on the right track ANNUAL REPORT AND ACCOUNTS 2018 02 2018 Highlights STRATEGIC REPORT 06 Chief Executive Officer’s Review 08 Business Model 10 Strategy 12 In Focus: Results 14 In Focus: CAPEX 16 In Focus: Debt Management 18 In Focus: M&A OPERATIONAL REPORT 20 Operational Report FINANCIAL REPORT 28 Global Metals and Mining Industry Overview 30 Ukraine Macro and Industry Overview 32 Financial Review SUSTAINABILITY REPORT 40 Chairman’s Statement 42 Human Resources 44 Health and Safety 46 Environment and Communities GOVERNANCE REPORT 50 Corporate Governance 52 Supervisory Board 54 Executive Committee FINANCIAL STATEMENTS 59 Independent Auditor’s Report 60 Summary Consolidated Balance Sheet 61 Summary Consolidated Income Statement 62 Summary Consolidated Statement of Comprehensive Income 63 Summary Consolidated Statement of Cash Flows 64 Summary Consolidated Statement of Changes in Equity 65 Notes to the Summary Consolidated Financial Statements – 31 December 2018 ADDITIONAL INFORMATION 115 Parent Company and Principal Subsidiaries 116 Sales Offices 118 Glossary 121 Abbreviations more info at www.metinvestholding.com We are Metinvest Metinvest is a vertically integrated group of steel and mining companies that manages every link of the value chain, from mining and processing iron ore and coal to making and selling semi-finished and finished steel products. It has vast iron ore reserves, coal mines and steelmaking assets in Ukraine, Europe and the US, as well as a dedicated sales network covering all key global markets. ON THE RIGHT TRACK In 2018, Metinvest delivered its best performance in the last four years, confirming that it has now turned a crucial corner. With a proven agile business model and clear strategic vision in place, the Group is on the right track to achieving its long-term objectives. In addition to reporting strong operational and financial results, the Group reinvigorated its large-scale CAPEX programme, completed a transformational debt refinancing and carried out select M&A transactions, all aimed at reinforcing the future sustainability of the business. Metinvest Annual Report and Accounts 2018 01 2018 HIGHLIGHTS A COMMENDABLE PERFORMANCE RESULTS Through proactive management, Metinvest demonstrated its agility in every respect in 2018, delivering strategic achievements, commendable operational results In 2018, Metinvest reported some of its most impressive results and a robust financial performance. in the last four years. Major financial, investment and corporate accomplishments marked significant progress towards fulfilling the strategic priorities for 2030. OPERATIONS CRUDE STEEL PRODUCTION IRON ORE CONCENTRATE PRODUCTION COKING COAL CONCENTRATE PRODUCTION 7,323kt 27,353kt 2,683kt The Group’s combined crude steel output at its Metinvest’s overall output of iron ore concentrate Compared with 2017, the Group produced 9% more Mariupol steelmakers was largely unchanged was flat year-on-year in 2018 as the Group is coking coal concentrate at its US mines following the year-on-year in 2018, as stable raw material conducting an extensive heavy truck fleet upgrade commissioning of new mining areas and upgrades supplies ensured a solid performance at Ilyich Steel, to improve volumes and production efficiency. The of key equipment. The majority of coal mined while major overhauls of several blast and basic first result of these efforts was a 7% year-on-year in-house was consumed internally. oxygen furnaces took place at Azovstal. rise in production at Ingulets GOK. STEEL PRODUCTION CAPACITY SHARE OF PELLETS COKE PRODUCTION 9.6Mt 48% 5,269KT The Group recently increased overall steel The share of pellets in the iron ore sales mix The Group’s coke output jumped by 11% production capacity at its Mariupol steelmakers reached 48% in 2018, up nine percentage points year-on-year in 2018. Following the installation of to 9.6 million tonnes a year, up 14%, after Ilyich year-on-year, following a 30% year-on-year increase a new electricity transmission line on government- Steel commissioned the new continuous casting in output, as the product offered higher margins controlled territories, Avdiivka Coke has been machine no. 4, eliminating a bottleneck there. than iron ore concentrate. operating using eight coke oven batteries. Metinvest 02 Annual Report and Accounts 2018 CAPEX M&A Guided by the Technological In another crucial achievement in Strategy 2030 as a roadmap 2018, Metinvest completed three for achieving strategic priorities, sizeable M&A transactions aimed Metinvest has reactivated its at reinforcing key parts of the ambitious modernisation vertically integrated business programme. In the reporting period, model: two involving minority the Group allocated CAPEX of stakes to secure long-term raw almost US$900 million in its drive material supplies and one a full to make its enterprises among acquisition to enhance the steel the most efficient, safe and DEBT MANAGEMENT product portfolio. environmentally friendly in the industry. In 2018, Metinvest completed a refinancing of its debt of US$2.3 billion, marking a major turning