out by a central finance department and all key risk management decisions are approved by the Board of Directors. The Group identifies and evaluates financial risks in close cooperation with the Group's operating units. The Board provides written principles for overall risk management, as well as guidance covering specific areas, such as foreign exchange risk, interest rate risk, gold price risk, credit risk and investment of excess liquidity.

 

Interest rate risk

The Group's interest rate risk arises primarily from borrowings. The Group is exposed to cash flow interest rate risk through borrowing at floating interest rates and to fair value interest rate risk through borrowing at fixed interest rates. At present, the Group does not undertake any interest rate hedging activities.

 

The sensitivity analysis below has been determined based on exposure to interest rates for the average balance of floating interest-bearing borrowings.

 

If interest rates had been 1% higher/lower and all other variables held constant, the Group's loss for the year ended 31 December 2014 would increase/ decrease by US$0.11 million (2013: increase/ decrease by US$1.91 million). This is attributable to the Group's exposure to interest rates on its variable rate borrowings.

 

Foreign exchange risk

The Group operates internationally and is exposed to foreign exchange risk arising from fluctuations in currencies the Group transacts, primarily US Dollars, GB Pounds Sterling and Russian Roubles.

 

Exchange rate risks are mitigated to the extent considered necessary by the Board of Directors, through holding the relevant currencies. At present, the Group does not undertake any foreign currency transaction hedging.

 

The carrying amounts of the Group's foreign currency denominated monetary assets and monetary liabilities at period end are set out below.

 

Assets

Liabilities

2014US$'000

2013US$'000

2014US$'000

2013US$'000

Russian Roubles

75,390

172,831

40,364

68,450

US Dollars (a)

1,519

50

-

8,063

GB Pounds Sterling

5,709

1,851

3,140

2,197

EUR

165

2

690

577

Other currencies

413

389

88

51

(a) US Dollar denominated monetary assets and liabilities in Group companies with Rouble functional currency.

 

The table set out below illustrates the Group's profit sensitivity to changes in exchange rates by 25% (2013: 10%), representing management's assessment of a reasonably possible change in foreign exchange currency rates. The analysis was applied to monetary assets and liabilities at the reporting dates denominated in respective currencies.

 

2014

2013

US$'000

US$'000

Russian Rouble currency impact

8,756

10,438

US Dollar currency impact

380

801

GB Pounds Sterling currency impact

642

35

EUR currency impact

131

57

Other currencies

81

34

 

Credit risk

The Group's principal financial assets are cash and cash equivalents, comprising current accounts, amounts held on deposit with financial institutions and investments in money market and liquidity funds. In the case of deposits and investments in money market and liquidity funds, the Group is exposed to a credit risk, which results from the non-performance of contractual agreements on the part of the contract party.

 

The credit risk on liquid funds held in current accounts and available on demand is limited because the counterparties are banks with high credit-ratings assigned by international credit-rating agencies, with the exception of Asian-Pacific Bank, which does not have an officially assigned credit rating. Having performed a high level due diligence, management does not consider the credit risk associated with Asian-Pacific Bank to be high. Asian-Pacific Bank has a wide network of branches in the Amur region and, therefore, is extensively used by the entities of the precious metals segment (note 26).

 

The Group's maximum exposure to credit risk is limited to the carrying amounts of the financial assets recorded in the consolidated financial statements. The major financial assets at the balance sheet date are cash and cash equivalents held with the counterparties as set out below.

 

 

 

Counterparty

Credit rating

Carrying amount at 31 December 2014US$'000

Carrying amount at 31 December 2013US$'000

Asian-Pacific Bank

B+

20,310

22,082

UBS

A

15,240

29,980

VTB

BB+

4,938

6,481

Sberbank

BBB-

3,223

69,400

Alfa-Bank

BB+

345

37,641

 

Commodity price risk

The Group generates most of its revenue from the sale of gold and iron ore concentrate. The Group's policy is to sell its products at the prevailing market price. In 2014, the Group has entered into gold forward contracts to protect cash flows from the volatility in the gold price (note 18).

 

Equity price risk

The Group is exposed to equity price risk through the investment in IRC (note 27).

