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IRC Limited HONG KONG STOCK CODE: 1029 IRC Limited HONG KONG STOCK CODE: 1029 Annual Report 2016 RUSSIA BOLSHOI SEYM KURANAKH GARINSKOYE K&S Blagoveschensk Birobidzhan Sovgavan Heihe Manzhouli Khabarovsk Shuanyashan SRP Harbin CHINA Suifenhe Vladivostok Nakhodka Beijing Tianjin Tokyo Seoul Qingdao BAM Railway Trans Siberian Railway Amur River Bridge (under construction) China Railway ABOUT US WHY IRC 2016 AND BEYOND We are a vertically integrated IRC is unique in the iron ore K&S mine, our 3.2 million tonnes per annum project, has started producer of industrial market due to its competitive trial production in 2016 and commodities, operating in advantages, namely superior will ramp up to full production the Russian Far East and geology and direct access capacity in 2017. It will produce premium 65% iron ore products at North-Eastern China. We are using established world-class some of the lowest industry costs characterised by our low cost infrastructure to China, the level. In long term, we will have growth profile. world’s largest iron ore market. optionalities of doubling group’s production capacity and beyond by developing K&S Phase II and other exploration projects. Contents CONTENTS 3 Chairman & CEO Review Chairman & CEO Review CFO Statement & Results of Operations Key Performance Indicators 5 CFO Statement & Results of Operations 14 Key Performance Indicators 16 Project Review 16 - K&S 18 - Kuranakh 20 - Garinskoye 21 - Exploration Projects & Others 22 Mineral Resource & Ore Reserve Statement 29 Health Safety Environment Community 48 Corporate Governance Report 62 Directors’ Report 73 Board of Directors & Senior Management 74 Financial Review 74 - Independent Auditor’s Report 79 - Financial Statements 155 - Financial Summary 156 Glossary 158 Corporate Structure 159 Corporate Information 160 Risk Factors 160 Disclaimer IRC 2 Annual Report 2016 Chairman & CEO Review CHAIRMAN & CHIEF EXECUTIVE OFFICER REVIEW NEW ERA OF REWARD TO SHAREHOLDERS IS UNLOCKED AS K&S MOVES TO FULL CAPACITY Dear Shareholders and Stakeholders, A New Era for IRC, A Time of Reward for Our focus on cost reductions Shareholders While it is blessing that K&S has commenced production IRC is now in the final stage of transforming into a high- and is generating revenue, it is still essential to monitor, growth, low-cost, pure-play iron ore producer. As we control and optimise our costs for good margins. During write this letter, K&S is already cashflow positive and 2016, we remained lean in both operating and corporate has been since the beginning of 2017. In March 2017, levels, with corporate administrative costs further K&S successfully operated at 75% production capacity shrinking and operating cost of Kuranakh remaining CFO Statement & Results of Operations Key Performance Indicators Review Project and is making sales of over 100,000 tonnes of iron ore at minimal level since we moved the mine to care and per month to our Chinese customers. In the next couple maintenance. This is the third year running where costs of months, K&S will become an even more attractive have decreased despite the growth in the company. (For world-class asset as it ramps up to its full production costs figures, please refer to the next section of CFO capacity of 3.2 million tonnes per annum and reward our Statement & Results of Operations.) shareholders with greater value. Support from lenders, new investors and 2016 saw a series of major milestones being achieved. contractors It was a year of many “firsts” for K&S – first ore It is pleasing to note there has been an appreciation produced, first thousand tonnes and most importantly of IRC’s new stability and exciting value prospects by first shipment to customers. These firsts represent our the investor community and other stakeholders. During tremendous efforts and the significant progress we have 2016 the share register of IRC evolved materially with made during the year. We remain confident in delivering an influx of new investors. Tiger Capital Fund is one K&S at full operating capacity as scheduled. such new core investor, who intends to maintain a long- term investment, not only boosting IRC’s immediate Production increasing as iron ore price cashflow for operational and financial needs, but also rallies signifying to external audiences their confidence in K&S 2017 is set to be a good year for IRC as K&S is entering and the future of IRC. The investor also brought IRC an the market at a fortunate timing. During the second additional board member whose expertise will provide half of 2016, we signed the take-over certificate of K&S further diversity and experience to the Board. which marks the beginning of official trial production of the mine. Additionally, we owe thanks to the assistance from our lender. Following extensive negotiations, ICBC granted In 2016, the commodities market showed strong signs waivers