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Press Releases / 2015 / H1 2015 Results 

H1 2015 Results

20/8/2015

London, 20 August 2015

Unaudited H1 2015 Results

New World Resources Plc (‘NWR’ or the ‘Company’) today announces its unaudited financial results for the first six months of 2015. Comparative information, unless otherwise stated, is for the first six months of 2014.

H1 2015 Financial summary

  • Revenues of EUR 286 million, down 17%.
  • Coking coal average realised price of EUR 93/t, up 7%.
  • Thermal coal average realised price of EUR 52/t, down 10%.
  • Cash mining unit costs[1] of EUR 71/t, up 11% on 20% lower production. On target for mid EUR 60s for FY 2015.
  • Selling and administrative expenses down 26% to EUR 53 million.
  • EBITDA of EUR 3 million, down from EUR 19 million in H1 2014.
  • Non-cash gain of EUR 49 million on fair value revaluation of mandatory convertible notes booked in Q1 2015.
  • Basic earnings per A share of 0.17 eurocents compared to a basic loss per A share of 7.25 eurocents for H1 2014.
  • Net debt of EUR 286 million.
  • Cash of EUR 89 million as of 30 June 2015.

H1 2015 Operational summary

  • Regrettably, three miners lost their lives in August 2015 following an isolated incident.
  • Safety metrics LTIFR[2] of 5.54 vs. 8.18 in FY 2014.
  • Coal production of 3.6Mt, down 20% and coal sales of 3.3Mt, down 17%.
  • Coal sales mix of 62% coking coal and 38% thermal coal.
  • CAPEX of EUR 22 million, down 11%.
  • Coal Inventory of 938kt, up 9% year on year.
  • Total headcount including contractors down 4%.

2015 Prices and targets[3]

  • Average price for 74% of 2015 expected coking coal production agreed at EUR 93/t.
  • Average price for thermal coal production agreed at EUR 52/t.
  • Production and sales volume of 7.5 – 8.0Mt and 8.0Mt respectively.
  • 60% coking coal in the sales mix.
  • Cash mining unit costs of around EUR 65 per tonne.
  • CAPEX of EUR 30-40 million.
  • Improvement in LTIFR towards the target of below 5.

Director changes[4]

  • Mr. Boudewijn Wentink joins the Board of NWR as Finance and Legal Director and Executive Director from 19 August 2015, succeeding Marek Jelínek.
  • Mr. Colin Keogh, Independent Non-Executive Director, has resigned from the Board of NWR with effect from 19 August 2015.

Chairman’s statement

The stand out metric for NWR during the first six months of this year was our safety performance, with a LTIFR of 5.54. This is a record for the Company and represents a year-on-year improvement of 23%, which is testament to the focused and relentless work that the team at OKD has put into fostering a safety-first culture among our miners. Tragically, during August three fatalities occurred in a single accident. This comes at a time when we have been making good progress with safety at OKD. This will not diminish our effort to achieve the vision where every OKD employee and contractor returns home safely each day. This commitment is unwavering. Safety is by far the most important aspect of our operations, and we are now within sight of our target LTIFR of less than 5.

Our first half production was 3.6 Mt of coal, which was 13% ahead of our budgeted output. Production will continue to ramp up in accordance with our planned longwall sequencing as we move through the rest of the year, and we remain on track to reach our full year target production of approximately 7.5 - 8 M/t. Lower sales volumes with subdued pricing had an impact on our revenues, which were EUR 286 million in the first half, down by 17% on the same period last year.

Although our ability to influence the price of our coal is somewhat limited, we are fully in command of those aspects of the business that we can control. We continue to focus on cost containment and margin optimization, and in the period under review our cost of sales fell by 15% while our selling and administrative expenses fell by 26%. Our cash mining costs were EUR 71 per tonne, up 11% year-on-year, which is a good result considering our lower production. We registered a positive EBITDA of EUR 3 million. Overall, NWR is operating within its 2015 budget and is broadly on track to reach all of its full year targets.

The market in which we are operating remains tough. The international benchmark price of coking coal has dropped by 60% in three years and this year alone it has fallen by around 20%. However, Central Europe remains substantially short of coking coal, and the cost of transporting international coking coal from the ports of northern Europe into our region is high. We therefore have some, albeit limited, leeway in price negotiations with our customers. As previously announced, we have agreed an average price of EUR 93 per tonne to sell 74% of our coking coal production in 2015 and we remain cautiously optimistic with regard to where the price of coking coal will go as we move towards 2016.

The market for thermal coal does not show signs of improvement. Polish oversupply of thermal coal and a relatively warm first half of the year have combined to keep prices down. This trend is likely to continue as we move through the summer and into the autumn, nevertheless we expect to reach our sales targets as planned for this year.

During the first half of 2015 we decided to combine the management structures of NWR and its wholly owned Czech subsidiary OKD to provide greater alignment. This followed the decision by our CFO of eight years, Marek Jelínek, to move on to new challenges. Marek leaves on 1 September and will be succeeded by Boudewijn Wentink, in the new post of Finance and Legal Director. And from 1 January 2016 Dale Ekmark will become the Group’s Chief Executive Officer while retaining his position as Managing Director of OKD. I will continue as Chairman of NWR.

These changes to the structure of our management are a natural follow-on to the successful balance sheet and capital restructuring that we undertook in 2014. This leaner executive team will deliver greater efficiency and synergies across the Group as we continue to manage the business through severe market conditions.

Mr. Colin Keogh, an Independent Non-Executive Director of NWR who was nominated by the pre-restructuring bondholders, has resigned from the Board with effect from 19 August 2015, due to the number of non-executive directorships that may be held by a director of some regulated entities. I have always appreciated Colin’s professional input and thank him for his contribution to the Board since the restructuring.

The coal business continues to be difficult. But with the support we have from the shareholders, bondholders, Board and other stakeholders, and the dedication and hard work of everyone within the Company, we will weather the continued depressed coal market environment.

 

 

Gareth Penny

Executive Chairman
Selected financial and operational data [5]

(EUR m, unless stated otherwise)

H1 2015

H1 2014

Chg

 

Revenues

286

346

(17%)

 

Cost of sales

253

299

(15%)

 

   Excluding Change in inventories

277

328

(15%)

 

Cash mining unit costs (EUR/t)[6]

71

64

11%

 

Gross profit

34

48

(30%)

 

Selling and administrative expenses

53

71

(26%)

 

EBITDA

3

19

(86%)

 

Operating loss

(20)

(23)

-

 

Profit / (Loss) for the period

13

(57)

-

 

Basic earnings / (loss) per A share (eurocents)

0.17

(7.25)

-

 

Total assets

554

850

(35%)

 

Cash and cash equivalents

89

122

(28%)

 

Net debt

286

688

(58%)

 

 

 

 

 

 

Net cash flow from operations

(16)

(40)

-

 

CAPEX

22

24

(11%)

 

 

 

 

 

 

Total headcount incl. contractors

14,037

14,619

(4%)

 

LTIFR

5.54

7.16

(23%)

 


 

Production & Sales (kt)

H1 2015

H1 2014

Chg

 

Coal production

3,612

4,497

(20%)

 

Total coal sales

3,331

4,019

(17%)

 

   Coking coal[7]

2,080

2,544

(18%)

 

   Thermal coal[8]

1,251

1,475

(15%)

 

Period end inventory

938

858

9%

 

Average realised prices (EUR/t)

 

 

 

 

Coking coal

93

87

7%

 

Thermal coal

52

58

(10%)

 

 

H1 2015 earnings call and webcast:

NWR’s management will host an analyst and investor conference call on 20 August 2015 at 10:00 BST (11:00 CEST). The presentation will be made available via a live audio webcast on www.newworldresources.eu and then archived on the Company’s website.