 

Liquidity risk

Liquidity risk is the risk that suitable sources of funding for the Group's business activities may not be available. The Group constantly monitors the level of funding required to meet its short, medium and long term obligations. The Group also monitors compliance with restrictive covenants set out in various loan agreements (note 20) to ensure there is no breach of covenants resulting in associated loans become payable immediately.

 

Effective management of liquidity risk has the objective of ensuring the availability of adequate funding to meet short-term requirements and due obligations as well as the objective of ensuring a sufficient level of flexibility in order to fund the development plans of the Group's businesses.

 

The table below details the Group's remaining contractual maturity for its non-derivative financial liabilities with agreed repayment periods. The amounts disclosed are the contractual undiscounted cash flows and so these balances will not necessarily agree with the amounts disclosed in the balance sheet. The contractual maturity is based on the earliest date on which the Group may be required to pay.

 

 

 

0 - 3 monthsUS$'000

 3 months -

1 yearUS$'000

 

1 - 2 yearsUS$'000

 

2 - 3 yearsUS$'000

 

3 - 5 years

US$'000

2014

Borrowings

 - Convertible bonds

310,500

-

-

-

-

 - Loans

2,250

95,714

240,923

263,273

66,818

Expected future interest payments(a)

16,856

36,970

37,686

17,970

1,897

Trade and other payables

33,576

-

-

-

-

363,182

132,684

278,609

281,243

68,715

2013

Borrowings

- Convertible bonds

-

-

310,500

-

-

- Loans

18,523

134,443

97,110

240,793

322,361

Expected future interest payments(a)

20,299

40,741

42,434

27,910

14,979

Trade and other payables

58,939

-

-

-

-

97,761

175,184

450,044

268,703

337,340

(a) Expected future interest payments have been estimated using interest rates applicable at 31 December. Loans outstanding at 31 December 2014 in the amount of US$nill million (2013: US$221million) are subject to variable interest rates and, therefore, subject to change in line with the market rates.

 

32. Operating lease arrangements

The Group as a Lessee

 

 

2014US$'000

2013US$'000

Minimum lease payments under operating leases recognised as an expense in the year

2,671

3,372

At the balance sheet date, the Group had outstanding commitments for future minimum lease payments under a non-cancellable operating lease for office premises, which fall due as follows:

2014

2013

US$'000

US$'000

Expiring:

Within one year

313

354

In two to five years

94

524

407

878

 

The Group as a Lessor

 

The Group earned property rental income from continuing operations during the year of US$1.2 million (2013: US$1.5million) on buildings owned by its subsidiary Irgiredmet.

 

 

33. Capital commitments

 

At 31 December 2014, the Group had entered into contractual commitments in relation to its continuing operations for the acquisition of property, plant and equipment and mine development costs amounting to US$1.2million (31 December 2013: US$30.4 million), including US$1.2million in relation to the POX Hub (31 December 2013: US$25.6 million).

 

 

34. Subsequent events

 

The Refinancing

 

On 2 February 2015, the Group announced a proposed Refinancing which was completed on 18 March 2015. The Refinancing consisted of the following:

 

§ Rights issue pursuant to which 3,102,923,272 new Ordinary Shares were issued at subscription price of £0.05 per Ordinary Share as set out below:

 

- 2,114,460,594 Ordinary Shares were issued for cash consideration raising £105.7 million (equivalent to US$156.2 million) gross cash proceeds; and

 

- 988,462,678 Ordinary Shares were issued in exchange for the Existing Bonds as part of settlement of the Existing Bonds (please refer to the details set out below).

 

§ Issue of the new convertible bonds:

On 18 March 2015, the Group issued US$100 million convertible bonds due on 18 March 2020 ("the New Bonds"). The New bonds were issued pursuant to the completion of the exchange offer of the Existing Bonds as set out below.

 

The New Bonds were issued by the Group's wholly owned subsidiary Petropavlovsk 2010 Limited and are guaranteed by the Company. The New Bonds carry a coupon of 9.00% payable quarterly in arrears and are convertible into redeemable preference shares of Petropavlovsk 2010 Limited which are guaranteed by and will be exchangeable immediately upon issuance for Ordinary Shares in the Company.

 

The conversion price has been set at £0.0826 per Ordinary Share, subject to adjustment for certain events, and the conversion exchange rate has been fixed at US$1.5171: £1. The New Bonds were admitted to listing on the Official List of the UK Listing Authority and admitted to trading on the Professional Securities Market of the London Stock Exchange on 18 March 2015.

