Annual Report 2014 Engineering Space
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ANNUAL REPORT ANNUAL REPORT ENGINEERING SPACE ENGINEERING SPACE ANNUAL REPORT 2014 2014 2014 ENGINEERING SPACE Mostotrest is the largest diversified 2014 KEY FINANCIAL company in the Russian transport AND OPERATING RESULTS Contents infrastructure construction market, BACKLOG, MARKET SHARE, 1 About Us with a presence across all core and RUB BILLION -1% % +3.5 PP 08 Chairman’s and CEO’s Statement related business segments, and 12 2014 Key Events 16 Company History a participant in Russia’s pioneering 2014 352.0 2014 13.4 18 Key Ongoing Projects 2013 355.4 2013 9.9 20 Business Model public-private partnership projects (PPP). 22 Strategy 2012 281.3 2012 9.4 2 2014 Results REVENUE, GROSS PROFIT, RUB BILLION RUB BILLION 26 Market Overview KEY ADVANTAGES: +29% +47% 34 Operating Results 39 Financial Results 2014 150.5 2014 20.6 A success story for 85 years 3 Corporate Governance 2013 116.7 2013 14.0 2012 94.1 2012 13.1 50 Corporate Governance Principles Strong engineering tradition 53 Corporate Governance Structure 70 Internal Control and Audit 73 Information for Investors and Shareholders EBITDA, NET PROFIT, Stable management team RUB BILLION +63% RUB BILLION +2.7х 4 Social Responsibility The only publicly listed company 2014 15.4 2014 6.1 80 Personnel in the sector 85 Occupational Health and Industrial Safety 2013 9.4 2013 2.3 90 Environmental Protection 2012 11.3 2012 4.3 Strong backlog 5 Appendices Participation in all key infrastructure BACKLOG BREAKDOWN, % REVENUE BREAKDOWN, % 96 Auditors’ Report 98 Consolidated Financial Statements development projects RUB274.9 BILLION RUB131.7 BILLION 144 Key Risk Factors CONSTRUCTION OF ROADS AND BRIDGES CONSTRUCTION OF ROADS AND BRIDGES 5 1 3 2 RUB56.5 BILLION 7 RUB10.7 BILLION Presence in the most attractive 16 SERVICES SERVICES 6 Additional Information investment regions RUB18.2 BILLION RUB5.2 BILLION 156 Basis of Presentation CONSTRUCTION OF AERFIELDS AND AIRPORTS CONSTRUCTION OF AERFIELDS AND AIRPORTS 158 Key Terms and Definitions 159 Contacts Leader in the road services segment 78 RUB2.5 BILLION 88 RUB3.0 BILLION CONSTRUCTION OF OTHER FACILITIES CONSTRUCTION OF OTHER FACILITIES AND OTHER REVENUE 03 ANNUAL REPORT ABOUT COMPANY OWNERSHIP STRUCTURE Mostotrest shares in affilated and subsidiary companies Construction Services Road concession TSM UTS NWCC Construction and reconstruction of Toll road operation Concession holder: construction, roads, airports and airfields, railways operation and toll collection and ports 84% 100% 50% Mostostroy-11 Mostotrest-Service Construction and reconstruction of road, Maintenance, repair and overhaul railway and city bridges of roads and bridges 25% 60% SHAREHOLDERS STRUCTURE % AS OF 05.05.2015 67.8% AM companies for NPF Blagosostoyaniye 32.2% Free float OJSC TFK-Finance, an investment company owned by management companies NPF Blagosostoyanie is a non-government pension fund established with the participation of NPF Blagosostoyanie, owns 63.6% of PJSC Mostotrest. of Russian Railways. AM Transfingroup,management company of NPF Blagosostoyanie, owns 4.2% of PJSC Mostotrest. 04 ENGINEERING SPACE KEY OPERATION ACTIVITIES Construction Services Road Concession LEADING PLAYER IN THE RUSSIAN TOLL ROAD OPERATION (UTS), WITH ITS JOINT VENTURE INFRASTRUCTURE CONSTRUCTION ROAD AND BRIDGE REPAIR PARTNER VINCI, MOSTOTREST MARKET. AND MAINTENANCE SERVICES OWNS 100% OF NWCC (MOSTOTREST-SERVICE). ON AN EQUAL BASIS. What We Do What We Do What We Do • NWCC is the concession holder for • Construction of roads and bridges; • Toll road operation: the km 15 – km 58 toll section of • Construction of railway infrastructure; – Operation of toll collection systems the M-11 “Moscow – St. Petersburg” and intellectual transport systems Highway, currently under construction, • Construction of airfields and airports; (ITS); in accordance with a concession • Construction and repair of seaports and – Development and implementation agreement with Avtodor; waterway infrastructure; of optimal technological solutions • Type of concession agreement: direct • Construction of other infrastructure and for traffic management. toll collection agreement envisioning non-infrastructure projects; toll segment construction and opera- • Maintenance of transport • Management of complex infrastructure infrastructure: tion based on the co-financing principle, projects as General Contractor; with subsequent transfer to concession – Road marking services; holder for temporary operation and • Reconstruction of transport infrastructure. – Maintenance of electric lighting, traffic return of investment through benefi- light, traffic density monitoring and ciary toll collection. road weather information systems; • Transport infrastructure repair