For those who would like to join the live call, dial in details are as follows:

UK: +44(0)20 3427 1904

Europe: +31(0)20 716 8295

US: +1212 444 0896

Confirmation Code: 2923129

 

 

Investor and Media Contact:

Radek Nemecek

Tel: +420 727 982 885

rnemecek@nwrgroup.eu

 

Website:  www.newworldresources.eu

 

 

About NWR:

New World Resources Plc is a Central European hard coal producer. NWR produces quality coking and thermal coal for the steel and energy sectors in Central Europe through its subsidiary OKD, the largest hard coal mining company in the Czech Republic.


 

Appendix

 

As announced in June, Mr. Boudewijn Wentink joined the Board of Directors of NWR (the ‘Board’) as an Executive Director on 19 August 2015. The Nomination Committee of the Board has agreed that Mr. Wentink has the necessary qualification and has recommended his appointment. He will serve until the next Annual General Meeting when he will be eligible for election by shareholders.

Mr. Wentink joined NWR in March 2013 as the Chief Legal Officer and has since been instrumental in maintaining the financial stability and good stakeholder relationships of the Company. On 2nd July 2015 he was appointed as executive director of New World Resources N.V. Before he joined NWR, he worked as Chief Compliance Officer at TNT Express N.V. in Amsterdam where he also served as Chairman of the Ethics and Compliance Committee. In that role, Mr. Wentink modernised compliance programme in all 200 countries in which TNT operated and was also involved in material legal matters. Mr. Wentink was a key member of the team executing the split of TNT N.V. (later renamed to PostNL) and TNT Express N.V. in 2010 and arranging their listings on the Amsterdam Stock Exchange. From 2000 until 2005, he was Managing Partner and a member of the Executive Board at Bosselaar & Strengers in Utrecht, a well-established top 50 commercial law firm in the Netherlands, where he started his career in 1995. He also co-headed the corporate and finance department advising on mergers and acquisitions, banking, securities and insolvency. Mr. Wentink graduated from Erasmus University in Rotterdam in 1994 with a degree in private law and from the Henley Management College in Henley-on-Thames in 2008.

Work Experience:

2013-2011         TNT Express N.V.                                 (Chief Compliance Officer)

2011-2006         TNT N.V.                                              (Group Legal Director)

2005-1995         Bosselaar & Strengers law firm             (Managing Partner)

1994-1995         Erasmus University                               (Lecturer)

 

NWR further announces that Mr. Colin Keogh has resigned from the Board with effect from 19 August 2015. He was an Independent Non-Executive Director of NWR nominated by the pre-restructuring bondholders and appointed by shareholders on 3 November 2014. He has decided to stand down due to the requirements of Capital Requirements Directive IV, which restricts the number of non-executive directorships that may be held by a director of some regulated entities.


 

 

 

 

 

 

 

Operating and financial review and

Condensed consolidated interim financial statements
for the six-month period
ended 30 June 2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

New World Resources Plc

Consolidated statement of comprehensive income

 

Six-month period

ended 30 June

 

Three-month period

ended 30 June

EUR thousand

2015

2014

 

2015

2014

 

 

 

 

 

 

Revenues

286,159

346,344

 

150,910

173,809

Cost of sales

(252,571)

(298,537)

 

(129,512)

(151,545)

 

 

 

 

 

 

Gross profit

33,588

47,807

 

21,398

22,264

Selling expenses

(22,432)

(34,119)

 

(12,542)

(18,474)

Administrative expenses

(30,427)

(37,204)

 

(14,966)

(18,983)

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

44

(339)

 

33

(294)

Other operating income

856

1,525

 

383

563

Other operating expenses

(1,211)

(1,122)

 

(590)

(594)

 

 

 

 

 

 

Operating loss

(19,582)

(23,452)

 

(6,284)

(15,518)

Finance income1

55,900

2,877

 

1,638

419

Finance expenses

(23,887)

(35,733)

 

(8,442)

(17,724)

Capital restructuring

-

(9,970)

 

-

(7,626)

 

 

 

 

 

 

Profit / (loss) before tax

12,431

(66,278)

 

(13,088)

(40,449)

Income tax benefit

451

9,423

 

294

10,258

 

 

 

 

 

 

Profit / (loss) for the period

12,882

(56,855)

 

(12,794)

(30,191)

 

 

 

 

 

 

Other comprehensive income

 

 

 

 

 

Items that may be reclassified subsequently to profit or loss:

(17)

(237)

 

(1,319)

60

Foreign currency translation differences

(17)

(321)

 

(1,319)

20

Income tax relating to components of other comprehensive income

-

84

 

-

40

Items that will never be reclassified to profit or loss

-

-

 

-

-

 

 

 

 

 

 

Total other comprehensive income for the period, net of tax

(17)

(237)

 

(1,319)

60

 

 

 

 

 

 

Total comprehensive income for the period

12,865

(57,092)

 

(14,113)

(30,131)

 

 

 

 

 

 

Profit / (loss) attributable to:

 

 

 

 

 

Shareholders of the Company

12,882

(56,855)

 

(12,794)

(30,191)

 

 

 

 

 

 

Total comprehensive income attributable to:

 

 

 

 

 

Shareholders of the Company

12,865

(57,092)

 

(14,113)

(30,131)

 

 

 

 

 

 

EARNINGS / (LOSS) PER SHARE

 

 

 

 

 

A share  (Eurocents)

 

 

 

 

 

Basic earnings / (loss)1

0.17

(7.25)

 

(0.20)

(3.85)

Diluted earnings / (loss)1

0.17

(7.25)

 

(0.20)

(3.84)

B share  (EUR)

 

 

 

 

 

Basic earnings

144.00

152.30

 

73.60

76.10

Diluted earnings

144.00

152.30

 

73.60

76.10

All activities were with respect to continuing operations.

1Includes gain on revaluation of Convertible Notes for the six months ended 30 June 2015 of EUR 49,218 thousand (2014: nil) and for the three months ended 30 June 2015 a loss of EUR 95 thousand (2014: nil).

The notes on pages 12 to 22 are an integral part of these condensed consolidated interim financial statements.

