MAKING the WORLD STRONGER Report
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2015 Annual Report & Accounts MAKING THE WORLD STRONGER Report This annual report (“the Report”) presents the results for EVRAZ plc and its subsidiaries for 2015, divided into segments: Steel, Steel North America and Coal. It details the Group’s operational and financial results and corporate social responsibility activities in 2015. The Report has been prepared in accordance with the information disclosure requirements of the United Kingdom and the Financial Conduct Authority: Č the Companies Act 2006; Č the Listing Rules; Č the Disclosure and Transparency Rules; Č Competition and Market Authority Order. The Report has also been prepared on the basis of the International Integrated Reporting Framework and the GRI G4 Sustainability Reporting Guidelines and contains elements of an integrated and a sustainability report. It has been approved by the Board of Directors. The main theme of the Report is value creation, as detailed in the EVRAZ Business Model section. On 13 April 2015, Evraz Highveld Steel and Vanadium Ltd. (“EHS”) implemented a business rescue procedure and the regulator appointed an external business rescue practitioner to EHS. As of 13 April 2015, control over EHS passed to the business rescue practitioner, and EVRAZ has no influence over the executives or management of EHS and does not have ongoing access to information about its current activities. The Group has relinquished control over and deconsolidated EHS. Information about EHS for the period to 13 April 2015 was disclosed in corresponding disclosure announcements. 1 CONTENTS MEET EVRAZ EVRAZ is a leader in infrastructure steel products globally and in Russian coking coal market. STRATEGIC REPORT BUSINESS REVIEW 6 Chairman’s introduction 28 Principal risks and uncertainties 54 Steel segment 8 Chief executive officer’s letter 32 Corporate social responsibility review 66 Steel, North America segment 12 EVRAZ Business Model 34 Financial review 74 Coal segment 14 Strategic priorities and key 50 Business culture: EVRAZ Business performance indicators System 18 Market overview CSR REPORT GOVERNANCE FINANCIAL STATEMENTS 82 Our Approach 104 Board of Directors 152 Independent Auditor’s Report to the 83 Health, safety and environment 108 Management Members of EVRAZ plc 93 Energy-saving measures 110 Corporate governance report 161 Consolidated Financial Statements 95 Social policy 130 Remuneration Report 240 Separate Financial Statements 142 Directors’ Report 148 Directors’ responsibility statements ADDITIONAL INFORMATION 252 Stock performance indicators and shareholder information 254 Definitions of selected financial indicators ONLINE VERSION 256 Data on mineral resources OF THE ANNUAL 258 Terms and Abbreviations REPORT FOR 2015 2 www.evraz.com MEET EVRAZ Operating highlights Steel products output by region, kt Russia and Kazakhstan North America Ukraine South Africa Europe Re-rolled volumes 0 years –530 10,423 2,241 857 123 19 2015 13,115 of life of coal mines 2015 13,115 –849 10,807 2,556 840 529 129 1 2014 14,012 2014 14,012 –1,034 10,799 2,769 854 502 792 2013 14,682 years 14,682 >90 2013 –1,179 10,55 6 2,662702 461 of coal reserves under 1Change2012 to the previously reported figures due to corrections of Q4 2014 production data. 14,230 2012 14,230 current extraction level 2011 Iron2011 ore products output by region, kt Raw coking coal production in Russia, kt 2010Russia Ukraine bn t 2010 8.3 17,636 2,809 of iron ore proved 20092015 20,445 2015 20,889 2009 & probable reserves 17,578 2,889 2 2014 20,467 2014 21,461 18,384 2,973 2 2013 21,357 2013 19,050 1.8 bn t 16,364 2,608 2012 18,972 2012 15,508 of coking coal proved 2Change to the previously reported figures due to reclassification of KS coal grade from steam to coking coal. & probable reserves 2011 2011 ,2973 10,31 2 6,052 2010Global presence 2010 Our customers 2,608 2009 2009 Steel Steel, North America Coal Headquarters Product type Customer type Č Russia Č USA Č Russia Č London Č Kazakhstan Č Canada Semi-finished steel Steel rolling facilities Č Ukraine products > Č Switzerland Č Czech Republic Č Italy Wholesale companies, Construction products > traders Railway products > Railways, rail carriers Industrial products > Industrial companies Coking coal concentrate > Steelmaking facilities Raw coking coal > Steelmaking facilities EVRAZ corporate structure is available at: www.evraz.com/ Energy transmission about/structure/ Tubular products > operators Annual Report & Accounts 2015 Meet EVRAZ 3 Financial highlights Shareholders structure Consolidated revenue by segment, US$ million Ultimate beneficial owners, % of voting rights4 5 Steel Steel, NA Coal Other operations Eliminations Roman Abramovich 31.28% 5 Alexander Abramov 21.79% –991 5,987 2,270 1,068 433 10.88% Alexander Frolov5 2015 8,767 5.95% 