 

§ Settlement of the Existing Bonds:

The Existing Bonds with a par value of US$310.5 million (note 20) were settled as follows:

 

Par value

US$ million

Portion settled in cash from the net cash proceeds of the Rights Issue

135.5

Portion settled in equity through the debt-for-equity exchange commitments

75.0

Portion settled through the issuance of the New Bonds

100.0

Par value of the Existing Bonds

310.5

 

§ Bank Waivers:

The Group obtained waivers and relaxation of certain financial covenants for the period until 31 December 2015, inclusive.

 

The estimated aggregate transaction expenses comprise approximately US$41 million, out of which US$7.8 million were paid as at 31 December 2014. Included in the transaction costs paid as at 31 December 2014 are US$0.4 million expensed during the year and US$7.4 million deferred until transaction completion.

 

Disposal of Koboldo

 

On 16 April 2015, the Group entered into a conditional SPA relating to the sale of its 95.7% interest in OJSC ZDP Koboldo ('Koboldo') (note 28). The total cash consideration for the transaction is RUR942 million (an equivalent of c.US$18.7 million) plus reimbursement of VAT for the fourth quarter 2014, payable within prescribed timeframes from the date of entering into the SPA.

 

Disposal of investments in associates

 

On 7 April 2015, the Group entered into an SPA to sell its 25% interest in CJSC ZRK Omchak for a total cash consideration of US$1 million.

 

 

35. Reconciliation of non-GAAP measures (unaudited)

 

 

2014

US$'000

2013

US$'000

Loss for the period from continuing operations

(182,157)

(513,848)

Add/(less):

Interest expense

67,705

75,268

Investment income

(1,680)

(888)

Other finance gains

-

(19,365)

Foreign exchange losses

31,270

5,769

Taxation

167,871

(8,867)

Depreciation

143,968

224,804

Impairment/ (reversal of impairment) of mining assets and goodwill

(28,935)

411,285

Impairment of exploration and evaluation assets

22,034

94,908

Impairment of ore stockpiles

10,144

55,573

Impairment of investments in associates

9,697

-

Write-down to adjust the carrying value of Koboldo's net assets to fair value less cost to sell

11,867

-

Underlying EBITDA

251,784

324,639

 

 

36. Group companies

 

The Group has the following principal subsidiaries and other significant investments, which were consolidated in this financial information.

 

Principal subsidiary, joint venture and associate undertakings

Country of incorporation

Principal activity

Proportion of shares held

by Petropavlovsk PLC

Proportion of shares held by the Group

 

31 December 2014

31 December

2013

31 December

2014

31 December

2013

 

Subsidiary

 

CJSC Management Company Petropavlovsk

Russia

Management company

100%

100%

100%

 

100%

 

Petropavlovsk 2010 Limited

Jersey

Finance company

100%

100%

100%

100%

 

OJSC Pokrovskiy Rudnik

Russia

Gold exploration and production

43.5%

43.5%

98.61%

98.61%

 

CJSC Amur Doré

Russia

Gold exploration and production

-

-

-

100%

 

OJSC ZDP Koboldo

Russia

Gold exploration and production

-

-

95.7%

95.7%

 

LLC Malomirskiy Rudnik

Russia

Gold exploration and production

-

-

99.86%

99.86%

 

LLC Albynskiy Rudnik

Russia

Gold exploration and production

-

-

100%

100%

 

LLC Olga

Russia

Gold exploration and production

-

-

-

100%

 

LLC Osipkan

Russia

Gold exploration and production

-

100%

100%

 

LLC Tokurskiy Rudnik

Russia

Gold exploration and production

-

-

100%

100%

 

LLC Rudoperspektiva

Russia

Gold exploration and production

-

-

100%

100%

 

OJSC YamalZoloto

Russia

Gold exploration and production

-

-

100%

100%

 

OJSC Yamalskaya Gornaya Kompania

Russia

Gold exploration and production

-

-

-

74.87%

 

LLC Iljinskoye

Russia

Gold exploration and production

-

-

100%

100%

 

LLC Potok

Russia

Gold exploration and production

-

-

100%

100%

 

LLC Temi

Russia

Gold exploration and production

-

-

75%

75%

 

LLC ZeyaZoloto

Russia

Gold exploration and production

-

-

-

100%

 

Major Miners Inc.