New World Resources Plc

Consolidated statement of financial position

 

30 June

31 December

30 June

EUR thousand

2015

2014

2014

 

 

 

 

ASSETS

 

 

 

Property, plant and equipment

321,569

322,374

519,980

Accounts receivable

2,072

3,062

1,717

Deferred tax

-

-

54,411

Restricted deposits

24,093

22,037

25,973

TOTAL NON-CURRENT ASSETS

347,734

347,473

602,081

 

 

 

 

Inventories

66,765

40,841

57,653

Accounts receivable and prepayments

50,966

64,219

65,153

Derivatives

-

2,629

-

Income tax receivable

-

-

2,472

Cash and cash equivalents

88,550

128,035

122,390

TOTAL CURRENT ASSETS

206,281

235,724

247,668

 

 

 

 

TOTAL ASSETS

554,015

583,197

849,749

 

 

 

 

EQUITY

 

 

 

Share capital

108,459

108,458

105,900

Share premium

142,371

142,363

2,368

Foreign exchange translation reserve

28,762

28,779

30,775

Restricted reserve

-

-

121,565

Equity-settled share based payments

15,533

15,868

15,471

Merger reserve

(1,631,161)

(1,631,161)

(1,631,161)

Other distributable reserve

1,684,463

1,684,463

1,684,463

Retained earnings

(495,171)

(508,638)

(666,191)

TOTAL EQUITY

(146,744)

(159,868)

(336,810)

 

 

 

 

LIABILITIES

 

 

 

Provisions

146,556

147,567

162,811

Long-term loans

81,355

83,726

-

Bonds issued

290,454

325,669

762,094

Employee benefits

35,323

36,956

47,935

Deferred revenue

425

747

781

Deferred tax

808

801

807

Other long-term liabilities

254

300

330

Cash-settled share-based payments

342

146

435

Derivatives

756

2,408

3,724

TOTAL NON-CURRENT LIABILITIES

556,273

598,320

978,917

 

 

 

 

Provisions

5,767

2,867

6,963

Accounts payable and accruals

123,876

130,989

133,709

Accrued interest payable

4,800

4,341

16,548

Derivatives

7,498

6,299

1,591

Income tax payable

25

168

175

Current portion of long-term loans

2,487

-

48,493

Cash-settled share-based payments

33

81

163

TOTAL CURRENT LIABILITIES

144,486

144,745

207,642

 

 

 

 

TOTAL LIABILITIES

700,759

743,065

1,186,559

 

 

 

 

TOTAL EQUITY AND LIABILITIES

554,015

583,197

849,749

The notes on pages 12 to 22 are an integral part of these condensed consolidated interim financial statements.

New World Resources Plc

Consolidated statement of cash flows

 

 

Six-month period

ended 30 June

 

Three-month period

ended 30 June

 

EUR thousand

2015

2014

(restated)

 

2015

2014

(restated)

 

 

 

 

 

 

 

Cash flows from operating activities

 

 

 

 

 

 

Profit / (loss) before tax

12,431

(66,278)

 

(13,088)

(40,449)

 

Adjustments for:

 

 

 

 

 

 

Depreciation and amortisation

22,312

42,458

 

11,419

22,322

 

Changes in provisions

(3,169)

(2,776)

 

(4,545)

(1,829)

 

Changes in inventory allowance

4,533

2,505

 

2,410

2,285

 

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

(44)

339

 

(33)

294

 

Interest expense, net

16,921

31,899

 

8,076

16,200

 

Change in fair value of derivatives

2,175

(2,723)

 

142

(2,259)

 

Change in fair value of Convertible Notes

(49,218)

-

 

95

-

 

Capital restructuring

-

9,970

 

-

7,626

 

Equity-settled share-based payment transactions

236

263

 

178

232

 

Operating cash flows before working capital changes

6,177

15,657

 

4,654

4,422

 

 

 

 

 

 

 

 

(Increase) in inventories

(30,457)

(30,477)

 

(11,186)

(8,751)

 

Decrease in receivables

14,242

28,607

 

9,415

8,151

 

Increase / (Decrease) in payables and deferred revenue

511

(19,668)

 

15,348

90

 

Decrease in restricted cash and restricted deposits

(1,667)

(2,255)

 

(2,718)

(3,989)

 

Currency translation and other non-cash movements

(2,864)

81

 

(2,737)

(44)

 

Cash generated from operating activities

(14,058)

(8,055)

 

12,776

(121)

 

 

 

 

 

 

 

 

Interest paid

(2,078)

(31,231)

 

(1,357)

(20,318)

 

Corporate income tax paid

(306)

(274)

 

(238)

(257)

 

Net cash flows from operating activities

(16,442)

(39,560)

 

11,181

(20,696)

 

 

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

 

Interest received

13

473

 

6

115

 

Purchase of land, property, plant and equipment

(21,553)

(24,225)

 

(7,000)

(12,468)

 

Proceeds from sale of property, plant and equipment

44

148

 

33

143

 

Proceeds from disposal of discontinued operations

-

7,000

 

-

-

 

Net cash flows from investing activities

(21,496)

(16,604)

 

(6,961)

(12,210)

 

 

 

 

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

 

 

Transaction costs related to capital restructuring

(1,909)

(5,086)

 

-

(3,513)

 

 

Net cash flows from financing activities

(1,909)

(5,086)

 

-

(3,513)

 

 

 

 

 

 

 

 

 

 

Net effect of currency translation

362

(25)

 

235

17

 

 

 

 

 

 

 

 

 

 

Net (decrease) / increase in cash and cash equivalents

(39,485)

(61,275)

 

4,455

(36,402)

 

 

 

 

 

 

 

 

 

 

Cash and Cash Equivalents at the beginning of period

128,035

183,665

 

84,095

158,792

 

 

Cash and Cash Equivalents at the end of period

88,550

122,390

 

88,550

122,390

 

The notes on pages 12 to 22 are an integral part of these condensed consolidated interim financial statements.


New World Resources Plc

Consolidated statement of changes in equity

EUR thousand

Share capital

Share premium

Foreign exchange translation reserve

Restricted reserve

Equity-settled share- based payments

Merger reserve

Other distributable reserve

Retained earnings

Consolidated group total

Balance at 1 January 2015

108,458

142,363

28,779

-

15,868

(1,631,161)

1,684,463

(508,638)

(159,868)

Profit for the period

-

-

-

-

-

-

-

12,882

12,882

Total other comprehensive income, net of tax

-

-

(17)

-

-

-

-

-

(17)

Total comprehensive income for the period

-

-

(17)

-

-

-

-

12,882

12,865

Transaction with owners recorded directly in equity

 

 

 

 

 

 

 

Issue of A Shares under Deferred bonus plan

1

-

-

-

(570)

-

-

585

16

Share options for A Shares

-

-

-

-

235

-

-

-

235

Issue of A shares under Convertible Notes redemption  

0

8

-

-

-

-

-

-

8

Total transactions with owners

1

8

-

-

(335)

-

-

585

259

Balance at 30 June 2015

108,459

142,371

28,762

-

15,533

(1,631,161)

1,684,463

(495,171)

(146,744)

 

Balance at 1 January 2014

105,863

2,368

30,897

121,680

15,421

(1,631,161)

1,684,463

(609,629)

(280,098)

Loss for the period

-

-

-

-

-

-

-

(56,855)

(56,855)

Total other comprehensive income, net of tax

-

-

(122)

(115)

-

-

-

-

(237)

Total comprehensive income for the period

-

-

(122)

(115)

-

-

-

(56,855)

(57,092)

Transaction with owners recorded directly in equity

 

 

 

 

 

 

 

Issue of A Shares under Deferred bonus plan

37

-

-

-

(213)

-

-

293

117

Share options for A Shares

-

-

-

-

263

-

-

-

263

Total transactions with owners

37

-

-

-

50

-

-

293

380

Balance at 30 June 2014

105,900

2,368

30,775

121,565

15,471

(1,631,161)

1,684,463

(666,191)

(336,810)

The notes on pages 12 to 22 are an integral part of these condensed consolidated interim financial statements.


