Annual Report 2010
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Annual report 2010 In this Annual Report unless the context requires otherwise, references to “we,” “our,” “us” and the “Group”, the “Company”, or “UralChem” are to UralChem Holding P.L.C. and its subsidiaries, taken together. For official names of our significant subsidiaries and the respective short names as used in this Annual Report see Annex. Except when otherwise specified, all information and data contained in this Annual Report are as of December 31, 2010. ....................................................................................................................................................... As substantially all of our operations are located in the Russian Federation, references to “export (s)” are to the sale and delivery of goods produced in the Russian Federation to customers located outside of the Russian Federation. 2 2010 in figures We produced > 4.8 million tonnes of mineral fertilizers and chemicals, that is, 10.3% more than in 2009 .................................................................................................................................................................. We increased sales +7.1% of mineral fertilizers ................................................................................................................................................................... We delivered 2.9 million tonnes of fertilizers to 53 countries, 937.6 thous. t of fertilizers to 70 regions of the Russian Federation 3 Table of content ...................................................... ...................................................... Letter from the Chairman of UralChem Holding 2. Corporate profile ....................... 36 3. Corporate Governance.............. 60 Board of Directors......................................... 7 1. Industry overview ..................... 8 Corporate history.......................................... 40 Corporate Governance Structure......................... 63 Corporate Calendar........................................ 42 General meeting of shareholders......................... 64 Long Term Growth Factors ............................... 10 Official data............................................... 44 Board of Directors, commitees, external The Mineral Fertilizers Global Industry Oveview........ 11 Key Assets.................................................. 47 (independent) and internal auditor...................... 65 The Russian Mineral Fertilizers Market.................. 24 Product Range overview.................................. 54 Senior Management...................................... 75 International Business of UralChem..................... 58 Risks....................................................... 79 4 ...................................................... ...................................................... 4. Management Report................. 80 5. Consolidated financial Annex ............................................. 178 statements for the year Overview of 2010 perfomance........................... 84 Significant subsidiaries and significant Increase Drivers and SWOT analysis..................... 86 ended 31 December 2010 ........... 118 investments (full official names, names as used Production complex....................................... 89 in the Annual Report, Sales........................................................ 93 Statement of management’s responsibilities registered adresses) .................................... 179 Financial performance.................................. 102 for the preparation and approval Logistics.................................................. 104 of the consolidated financial statements Strategic Development.................................. 107 for the year ended 31 December 2010.................. 120 Human resource Management......................... 111 Independent auditors’ report ........................... 121 Corporate Liability....................................... 114 Consolidated financial statements Directors’ responsibility Statement..................... 117 for the year ended 31 December 2010: Consolidated income statement......................... 122 Consolidated statement of comprehensive income.....123 Consolidated statement of financial position.......... 124 Consolidated statement of cash flows.................. 125 Consolidated statement of changes in equity.......... 126 Notes to the consolidated financial statements........ 127 5 UralChem financial ................................................................................ Adjusted EBITDA** thous. highlights 2010* $ 309 163 * Consolidated financial statements, 2010 ** “Adjusted EBITDA” represents EBITDA for the period before net gain/loss from operations with derivatives (no such operations in 2010), impairment of non-current assets, share of profit/loss of associates, foreign exchange gain/ Revenue $1 389 119 thous. loss from financing activities and other financial expenses. Adjusted EBITDA equals operating profit before depreciation and amortization and net gain/loss from operations with derivatives. Operating profit$ 205 231 thous. Net profit $ 29 566 thous. 6 Dmitry Mazepin Chairman of UralChem Holding Board of Directors: In 2010, the mineral fertilizers industry could be characterized by Our initial public offering was planned for April 2010, but at that the apparent recovery in world demand. As for selected products, precise moment Greek economy almost failed, leading to a crash we even observed significant growth in comparison to pre-crisis on the world financial markets. levels. Investors were not ready to invest without guaranteed discount This had a positive influence on mineral fertilizer production covering the risks. volumes as well as on sales. Stipulated terms were not acceptable for the Company as we Demand for fertilizers has been driven by complicated weather considered discounts to be unequal. We were subsequently proved conditions in recent years, population increase and a shortage of right by the Company’s financial and production results. land suitable for agricultural operations. We believe that the same factors and drivers as in the second part The favourable market situation helped UralChem to achieve a of 2010 will determine the mineral fertilizers market in 2011: that level of US$309 million in EBITDA. is increase in prices and demand growth. UralChem’s total production was .4.86 mln. t., 10% more than in We will increase the Company’s production volumes year by year the previous year. to achieve production levels of up to 5.6 mln tonnes by 2015. Production of ammonia increased by 24%. Having analyzed our consumers’ demand in previous years, we These impressive results were realised due to a balanced range of plan to increase manufacture of products with an additional profit commodities and premium products, access to a unique resource margin. base and developed production and logistics infrastructures, and UralChem will ccontinue to optimize its logistics chains and a considerable share in Russian and international distribution in construct our own port capacities. more than 50 countries of the world. Projects aimed at productivity increase of the present capacities Azot achieved a record 1 mln tonnes of prilled ammonium nitrate and launching new capacities are scheduled for the UralChem production volume in 2010. production facilities. It took less than a year to produce another 1 mln tons of ammo- nium nitrate at KCCW Mineral Fertilizer Plant. However, we encountered a number of difficulties. We were forced to postpone the IPO. Dmitry Mazepin 7 1. Industry overview Page 10 Page 11 Page 24 Long Term Growth Factors Mineral Fertilizer Global Industry The Russian Mineral Fertilizers Overview Segment Increased population and improved quality of life A growing demand for mineral fertilizers, develop- Access to a unique resource base and a developed result in a higher food demand, increasing demand ing along with agriculture and related segments, logistics infrastructure allow Russian players to take for mineral fertilizers provides 3% long-term average annual growth. leading positions in the global market. UralChem Rapid soil impoverishment creates increasing is one of the largest Russian producers of nitrogen demand for fertilizers and sets up a long term stable and phosphate fertilizers with a balanced variety of growth of the N, P and K fertilizer market. products from basic to premium. The company has a significant share of the Russian market and distrib- utes internationally to over 50 countries. 9 1 | industry overview Long Term Growth Factors Food ration World population*: Global Fertilizer Consumption (average person by nutrients*: daily calorie intake)*: In 2010 – In 2050 over In 2010 – 2789 kcal In 2050 – 3130 kcal Today – about 160 million tons By 2050 – 215 million tons over 6.9 billion people 9.1 billion people ...................................................................... ...................................................................... ...................................................................... *Source: UN Department of Economic and Social Affairs * Source: Food and Agriculture Organization of the United Nations (FAO) * Source: United Nations Food and Agriculture Organization (FAO) Production in agriculture should increase Products made from crops grown with application of mineral by 70% by 2050** fertilizers feed over 50% of the world’s 10% – exploitation of new land population currently. 90% -intensification in agricultural production