8,767 6 Gennady Kozovoy 5.89% –1,584 9,519 3,160 1,318 648 6 3.11% Alexander Vagin 2014 13,061 21.10% 13,061 Eugene Shvidler5 –1,633 10,792 3,036 1,486 730 Other 2013 14,411 14,411 –1,73 11,43 8 3,358893 2012 14,726 14,726 Consolidated EBITDA3 by segment, US$ million Institutional shares by investment style, % Steel Steel, NA Coal Other operations Eliminations Index 41% Value 25% –63 1,081 55 351 14 18% GARP 2015 1,4382,325 11% Growth 2% –271 1,933 280 376 37 Hedge Fund 3% 2014 2,3552,325 Other –247 1,690 159 232 37 2013 1,8711,821 –156 1,471 353 224 135 32012In 2015, management changed the definition of segment expense and EBITDA to make these indicators more 2,027 comparable with Russian steel peers. Segment expense and EBITDA have now been adjusted to not include social and social infrastructure maintenance expenses. As a result, the Group restated EBITDA for both financial reporting and management accounts purposes for the years ended 31 December 2014 and 2013. Institutional shares by geography, % United Kingdom 34% United States 30% 17% Russia 12% Norway 3% US$ million US$ million Germany 3% 5,349 428 1% Rest of Europe Net debt Δ 2015/2014 -8% CAPEX Δ 2015/2014 -35% Rest of the World Net loss US$719 million vs. US$1,278 million in 2014 4The Group is aware of the following ultimate beneficial Personnel owners who have an interest in three percent or more of EVRAZ plc’s share capital (in each case, except for Employees by region in 2015, people Number of employees, thousand people Gennady Kozovoy, held indirectly). 5As per TR-1 Form: Notification of major interest in shares Russia & CIS 95% dated 7 October 2015. Includes pro-rata shareholding Noth America 4% 2015 84.5 Europe & Africa 1% held via Lanebrook and additional shares held outside Lanebrook. 2014 94.8 6As per TR-1 Form: Notification of major interest in shares dated 6 February 2013. For Mr Kozovoy, includes shares 2013 105.1 held directly. 2012 111.0 2011 2010 2009 4 www.evraz.com 2–3 Meet EVRAZ 4–51 Strategic report 6 Chairman’s introduction 8 Chief executive officer’s letter 12 EVRAZ Business Model 14 Strategic priorities and key performance indicators 18 Market overview 28 Principal risks and uncertainties 32 Corporate social responsibility review 34 Financial review 50 Business culture: EVRAZ Business System 52–79 Business review 80–101 CSR report 102–149 Governance 150–249 Financial statements 250–262 Additional information Annual Report & Accounts 2015 Strategic report 5 STRATEGIC REPORT EVRAZ 2015 market share in Russia by key products and volumes, % mt EVRAZ Others 37.4 Russian steel consumption Rebars in 2015 16 84 Beams 64 36 Wire rod 12 88 Structural shapes 48 52 Grinding balls 68 32 Rails 97 3 Railway wheels 28 72 EVRAZ 2015 market share in North America by key products and volumes, % 117.0 mt EVRAZ Others US and Canada finished steel consumption in 2015 LDP 27 73 Rails 38 62 EVRAZ 2015 share of Russia’s high-vol coking coal grades (Zh, GZh, GZhO) market, volumes, % mt EVRAZ Others 38.8 Russian coking coal concentrate consumption in 2015 Сoking coal concentrate (Zh, GZh, GZhO) 43 57 44 56 6 www.evraz.com CHAIRMAN’S INTRODUCTION Dear shareholder, I am pleased to introduce EVRAZ annual report for 2015. The year proved a difficult one, as conditions in the Group’s key markets deteriorated throughout. Despite these headwinds, EVRAZ proven strategy of pursuing a vertically integrated business model, underpinned by a strong set of assets in advantageous locations, allowed the Group to maintain its positions in key markets. Over the year, EVRAZ made good progress with its cost leadership initiatives, improving product quality while reducing costs. Safety Safe working conditions at all facilities are and always will be EVRAZ overriding priority. In 2015, the Group implemented enhanced management and control systems, enabling accidents at facilities to be tracked better. The subsequent increase in reporting was reflected in EVRAZ lost-time injury frequency rate (LTIFR), which rose noticeably year-on-year. Despite the Group’s commitment, I regret to report that there were 13 fatalities at sites during the year, including three contractors (for more information, see pages 81-101 of the Corporate Social Responsibility section). Management activities As part of the focus on cost control and operations, EVRAZ streamlined its organisational structure in 2015, establishing new divisions based on the geography of assets: Ural, Siberia and Ukraine. To head these, the Group appointed new vice- presidents based on the ground thereby moving the management focus to assets (see page 109 for more details). Despite the many challenges posed by the ongoing macroeconomic instability, the management team proved that it can accomplish the most ambitious tasks, and this gives me great confidence in the positive prospects for EVRAZ and its future success.