New World Resources Plc
Operating and Financial Review
for the six-month period ended 30 June
2015 (‘6M 2015’)

 

1.     Corporate Information

New World Resources Plc (‘NWR’ or the ‘Company’) is a public limited liability company with its registered office at One Silk Street, London EC2Y 8HQ, United Kingdom.

These condensed consolidated interim financial statements comprise the Company and its subsidiaries (together the ‘Group’). The Group is primarily involved in coal mining. The objective of the Company is to act as a holding company and to provide management services for the Group.

  1. Financial Results Overview

Revenues. The Group’s revenues decreased by 17% from EUR 346 million in the 6M 2014 to EUR 286 million in the 6M 2015. This is mainly attributable to lower sales volumes of both coking coal and thermal coal, due to lower production.

Cost of sales. Cost of sales decreased from EUR 299 million to EUR 253 million or by 15% in the 6M 2015 compared to the 6M 2014. This is mainly attributable to:

  • lower depreciation following the impairment charge recognised in 2014;
  • lower production and lower input costs per equipped coal panel resulting in lower consumption of mining material and spare parts;
  • lower maintenance works undertaken in 2015; and
    • decrease in headcount, resulting in lower personnel expenses. 

Selling expenses. Selling expenses decreased from EUR 34 million to EUR 22 million or by 34% in the 6M 2015, attributable to lower sales volumes and lower transport prices.

Administrative expenses. Administrative expenses of EUR 30 million decreased from EUR 37 million or by 18%, attributable to a decrease in administrative headcount, resulting in lower personnel expenses and to lower donations paid compared to 6M 2014.

EBITDA. The 6M 2015 saw a positive EBITDA of EUR 3 million, representing a decrease of EUR 16 million compared to EBITDA of EUR 19 million recorded in the 6M 2014, attributable mainly to the decrease in revenues, partially offset by the decrease in operating expenses.

Finance income. Increase in finance income of EUR 53 million is principally attributable to the EUR 49 million decrease in the fair value of the Convertible Notes (financial instrument recognised at fair value through profit or loss) between 31 December 2014 and 30 June 2015.

Profit for the period and underlying loss. The reported profit for the period was EUR 13 million, compared to the loss of EUR 57 million in 6M 2014. Excluding the impact of the movement in the fair value of the Convertible Notes, the Group would have recorded a loss of EUR 36 million in the 6M 2015.

Senior Secured Notes PIK Interest. On 1 May 2015 the Group exercised its option to pay PIK interest on the Senior Secured Notes. The result was the issue of a further EUR 16.5 million Senior Secured Notes at a fair value of EUR 10.7 million and with the same terms and conditions of the original Senior Secured Notes. This resulted in a gain of EUR 1.3 million being recorded in the three months ended 30 June 2015. Please refer to note 13 Contingencies and Other Commitments for further information.

3.     Basis of Presentation

The condensed consolidated interim financial statements (the ‘financial statements’) presented in this document are prepared:

  • for the six-month period ended 30 June 2015, with the six-month period ended 30 June 2014 as the comparative period;
  • based on the recognition and measurement criteria of International Financial Reporting Standards as adopted by European Union (‘adopted IFRS’) and on the going concern basis (see further on next page); and
  • in accordance with IAS 34 Interim Financial Reporting.

The financial statements do not include all of the information required for full annual financial statements and should be read in conjunction with the consolidated financial statements as at and for the year ended 31 December 2014, which are contained within the 2014 Annual Report and Accounts of the Company, available on the Company’s website at www.newworldresources.eu.

Going concern basis of accounting

The Group manages its liquidity through cash (EUR 89 million (31 December 2014: EUR 128 million)) and receivable financing. The new Senior Secured Notes and the new Convertible Notes have features which would result in interest being able to be paid in kind rather than in cash in certain circumstances.  

At the present market prices for coal, the Group is currently cash flow negative and the current low coal price environment has placed significant pressure on the Group’s liquidity position and also on its solvency resulting in the Group having net liabilities of EUR 147 million at 30 June 2015.

Based on the current projections, the Directors consider that the Group has sufficient cash available to meet its funding requirements for at least the next 12 months following the date of this report.

However, there is a risk that the cash available to the Group is not sufficient for funding requirements over this period. In particular, in the event of unexpected production or other operating issues, or further deterioration in coal prices (although coal prices are fixed for most of the Group’s anticipated 2015 sales, the Group is exposed to prices on approximately 25% of its coking coal sales in 2015 and to all sales in 2016), the Group could fall below its required minimum cash balance or even run out of cash in Q2/Q3 2016. The EUR 35 million Super Senior Credit Facility, which is fully drawn, requires the Group to maintain a minimum cash balance of EUR 40 million and this is first tested as at 31 October 2015 and thereafter quarterly on a calendar-year basis.  Although the Group’s projections indicate that it would have more than this minimum cash balance, the excess over this amount is limited and the Group would have very little flexibility to manage the position. If this were to occur, the ECA Facility would also be capable of acceleration and, should that acceleration be reasonably probable, all of the remaining debt of the Group could become immediately repayable. In those circumstances, if it were able to, the Group would most likely repay any amount outstanding under the Super Senior Credit Facility prior to 31 July 2016 which would result in a minimal amount of cash being available.

In the event that it becomes likely that there will be a shortfall in available cash, the Group proposes to seek alternative sources of liquidity, which could include the sale of certain of the assets of OKD and NWR Karbonia, or raising additional debt (to the extent permitted by the New Senior Notes Indenture, the Super Senior Credit Facility and the ECA Facility) or equity or, if no viable alternative solutions are then available, attempting to sell the businesses of OKD and NWR Karbonia thus effectively liquidating the Group’s assets. 

The Directors recognise that these circumstances represent a material uncertainty that may cast significant doubt as to the Group’s ability to continue as a going concern and that it may be unable to realise all of its assets and discharge all of its liabilities in the normal course of business.  Nevertheless, the Directors expect that the risks associated with a deterioration in coal prices and/or other operating issues have been appropriately taken into consideration and accordingly the financial statements have been prepared on a going concern basis and do not include the adjustments that would result if the Group were unable to continue as a going concern.

  1. Significant Accounting Policies

The financial statements have been prepared under the historical cost convention, except for certain financial instruments, which are stated at fair value. 

The financial statements have been prepared on the basis of accounting policies and methods of compilation consistent with those applied in the consolidated financial statements as at and for the year ended 31 December 2014, with the exception described below. 

New standards and interpretations

The Group adopted the following new interpretation, which are effective for its accounting period starting 1 January 2015:

  • IFRIC 21 Levies (effective 17 June 2014)

The adoption of the new interpretation has no impact on the recognised assets, liabilities and comprehensive income of the Group.

Estimates

The preparation of financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates. In preparing these financial statements, the significant judgements made by the management in applying the Group’s accounting policies and the key sources of estimation uncertainty were the same as those applied to the consolidated financial statements of the Company as at 31 December 2014 and for the year then ended.

  1. Non-IFRS Measures

The Company defines:

  • EBITDA as net profit/loss before income tax, net finance costs, depreciation and amortisation, impairment of property, plant and equipment (‘PPE’) and gains/losses from the sale of PPE;
  • Underlying profit/loss as profit/loss before material one-off impacts;
  • Net debt as total debt (carrying amounts of all its issued bonds and long-term interest-bearing borrowings) less cash and cash equivalents.  