Guyana

Gold exploration and production

-

-

100%

100%

 

Universal Mining Inc.

Guyana

Gold exploration and production

-

-

100%

100%

 

Cuyuni River Ventures Inc.

Guyana

Gold exploration and production

-

-

100%

100%

 

LLC Kapstroi

Russia

Construction services

-

-

100%

100%

 

LLC NPGF Regis

Russia

Exploration services

-

-

100%

100%

 

CJSC ZRK Dalgeologiya

Russia

Exploration services

-

-

98.61%

98.61%

 

CJSC PHM Engineering

Russia

Project and engineering services

-

-

94%

94%

 

OJSC Irgiredmet

Russia

Research services

-

-

99.69%

99.69%

 

LLC NIC Gydrometallurgia

Russia

Research services

-

-

100%

100%

 

LLC BMRP

Russia

Repair and maintenance

-

-

100%

100%

 

LLC AVT-Amur

Russia

Production of explosive materials

-

-

49%

49%

 

LLC Transit

Russia

Transportation Services

-

-

100%

100%

 

Pokrovskiy Mining College

Russia

Educational institute

-

-

98.61%

98.61%

 

Associate

-

 

CJSC Verkhnetisskaya Ore Mining Company(a)

Russia

Gold exploration and production

-

-

49%

49%

 

CJSC ZRK Omchak(b)

Russia

Gold exploration and production

25%

25%

25%

25%

 

 

 

IRC and its principal subsidiary, joint venture and associate undertakings ('IRC') (c), (d)

 

 

 

IRC Limited and its principal subsidiary, joint venture and associate undertakings ('IRC') (c)

IRC Limited

HK

Management and holding company

-

 

-

45.39%

48.7%

 

Principal subsidiaries of IRC

 

LLC Petropavlovsk Iron Ore

Russia

Management company

-

-

45.39%

48.7%

 

LLC Olekminsky Rudnik

Russia

Iron ore exploration and production

-

-

45.39%

48.7%

 

LLC Kimkano-Sutarskiy Gorno-Obogatitelniy Kombinat

Russia

Iron ore exploration and production

-

-

45.39%

48.7%

 

LLC Garinsky Mining & Metallurgical Complex

Russia

Iron ore exploration and production

-

-

45.2%

48.49%

 

LLC Kostenginskiy Gorno-Obogatitelniy Kombinat

Russia

Iron ore exploration and production

-

-

45.39%

48.7%

 

LLC Orlovo-Sokhatinsky Gorno-Obogatitelniy Kombinat

Russia

Iron ore exploration and production

-

-

45.39%

48.7%

 

LLC Karier Ushumunskiy

Russia

Iron ore exploration and production

-

-

-

48.7%

 

OJSC Giproruda

Russia

Engineering services

-

-

31.9%

34.2%

 

LLC Rubicon

Russia

Infrastructure project

-

-

-

48.7%

 

CJSC SGMTP

Russia

Infrastructure project

-

-

45.39%

48.7%

 

LLC Amur Snab

Russia

Procurement services

-

-

45.34%

48.7%

 

Heilongjiang Jiatal Titanium Co., Limited

China

Titanium sponge project

-

-

45.39%

48.7%

 

LLC Uralmining

Russia

Iron ore exploration and production

-

-

45.39%

48.7%

 

LLC Gorniy Park

Russia

Molybdenym project

-

-

22.74%

24.4%

 

 

Joint ventures of IRC

 

Heilongjiang Jianlong Vanadium Industries Co., Limited

China

Vanadium project

-

-

20.88%

22.4%

 

(a) CJSC Verkhnetisskaya Ore Mining Company was a subsidiary until July 2013.

(b) Including subsidiary of CJSC ZRK Omchak, being LLC Kaurchak.

(c) After taking account of the 0.71% (2013: 0.77%) shares retained within the Employee Benefit Trust operated in conjunction with the long-term incentive schemes of IRC, the Group's effective interest in the equity of IRC is 45.72% (2013: 49.07%).

(d) Factors considered in determining de facto control over IRC are set out in notes 3.9 and 27.

 

 

 

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