point in its recent history. Through this, the Group normalised its debt portfolio to achieve a sustainable maturity profile, significantly improving its investment case. FINANCES REVENUES EBITDA NET DEBT US$11,880m US$2,513m US$2,463m The Group boosted its top line by 33% year-on-year Compared with 2017, Metinvest’s EBITDA rose Net debt totalled US$2,463 million at the end in 2018, capitalising on higher product prices by 23% in 2018, marking three consecutive years of 2018, taking into account the US$273 million and greater sales volumes of in-house and of growth. The latest rise was due to improved syndicated loan repayment using proceeds from third-party goods. profitability in the Metallurgical segment, the refinancing and the Group’s own cash flows. whose contribution to the Group’s result surged by 13 percentage points to 50%. FREE CASH FLOW EBITDA MARGIN NET DEBT TO EBITDA US$673m 21% 1.0x In 2018, the Group generated US$673 million of Compared with 2017, the Group’s consolidated The ratio of net debt to EBITDA improved free cash flow, calculated as operating cash flow EBITDA margin nudged down by 2 percentage further to 1.0x in 2018, as Metinvest continued less investing cash flow, up nearly five-fold year-on- points in 2018, reflecting mainly the effect of to demonstrate rigorous financial discipline year, driven by the strong EBITDA and dividends higher operating expenses incurred in the year. amid robust EBITDA generation. from a mining joint venture. Metinvest Annual Report and Accounts 2018 03 Strategic Report IN THIS SECTION: 06 Chief Executive Officer’s Review 08 Business Model 10 Strategy 12 In Focus: Results 14 In Focus: CAPEX 16 In Focus: Debt Management 18 In Focus: M&A PROGRESSING MARKET FOCUS: UKRAINE Home to the core asset base, Ukraine is also one of Metinvest’s most important markets. The Group sells the full range of its products in the country, from iron ore products to high-quality finished steel goods. In 2018, Ukraine accounted for 42% of the Mining and 26% of the Metallurgical segment revenues. Overall sales to the country totalled US$3,340 million in the reporting period, up 35% year-on-year, as the economy continued to expand for the third year in a row. Amid improved apparent consumption of steel products in Ukraine, Metinvest’s local flat and long product sales grew solidly, supported by strong selling prices. In addition, there was particular demand from other Ukrainian steelmakers for iron ore concentrate (volumes were up 10% compared with 2017) and pellets (up 58%), as well as coke (up 41%). Metinvest 04 Annual Report and Accounts 2018 STRATEGIC REPORT OPERATIONAL REPORT FINANCIAL REPORT SUSTAINABILITY REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DECISIVELY METALLURGICAL SALES IN 2018 MINING SALES IN 2018 4,102Kt 5,934Kt The Metallurgical segment increased Driven by demand from Ukrainian steel its sales volumes in Ukraine by 31% mills, the Mining segment’s local deliveries year-on-year in 2018. Metinvest sold climbed by 22% year-on-year in the 2,093 thousand tonnes of steel products reporting period, as the Group sold to the construction, transportation and 5,569 thousand tonnes of iron ore machine-building sectors, as well as products and 365 thousand tonnes 2,009 thousand tonnes of coke to of coking coal concentrate. domestic steelmaking peers. Metinvest Annual Report and Accounts 2018 05 CHIEF EXECUTIVE OFFICER’S REVIEW YURIY RYZHENKOV In 2018, Metinvest excelled on numerous fronts, providing strong validation that it has created the right roadmap for a sustainable future. Focusing on quality in everything it does, the Group forged ahead with large-scale asset upgrades, while the improved debt portfolio allowed it to ramp up its most capital-intensive plans. Metinvest also seized several acquisition opportunities that are an ideal fit with the business model. ON THE RIGHT TRACK STRATEGY IN ACTION Given the symbiotic relationships among We recognise that the mining and steel industry From an executive perspective, it is a pleasure our people, planet and business, the Group’s has a particular responsibility in ensuring the to see that our strategy is being implemented overriding long-term priorities are health, safety sustainability of its activities and that Metinvest effectively. In 2017, Metinvest underwent and the environment. In 2018, we implemented needs to be part of the global response to tremendous efforts to conduct a 360-degree even more measures to improve operational climate change. review of its Strategic Priorities 2030, which safety and reduce the environmental impact are based on the long-established corporate of our operations. Metinvest is therefore formulating a strategy, to make the business even more agile, comprehensive Group-wide approach and successful and sustainable over the long term. The results of 2018 confirm that we have not setting integrated targets to lower the overall only the right plans in place, but also the right carbon intensity of its operations as measured Our strategic priorities that we believe will help people to fully realise these priorities.