While the amounts included in EBITDA are derived from the Group's financial statements, it is not a financial measure determined in accordance with adopted IFRS and should not be considered as an alternative to net income or operating income as a sole indication of the Group's performance or as an alternative to cash flows as a measure of the Group's liquidity. The Company currently uses EBITDA in its business operations to, among others, evaluate the performance of its operations, develop budgets and measure its performance against those budgets.

  1. Exchange Rates

EUR/CZK

6M 2015

6M 2014

y/y %

Average exchange rate

27.502

27.444

0%

End of period exchange rate

27.253

27.453

(1%)

Throughout this document, financial results and performance in both the current and comparative periods are expressed in Euros. Financial results and performance could differ considerably if presented in CZK. The Company may where deemed relevant, present variances using constant foreign exchange rates (constant currency basis), marked ‘ex-FX’, excluding the estimated effect of currency translation differences. These are non-IFRS financial measures.

  1. Financial Performance

Revenues

The Group's largest source of revenue is the sale of coking coal, which accounted for 67% of total revenues in the 6M 2015, whilst the sale of thermal coal accounts for 23% of total revenues in this period.

EUR thousand

6M 2015

6M 2014

y-y

y/y %

ex-FX

External coking coal sales (EXW)*

193,087

221,644

(28,557)

(13%)

(13%)

External thermal coal sales (EXW)*

65,361

85,005

(19,644)

(23%)

(23%)

Coal transport

14,001

24,296

(10,295)

(42%)

(42%)

Sale of coal by-products

7,403

9,228

(1,825)

(20%)

(20%)

Other revenues

6,307

6,171

136

2%

2%

Total revenues

286,159

346,344

(60,185)

(17%)

(17%)

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

Total revenues decreased by 17% mainly as a result of lower sales volumes of both coking coal and thermal coal, due to lower production. Lower sales volumes and lower transport charges also resulted in a decrease of transport revenues, with a similar decrease in transport costs, for no material impact on profitability.

Average realised sales prices

EUR per tonne

6M 2015

6M 2014

y-y

y/y %

ex-FX

Coking coal (EXW)

93

87

6

7%

7%

Thermal coal (EXW)

52

58

(6)

(10%)

(10%)

The majority of both coking coal and thermal coal sales are priced on a calendar year basis in 2015, while in 2014 the Group’s coking coal sales were priced on quarterly basis.

Total production of coal in 6M 2015 decreased by 20% compared to 6M 2014, while sales volumes decreased by 17%.

Coal inventories increased by 270kt in 6M 2015, compared to an increase by 478kt in 6M 2014.

Coal performance indicators (kt)

6M 2015

6M 2014

y-y

y/y %

Coal production

3,612

4,497

(885)

(20%)

External coal sales

3,331

4,019

(688)

(17%)

Coking coal

2,080

2,544

(464)

(18%)

Thermal coal

1,251

1,475

(224)

(15%)

Period end inventory*

938

858

80

9%

* Inventory consists of coal available for immediate sale and coal that has to be converted from raw coal. Opening and closing inventory balances do not always reconcile due to various factors such as production losses.

Cost of Sales

EUR thousand

6M 2015

6M 2014

y-y

y/y %

ex-FX

Consumption of material and energy

89,959

102,744

(12,785)

(12%)

(12%)

  of which : mining material and spare parts

51,368

61,138

(9,770)

(16%)

(16%)

              : energy consumption

33,027

35,642

(2,615)

(7%)

(7%)

Service expenses

63,705

69,960

(6,255)

(9%)

(9%)

  of which : contractors

36,391

34,759

1,632

5%

5%

              : maintenance

10,389

17,672

(7,283)

(41%)

(41%)

Personnel expenses

102,034

110,657

(8,623)

(8%)

(8%)

Depreciation and amortisation

19,056

39,809

(20,753)

(52%)

(52%)

Net gain from material sold

(1,607)

(1,642)

35

(2%)

(2%)

Change in inventories of finished goods and work in progress

(24,491)

(28,993)

4,502

(16%)

(15%)

Other operating expenses

3,915

6,002

(2,087)

(35%)

(35%)

Total cost of sales

252,571

298,537

(45,966)

(15%)

(15%)

Excluding the change in inventories impact

277,062

327,530

(50,468)

(15%)

(15%)

Excluding the EUR 5 million year on year impact in change in inventories driven by the lower build-up of stock, cost of sales decreased by EUR 50 million, as a result of:

  • lower depreciation following the impairment charge recognised in 2014;
  • lower production and lower input costs per equipped coal panel resulting in lower consumption of mining material and spare parts;
  • lower maintenance works undertaken in the 6M 2015; and
  • a 6% decrease in the number of employees, resulting in lower personnel expenses. 

Selling Expenses

EUR thousand

6M 2015

6M 2014

y-y

y/y %

ex-FX

Transport costs

13,578

24,434

(10,856)

(44%)

(44%)

Personnel expenses

1,529

1,312

217

17%

17%

Allowance for inventories on stock

2,724

2,769

(45)

(2%)

(1%)

Other expenses

4,601

5,604

(1,003)

(18%)

(18%)

Total selling expenses

22,432

34,119

(11,687)

(34%)

(34%)

Lower sales volumes combined with lower transport charges resulted in a reduction in transport costs by 44%, with a similar decrease in transport revenues, resulting in no material impact on profitability.

Administrative Expenses

EUR thousand

6M 2015

6M 2014

y-y

y/y %

ex-FX

Personnel expenses

18,186

21,086

(2,900)

(14%)

(14%)

Service expenses

6,702

8,267

(1,565)

(19%)

(19%)

Other expenses

5,539

7,851

(2,312)

(29%)

(29%)

Total administrative expenses

30,427

37,204

(6,777)

(18%)

(18%)

The decrease in administrative expenses is attributable to a decrease in administrative headcount, resulting in lower personnel expenses, lower donations paid and saving in advisory services.

Total Personnel Expenses and Headcount

EUR thousand

6M 2015

6M 2014

y-y

y/y %

ex-FX

Personnel expenses

123,850

135,008

(11,158)

(8%)

(8%)

Employee benefit provision

(2,266)

(1,327)

(939)

71%

71%

Share-based payments

421

(301)

722

-

-

Total personnel expenses

122,005

133,380

(11,375)

(9%)

(8%)

Total personnel expenses decreased through lower headcount (see below) and partially offset by the costs associated with reducing this headcount.

 

6M 2015

6M 2014

y-y

y/y %

 

Employees headcount (average)

10,810

11,560

(750)

(6%)

 

Contractors headcount (average)

3,227

3,059

168

5%

 

Total headcount (average)

14,037

14,619

(582)

(4%)

 

EBITDA

EUR thousand

6M 2015

6M 2014

y-y

y/y %

ex-FX

EBITDA

2,686

19,345

(16,659)

(86%)

(87%)

The Group’s EBITDA decreased by EUR 16 million compared to the 6M 2014 mainly as a result of the decrease in revenues, partially offset by the decrease in operating expenses.

As EBITDA is a non-IFRS measure, the following table provides a reconciliation of EBITDA from the net profit/loss after tax.