to the Group for the obligations to maintain of recovery, with iron ore being the best performer of certain cash deposits and to comply with certain the majors – finishing up more than 80%. The year-end financial covenants. In addition, ICBC has also agreed benchmark price closed at c.US$80 per tonne, reaching to restructure our 2017–2020 repayments under the its highest level since September 2014. Project Finance Facility which fully relieve K&S from principal repayments in 2017. These waivers will help Recently, the iron ore market price surged to near strengthen cashflow when K&S is beginning to produce US$100 per tonne in March 2017. If we assume the in full capacity. estimated unit cash cost of K&S at c.US$34 per tonne delivered to the Chinese border (based on our cost In further good news we are glad to report an amicable optimisation analysis), K&S is well-positioned to enjoy settlement has been reached with our construction the upside of this price recovery. An updated cash cost contractor, CNEEC which included monetary analysis will be provided when K&S is nearer to full scale compensation to IRC. The agreement also allowed us to operation, allowing IRC to fully analyse the cost base in maintain a friendly relationship with CNEEC for potential detail. future collaboration on warranty works as needed. To be clear we also maintain the rights to pursue claims under the EPC contract, such as delay penalties if needed. 3 IRC CHAIRMAN & CHIEF EXECUTIVE OFFICER REVIEW (CONTINUED...) The Sino-Russian Bridge With the help of the Sino-Russian Amur River Bridge project, a Sino-Russian project to encourage bilateral trade, we expect to further reduce K&S’ unit cash cost by US$5 per tonne when the bridge is in use; providing an even stronger margin for IRC. The Russian side of the bridge construction began during 2016, while the Chinese side of the bridge is now complete. The infrastructure is expected to bring closer economic cooperation which IRC may take advantage of. In addition, we believe China’s Belt-And-Road initiatives may benefit commodities producers like us as the initiatives may stimulate the iron ore market demand by a series of infrastructure projects along the new “Silk Road”. Also, with Far East of Russia being one of the strategic points for the Sino-Russia Economic Corridor, K&S is well-situated to enjoy this geographical advantage. Outlook for 2017 and beyond 2017 is a year of transformation for IRC, and it is time for all stakeholders to reap the rewards of many years of hard work. We will be celebrating the full commercial production of K&S very soon. With the commodities market in an improved position than previous years, we hope to yield better earnings and strive for greater value generation. We would like to thank our team for their hard work in the past years, and we wish to extend our gratitude to our shareholders, for your patience and ongoing support in IRC. George Jay Hambro Yury Makarov Chairman Chief Executive Officer 4 AnnualAAnnuall RReReportport2t 20162016 Chairman & CEO Review CFO STATEMENT & RESULTS OF OPERATIONS As noted in our Chairman and CEO Review, we saw outstanding construction payment liability by a strong rebound of the commodities market towards US$3.9 million while reserving the rights to claim the end of 2016, especially for iron ore. Market for further penalties from the contractor. analysts reported that they have seen a pick-up in hard commodities, supported by an uptick of global economic (3) US$10 million working capital facility obtained from activities in China, the U.S. and Europe. In particular, Sberbank to finance the operation of K&S – As China’s economic stimulus policies seem to have taken the sales from K&S to the Chinese customers are effect on its property market and infrastructure sector, picking up, this line of credit provides support to leading to the lift of demand in the iron ore market. In our increasingly busy operation. The facility further addition, we note that there is an increase in demand de-risks the operation of K&S and strengthens our CFO Statement & Results of Operations toward high grade iron ore, thanks to China’s policies cash flow position. in increasing the efficiency of steel industry. This is reflected in the premium between benchmark 62% In addition, just recently, we are thankful to have reached Index and 65% Index. The spread has increased to c. an agreement with ICBC regarding restructuring of the US$12-13 per tonne in 2016. For K&S, being a high repayments under the Project Finance Facility, of which grade iron ore producer, that is an additional benefit. all principal repayment instalments in the year 2017 totalling c. US$43 million shall be repayable in equal These positive news are reflected in the performance parts over the subsequent five repayments instalments of the IRC share price as K&S development advances.
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