services. Key 2014 Results Key 2014 Results Key 2014 Results • Won tenders totaling almost RUB100 • Launch of operational phase of long-term • M-11 “Moscow – St. Petersburg” billion; investment contracts added RUB39.9 concession segment (km 15 – km 58) billion to backlog; opened to traffic before the end • Number of large projects is commissioned of 2014, despite major delays in site ahead of schedule. • Over 3,600 km of roads under preparation and clearance; maintenance agreements. • Test mode operation until the middle of 2015. Financial Results, RUB billion Financial Results, RUB billion 2013 2014 2013 2014 Revenue 106.9 140.3 Revenue 10.7 10.7 Gross Profit 11.9 18.0 Gross Profit 2.0 2.6 EBITDA 7.5 13.3 EBITDA 1.8 2.5 Net Profit 1.6 5.7 Net Profit 1.0 1.2 05 ANNUAL REPORT ABOUT COMPANY MOSTOTREST 1 About Us 08 CHAIRMAN’S AND CEO’S STATEMENT 12 2014 KEY EVENTS 16 COMPANY HISTORY 18 KEY ONGOING PROJECTS 20 BUSINESS MODEL 22 STRATEGY ENGINEERING SPACE CONNECTING CITIES MOSTOTREST IS A keY CONTRACTOR ON The CONSTRUCTION OF M-11 «MOSCOW – ST. PETERSBURG» HIGHWAY, THAT CONNecTS RUSSIA’S TWO BIGGEST meTROPOLITAN AREAS. TWO SecTIONS OF The HIGHWAY WERE OpeNED TO TRAFFIC IN 2014, TWO MORE ARE CURRENTLY UNDER CONSTRUCTION. ZHYVOPISNY BRIDGE IN MOSCOW OBUKHOVSKI BRIDGE IN SAINT PETERSBURG 06 07 ANNUAL REPORT ABOUT COMPANY CHAIRMAN’S AND CEO’S STATEMENT VLADIMIR VLASOV Chief Executive Officer “Speaking about the strong results for the for all major road construction projects year, I would like to emphasize that they as well as the manager of a number of are to a large extent attributable to our complex projects as general contractor, has In 2014 the Company delivered subsidiaries, which once again proved the performed especially well, thanks to its strong operating and financial effectiveness of the investment they had highly efficient production process and the benefited from in previous years. In the hard work and professionalism of all its staff. results reporting period, Mostotrest-Service and Largely thanks to TSM, the Group was able UTS, Mostotrest road services subsidiaries, to complete a segment of M-11 Highway increased their net income by 15%. The (Vyshniy Volochek Bypass) as well as open transport infrastructure operations segment the toll-based segment to traffic ahead of is becoming increasingly important within schedule. Additionally, TSM’s performance the Group as several long-term investment contributed significantly to the Group’s contracts are reaching operational phase. strong overall financial results in the These contracts stipulate that Mostotrest construction segment.” is responsible for post-construction main- tenance and operation. TSM, which is the main contractor within the Group 08 ENGINEERING SPACE Growth in a difficult business environment confirms the strenght of our business and competitive advantages GEORGY KORYASHKIN Chairman of the Board “In the reporting period, the Board of Direc- tion on Information Policy, which establishes tors considered a number of important the scope, timing and methods of public issues such as finance, approval of trans- disclosure and provision of information to actions, strategic development, including shareholders and other interested parties. Taking into account the Com- approval in early 2014 of the key areas оf development of the Group for the next Taking into account the excellent results pany’s excellent performance 5 years. More than half of the items discus- achieved by Mostotrest in 2014, the Board in 2014 the General Shareholders’ sed were related to the development of the decided, at its meeting in April 2015, to corporate governance system. In particular, recommend to the General Shareholders’ Meeting made a decision the Company approved a new version of Meeting an unchanged dividend for the year, the Articles of Incorporation, covering i.e. 36% of IFRS net profit attributable to to approve dividends at the a wider range of shareholder rights and Mostotrest owners. Dividends were appro- level of 36% of IFRS net profit responsibilities. In addition, the Articles of ved by the Annual General Shareholders’ Incorporation are now aligned with the new Meeting on 14 May 2015.” attributable to Mostotrest Corporate Governance Code of the Russian Federation in terms of information disclo- owners sure. The Board also approved the Regula- 09 ANNUAL REPORT ABOUT COMPANY Dear Shareholders, Partners and Colleagues! We are pleased to report that 2014 was a successful and highly pro- The projects mentioned above, as well as the projects to build ductive year for the Group. That the Group was able to cope with Segment 6 of M-11 “Moscow – St. Petersburg” Highway and Moscow the deterioration in the macroeconomic environment in Russia in 4th Ring Road, with outstanding volumes of RUB101.2 billion and 2014 was in large