EUR thousand

6M 2015

6M 2014

Net profit / (loss)

12,882

(56,855)

Income tax

(451)

(9,423)

Net finance expense

(32,013)

32,856

Capital restructuring

-

9,970

Depreciation and amortisation

22,312

42,458

(Gain) / loss from sale of PPE

(44)

339

EBITDA

2,686

19,345

Finance Income and Expense

EUR thousand

6M 2015

6M 2014

y-y

y/y %

 

Finance income

55,900

2,877

53,023

1843%

 

Fair value revaluation of Convertible Notes

49,218

-

49,218

-

 

Realised and unrealised foreign exchange gains

6,115

1,692

4,423

261%

 

Profit on derivative instruments

427

627

(200)

(32%)

 

Other finance income

140

558

(418)

(75%)

 

Finance expense

23,887

35,733

(11,846)

(33%)

 

Interest expenses

16,935

32,313

(15,378)

(48%)

 

Realised and unrealised foreign exchange losses

3,215

1,510

1,705

113%

 

Losses on derivative instruments

3,541

1,539

2,002

130%

 

Other finance expenses

196

371

(175)

(47%)

 

The main impact on finance income is through the Convertible Notes, which are designated at fair value through profit or loss (‘FVTPL’) and the EUR 49 million impact represents the decrease in their fair value between 31 December 2014 and 30 June 2015.

The decrease in interest expenses reflects the exchange of existing notes (nominal EUR 775 million) for new notes (nominal EUR 317 million as at 30 June 2015) as part of the Capital Restructuring completed in October 2014. For more information about the terms and conditions of this indebtedness please refer to note 13 Contingencies and Other Commitments.

Profit / Loss before Tax

The profit before tax in the 6M 2015 was EUR 12 million, an increase of EUR 78 million compared to a loss of EUR 66 million in the 6M 2014.

Income Tax

The Group recorded a net income tax benefit of EUR 1 million in the 6M 2015, compared to a net income tax benefit of EUR 9 million in the 6M 2014.

The Group has accumulated tax losses for which no deferred tax asset is recognised as it is not probable that these losses will be recoverable within the timeframe for utilising these losses.

Profit / Loss for the period

The Group recognised a profit of EUR 13 million in the 6M 2015, which represents an increase of EUR 70 million, compared to the loss of EUR 57 million in the 6M 2014.

  1. Earnings / Loss per Share

The calculation of earnings/loss per share is based on profit/loss attributable to the shareholders of the Company and a weighted average number of shares outstanding during the respective periods:

EUR thousand

6M 2015

6M 2014

Profit / (loss) for the period

12,882

(56,855)

Profit / (loss) attributable to A shares

11,404

(58,415)

Profit attributable to B shares

1,440

1,523

Eliminations between Mining and Real Estate divisions

38

37

 

 

6M 2015

6M 2014 (restated*)

Weighted average number of A shares (basic)

6,659,731,620

805,235,714

Weighted average number of A shares (diluted)

6,663,464,725

806,069,670

Weighted average number of B shares (basic)

10,000

10,000

Weighted average number of B shares (diluted)

10,000

10,000

*On 7 October 2014, the Company completed a EUR 150 million capital increase via a 1:19 fully underwritten rights issue and a placing. The number of ordinary A shares issued under the Rights Issue was 5,030,100,717. The prior period basic and diluted earnings per share have been adjusted by the bonus element associated with the Rights Issue.

  1. Cash Flow

EUR thousand

6M 2015

6M 2014

Net cash flows from operating activities

(16,442)

(39,560)

Net cash flows from investing activities

(21,496)

(16,604)

Net cash flows from financing activities

(1,909)

(5,086)

Net effect of currency translation

362

(25)

Total decrease in cash

(39,485)

(61,275)

Cash Flow from Operating Activities

Cash outflows arising from operating activities, after working capital changes and before interest and tax in the 6M 2015 were EUR 14 million, EUR 6 million higher compared to cash outflows of EUR 8 million in the 6M 2014, following lower EBITDA partially offset by higher level of receivable factoring (when compared to both 31 December 2014 and 31 March 2015).

Cash Flow from Investing Activities

Capital expenditures amounted to EUR 22 million in the 6M 2015, a decrease of EUR 3 million when compared to the 6M 2014. Cash flow from investing activities in the 6M 2014 was positively influenced by a release of EUR 7 million from an escrow account related to the sale of the coke subsidiary in 2013.  

Cash Flow from Financing Activities

Cash flow from financing activities reflects the transaction costs in relation to the Capital Restructuring.

10.  Borrowings, Liquidity and Capital Resources

The principal uses of cash are anticipated to fund planned operating expenditures, working capital requirements, capital expenditures, scheduled debt service requirements, and other distributions.

Indebtedness and liquidity

As at 30 June 2015, the Group held cash and cash equivalents of EUR 89 million and had indebtedness of EUR 374 million (carrying value), of which EUR 3 million is contractually repayable in the next 12 months. This results in a net debt position for the Group of EUR 286 million, 2% higher when compared to EUR 281 million as at 31 December 2014.

For more information about the liquidity and going concern basis of accounting please refer to note 3 Basis of Presentation. For more information about the terms and conditions of this indebtedness please refer to note 13 Contingencies and Other Commitments.

11.  Financial Instruments

Financial assets and liabilities by category

The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy. It does not include fair value information for financial assets and financial liabilities not measured at fair value where the carrying amount is a reasonable approximation of fair value (for example accounts receivable or accounts payable).

 

EUR thousand

30 June 2015

31 December 2014

30 June 2014

 

Carrying Value

Fair value

Carrying Value

Fair value

Carrying Value

Fair value

 

Level 1

Level 2

Level 1

Level 2

Level 1

Level 2

Financial assets:

 

 

 

 

 

 

 

 

 

At fair value through profit or loss

 

 

 

 

 

 

 

 

 

Senior Secured Notes embedded option

-

-

-

2,629

-

2,629

-

-

-

Loans and receivables

 

 

 

 

 

 

 

 

 

Long-term receivables

2,072

-

-

3,062

-

-

1,717

-

-

Accounts receivable and prepayments

50,966

-

-

64,219

-

-

65,153

-

-

Cash and cash equivalents

 

 

 

 

 

 

 

 

 

Restricted deposits

24,093

-

-

22,037

-

-

25,973

-

-

Cash and cash equivalents

88,550

-

-

128,035

-

-

122,390

-

-

Total

165,681

 

 

219,982

 

 

215,233

 

 

 

 

 

 

 

 

 

 

 

 

Financial liabilities:

 

 

 

 

 

 

 

 

 

At fair value through profit or loss

 

 

 

 

 

 

 

 

 

Interest rates derivatives

2,504

-

2,504

3,402

-

3,402

5,315

-

5,315

Convertible Notes

21,618

21,618

-

70,845

70,845

-

-

-

-

Contingent value rights

5,750

-

5,750

5,305

-

5,305

-

-

-

Cash-settled share-based payments

375

375

-

227

227

-

598

598

-

Other

 

 

 

 

 

 

 

 

 

Long-term loans including accrued interest

84,422

-

-

84,067

-

-

48,493

-

-

Bonds issued including accrued interest

273,056

195,703

-

258,824

236,125

-

778,642

388,018

-

Other long-term liabilities

254

-

-

300

-

-

330

-

-

Accounts payable and accruals

123,876

-

-

130,989

-

-

133,709

-

-

Total 

511,855

 

 

553,959

 

 

967,087

 

 

 

 

 

Fair value hierarchy

The table below analyses financial instruments carried at fair value, by valuation method. The different levels have been defined as follows:

Level 1

quoted prices (unadjusted) in active markets for identical assets or liabilities

Level 2

inputs other than quoted prices included within Level 1 that are observable for the asset or liabilities, either directly (i.e. as prices) or indirectly (i.e. derived from prices)

Level 3

inputs for the asset or liability that are not based on observable market data (unobservable inputs)

In order to determine the fair value of the financial instruments, the Company implements valuation techniques used by banks or uses third party professional valuers, in which all significant inputs were based on observable market data.

12.  Segments and Divisions

The Group is organised into two divisions: the Mining Division (‘MD’) and the Real Estate Division (‘RED’). The Company had A Shares and B Shares outstanding for the presented periods. The A Shares and B Shares are tracking stocks, which are designed to reflect the financial performance and economic value of the MD and RED, respectively. Due to the public listing of the Company’s A shares, the Group provides divisional reporting showing separately the performance of the MD and RED. The main rights, obligations and relations between the RED and MD are described in the Divisional Policy Statement, available at the Company’s website www.newworldresources.eu. The divisional reporting, as such, is essential for the evaluation of the equity attributable for the listed part of the Group. The Group is primarily involved in coal mining and as such presents only one segment. The whole Mining Division represents the Coal segment.


Divisions

 

Six-month period ended 30 June 2015

 

Six-month period ended 30 June 2014

 

EUR thousand

 

Mining division

 

Real Estate division

 

Eliminations & adjustments1

 

Group operations total

 

Mining division

 

Real Estate division

 

Eliminations & adjustments1

 

Group operations total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

286,159

 

199

 

(199)

 

286,159

 

346,344

 

207

 

(207)

 

346,344

Cost of sales

 

(252,817)

 

-

 

246

 

(252,571)

 

(298,790)

 

-

 

253

 

(298,537)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross profit

 

33,342

 

199

 

47

 

33,588

 

47,554

 

207

 

46

 

47,807

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Selling expenses

 

(22,432)

 

-

 

-

 

(22,432)

 

(34,119)

 

-

 

-

 

(34,119)

Administrative expenses

 

(30,369)

 

(58)

 

-

 

(30,427)

 

(37,146)

 

(58)

 

-

 

(37,204)

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

 

44

 

-

 

-

 

44

 

(339)

 

-

 

-

 

(339)

Other operating income

 

856

 

-

 

-

 

856

 

1,525

 

-

 

-

 

1,525

Other operating expenses

 

(1,211)

 

-

 

-

 

(1,211)

 

(1,122)

 

-

 

-

 

(1,122)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING (LOSS) / INCOME

 

(19,770)

 

141

 

47

 

(19,582)

 

(23,647)

 

149

 

46

 

(23,452)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

EBITDA

 

2,744

 

141

 

(199)

 

2,686

 

19,404

 

148

 

(207)

 

19,345

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Finance income

 

55,944

 

1,729

 

(1,773)

 

55,900

 

2,877

 

1,734

 

(1,734)

 

2,877

Finance expenses

 

(25,596)

 

(64)

 

1,773

 

(23,887)

 

(37,466)

 

(1)

 

1,734

 

(35,733)

Capital restructuring

 

-

 

-

 

-

 

-

 

(9,970)

 

-

 

-

 

(9,970)

Profit / (loss) before tax

 

10,578

 

1,806

 

47

 

12,431

 

(68,206)

 

1,882

 

46

 

(66,278)

Income tax benefit / (expense)

 

826

 

(366)

 

(9)

 

451

 

9,791

 

(359)

 

(9)

 

9,423

PROFIT / (LOSS) FOR THE PERIOD

 

11,404

 

1,440

 

38

 

12,882

 

(58,415)

 

1,523

 

37

 

(56,855)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Assets and liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total segment assets

 

539,146

 

45,852

 

(30,983)

 

554,015

 

835,566

 

42,827

 

(28,644)

 

849,749

Total segment liabilities

 

722,208

 

7,651

 

(29,100)

 

700,759

 

1,205,259

 

8,019

 

(26,719)

 

1,186,559

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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


13.  Contingencies and Other Commitments

Contingent assets and liabilities

Contingent liabilities relate to several litigation proceedings. As inherent in such proceedings, outcomes cannot be predicted with certainty and there is a risk of unfavourable outcomes to the Group. The Group disputes all pending and threatened litigation claims of which it is aware and which it considers unjustified. No provision has been recognised as at 30 June 2015 for any of the litigation proceedings. At the date of these financial statements, based on advice of legal counsel, the management of the Group believes that the litigation proceedings have no significant impact on the Group’s financial position as at 30 June 2015. A summary of the main litigation proceedings is included in the 2014 Annual Report and Accounts of the Company. There have been no significant developments in any of these matters since.

Contractual obligations

The Group is subject to commitments resulting from its indebtedness. These result mainly from the borrowings drawn by the Group and Notes issued. The following table includes the contractual obligations resulting from the borrowings and Notes issued as at 30 June 2015 in their respective nominal values.

EUR thousand

1/7/2015 - 30/6/2016

1/7/2016 - 30/6/2018

After 30/6/2018

Senior Secured Notes due 2020

-

-

316,500

Convertible Notes due 2020

-

-

149,955

ECA Facility

2,500

13,750

33,613

Super Senior Credit Facility

-

35,000

-

TOTAL

2,500

48,750

500,068

Interest is to be paid semi-annually on Senior Secured Notes due 2020 (fixed coupon rate of 8% p.a.). Subject to the liquidity condition, the Group may elect to capitalise (‘PIK’ interest) all but not part of the accrued interest at a higher rate (11% until the second anniversary of issuance / 9% thereafter).

In adherence to the indentures, the Group elected not to pay interest at the cash coupon rate on its Senior Secured Notes due 2020 for the interest period starting 1 November 2014 up to 1 May 2015, but has elected to pay all of the accrued interest in the form of PIK interest by issuing EUR 16.5 million of additional notes, increasing the nominal value of Senior Secured Notes due 2020 to EUR 316.5 million. These additional notes were initially recognised at fair value and are subsequently held at amortised cost. The fair value of these additional notes on initial recognition was EUR 10.7 million compared to interest accrued of EUR 12 million.

Interest is to be paid annually on the Convertible Notes due 2020 (fixed coupon rate of 4% p.a.). The Group may elect to pay PIK interest at a rate of 8% p.a. The Convertible Notes can be redeemed at the discretion of the holder of the Convertible Notes at any point subsequent to 30 April 2015, into the share capital of the Company. During the 6M 2015, 45,160 Convertible Notes were converted into EUR 8 thousand of share capital of the Company.

The interest rate on the ECA Facility is fixed and paid semi-annually, and is based on EURIBOR plus a fixed margin. The interest rate on the SSCF is fixed and paid quarterly, and is based on EURIBOR plus a fixed margin that is increasing each quarter by 1.5%.

The Group has contractual obligations to acquire property, plant and equipment in the total amount of EUR 16 million, all of which are spread within one year. The Group is also subject to contractual obligations under lease contracts in the total amount of EUR 4 million, of which EUR 1 million are short-term obligations.

14.  Subsequent Events and Other Information

No subsequent events to be disclosed.

 

 

 

 

15.  Certain Relationships and Related Party Transactions

Description of the relationship between the Group, CERCL Holdings Ltd (the controlling Shareholder) and entities affiliated to the CERCL Holdings Ltd. is included on pages 79-83 of the 2014 Annual Report and Accounts of NWR.

In May 2015, the shareholders of the Advance World Transport (‘AWT’) group (which provides rail freight and sidings services to the Group among others) finalised the sale of a majority stake in the AWT group which is therefore from that time no longer an affiliated company to the Group.

There have been no other substantive changes to the nature, scale or terms of these arrangements during the six-month period ended 30 June 2015.

16.  Principal Risk and Uncertainties

It is not anticipated that the nature of the principal risks and uncertainties that affect the business, and which are set out on pages 17 to 32 of the 2014 Annual Report and Accounts of the Group, will change within the remainder of the financial year. Going concern assumption is described in Note 3 of this document.

Forward Looking Statements

 

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

Factors, risk and uncertainties that could cause actual outcomes and results to be materially different from those projected include, but are not limited to, the following: risks relating to changes in political, economic and social conditions in the Czech Republic, Poland and the CEE region; future prices and demand for the Company's products and demand for the Group's customers' products; coal mine reserves; remaining life of the Group's mines; coal production; trends in the coal industry and domestic and international coal market conditions; risks in coal mining operations; future expansion plans and capital expenditures; the Group's relationship with, and conditions affecting, the Group's customers; competition; railroad and other transport performance and costs; availability of specialist and qualified workers; and weather conditions or catastrophic damage; risks relating to Czech or Polish law, regulations and taxation, including laws, regulations, decrees and decisions governing the coal mining industry, the environment and currency and exchange controls relating to Czech and Polish entities and their official interpretation by governmental and other regulatory bodies and by the courts; and risks relating to global economic conditions and the global economic environment. Additional risk factors are described in the Company’s 2014 Annual Report and Accounts. A failure to achieve a satisfactory capital structure for liquidity and solvency purposes would pose a significant risk of the Group ceasing to operate as a going concern.

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

 

Amsterdam, 19 August 2015

 

Board of Directors

 


 

Directors’ Statement of Responsibility

We confirm that to the best of our knowledge:

  • the condensed set of financial statements has been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the European Union;
  • the six-month period management report includes a fair review of the information required by:

(a)

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

(b)

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

 

 

The Board

 

The Board of Directors that served during all or part of the three-month period to 30 June 2015 and their respective responsibilities can be found on pages 51 to 59 of the 2014 Annual Report and Accounts of the Group except as follows.

Zdenek Bakala resigned from the Board with effect from 23 April 2015. He served as a Non-Independent Non-Executive Director from 8 April 2011. Charles Harman has been nominated to join the Board as a Non-Independent Non-Executive Director with effect from 23 April 2015.

 

Marek Jelínek has resigned from the Board and as the Group's Chief Financial Officer, with effect from 1 September 2015. Boudewijn Wentink, currently the Group's Chief Legal Officer, will become the Finance and Legal Director of NWR and it will be recommended to the Board that he joins the Board as an Executive Director.

 

Approved by the Board and signed on its behalf by

 

 

 

Marek Jelínek

Executive Director and Chief Financial Officer

19 August 2015

 

 

 

 

 

 

 

 

 


Independent Review Report to New World Resources Plc

 

Introduction

 

We have been engaged by the company to review the condensed set of financial statements in the half yearly financial report for the six months ended 30 June 2015 which comprises the condensed consolidated income statement, condensed consolidated statement of comprehensive income, condensed consolidated statement of financial position, condensed consolidated statement of changes in equity, condensed consolidated statement of cash flows and the related explanatory notes on pages 8 to 22. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

 

This report is made solely to the company in accordance with the terms of our engagement to assist the company in meeting the requirements of the Disclosure and Transparency Rules ("the DTR") of the UK Financial Conduct Authority ("the UK FCA"). Our review has been undertaken so that we might state to the company those matters we are required to state to it in this report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company for our review work, for this report, or for the conclusions we have reached.

 

 

Directors' responsibilities

 

The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half-yearly financial report in accordance with the DTR of the UK FCA.

 

As disclosed on page 12, the annual financial statements of the Group are prepared in accordance with IFRSs as adopted by the EU. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the EU.

 

Our responsibility

 

Our responsibility is to express to the company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review.

 

Scope of review

 

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410 Review of Interim Financial Information Performed by the Independent Auditor of the Entity issued by the Auditing Practices Board for use in the UK. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

 

Conclusion

 

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2015 is not prepared, in all material respects, in accordance with IAS 34 as adopted by the EU and the DTR of the UK FSA.

 

 

Emphasis of matter – going concern

 

In forming our conclusion on the condensed set of interim financial statements, which is not modified, we have considered the adequacy of the disclosures made in note 3 to the condensed set of interim financial statements concerning the Group’s ability to continue as a going concern.  The Group is currently cash flow negative and the current low coal price environment has placed significant pressure on the Group’s liquidity position, and also on its solvency, resulting in the Group having net liabilities of EUR 147 million at 30 June 2015. The Directors expect that the Group’s operations will be able to provide sufficient cash for a period of at least 12 months from the date of this report.  However, in the event of unexpected production or other operating issues, or further deterioration in coal prices, the Group could in Q2/Q3 2016 be in breach of the minimum available cash requirement for the Super Senior Credit Facility, which is set at EUR 40 million. In those circumstances the Group could run out of cash in Q2/Q3 2016 and all of the remaining debt of the Group could become immediately repayable.

 

These conditions, along with other matters explained in note 3 to the condensed set of interim financial statements, indicate the existence of a material uncertainty which may cast significant doubt as to the Group’s ability to continue as a going concern.  The condensed set of interim financial statements does not include the adjustments that would result if the Group were unable to continue as a going concern.

 

 

 

 

 

Jimmy Daboo for and on behalf of KPMG LLP

Chartered Accountants

15 Canada Square

London E14 5GL

 

19 August 2015

 

 



[1]   Cash mining costs per tonne reflect the operating costs incurred in production of both coking and thermal coal. They are principally calculated by deducting the Change in inventories and D&A from the Cost of sales and then divided by total coal production. Further non-cash adjustments to Cost of sales may apply in the calculation.

[2]   Lost Time Injury Frequency Rate (‘LTIFR’) represents the number of reportable injuries in NWR’s operations causing at least three days of absence per million hours worked, including contractors.

[3]   All prices are expressed as blended averages between the different qualities both for coking and thermal coal and are ex-works. All of the announced prices are indicative prices, and are based on an exchange rate of EUR/CZK of 27.5. A range of factors including, but not limited to, exchange rate fluctuations, quality mix, timing of the deliveries and flexible provisions in the individual agreements, may influence final realised prices. The actual realised price for the period may therefore differ from the average prices announced.

[4] See appendix for details.

[5]   More detail and analysis are in the Operating and Financial Review further in this document.

[6]   Cash mining costs per tonne reflect the operating costs incurred in production of both coking and thermal coal. They are principally calculated by deducting the Change in inventories and D&A from the Cost of sales and then divided by total coal production. Further non-cash adjustments to Cost of sales may apply in the calculation.

[7]   In H1 2015 approx. 57% of coking coal sales were mid-volatility hard coking coal, 30% were semi-soft coking coal and 13% were PCI coking coal.

[8]   In H1 2015 approx. 70% of thermal coal sales were thermal coal and 30% middlings.

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