DOCSLIB.ORG

NWR NV AR 2011 As 9 March Final2

Total Page：16

File Type：pdf, Size：1020Kb

Download full-text PDF Read full-text
NWR NV AR 2011 As 9 March Final2 ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! Annual Report and Accounts 2011 New World Resources N.V. ! Table of Contents Overview ................................................................................................................................................ 2 NWR at a glance ................................................................................................................................ 2 Highlights ........................................................................................................................................... 2 Our operations and customer base ................................................................................................. 3 Chairman’s Statement ...................................................................................................................... 5 Strategy .................................................................................................................................................. 9 Highlights ........................................................................................................................................... 9 Business model: How NWR creates value .................................................................................... 11 Key performance indicators ........................................................................................................... 12 Strategic context in which NWR operates .................................................................................... 14 Growth .............................................................................................................................................. 17 Risk management at NWR .............................................................................................................. 19 Business Review ................................................................................................................................. 25 Financial Review ............................................................................................................................. 25 Coal ................................................................................................................................................... 29 Coke .................................................................................................................................................. 33 Development Projects ..................................................................................................................... 36 Sustainability ................................................................................................................................... 39 Corporate Governance ....................................................................................................................... 46 Board of Directors and Senior Management ................................................................................ 46 Corporate Governance ................................................................................................................... 49 Related Party Transactions ............................................................................................................ 69 Material Contracts ........................................................................................................................... 74 Directors’ Statement of Responsibility ......................................................................................... 80 Remuneration Report ...................................................................................................................... 80 Financial Statements .......................................................................................................................... 89 Consolidated financial statements ................................................................................................ 89 Company financial statements .................................................................................................... 150 Other information .......................................................................................................................... 164 Independent Auditor's Report ...................................................................................................... 165 Additional information ...................................................................................................................... 166 Shareholder information ............................................................................................................... 166 Ancillary information for shareholders ....................................................................................... 171 Disclaimer and Cautionary Note on Forward Looking Statements and Notes on Certain Other Matters ............................................................................................................................................ 173 ! ! ! Directors’ report comprises of Strategy and Business Review sections within this document. Average exchange rate for 2011 used throughout this report is 24.590 CZK/EUR, unless stated otherwise. ! "! Overview NWR1 at a glance In 2011 New World Resources N.V. ('NWR') completed reincorporation in the United Kingdom We announced the intention to move domicile from the Netherlands to the United Kingdom in October 2010 and we completed this process in May 2011. Following the process, New World Resources Plc (‘NWR Plc’) was established and became the holding company of New World Resources N.V. In June NWR Plc was included in the FTSE index series, namely FTSE 250 and FTSE 350 Mining. The process of reincorporating NWR in the UK included a share-for-share recommended exchange – holders of shares in NWR were given the opportunity to exchange one share in NWR for one share in the new NWR Plc. Shares were exchanged in voluntary exchanges with 0.22 per cent of NWR's share capital currently subject to squeeze out proceedings. As a result, NWR became an intermediate holding company whose shares were delisted from London and Prague Stock Exchange, and are to be delisted from the Warsaw Stock Exchange. This annual report covers NWR's activities for the financial year ended 31 December 2011. Highlights We have three principal subsidiaries: OKD, a.s. (‘OKD’) Our principal wholly owned subsidiary OKD is the Czech Republic’s only hard coal mining company and second largest private employer. Its four operating mines are located in Northern Moravia, south of the Polish border and are part of the Upper Silesian coal basin. Refer the Coal section of this report from page 29 onwards for further information. OKK Koksovny, a.s. (‘OKK’) Our wholly owned coking subsidiary, situated at the Svoboda coking plant site in Ostrava, produces both foundry and blast furnace coke from four batteries. Refer the Coke section of this report from page 33 onwards for further information. NWR KARBONIA S.A. (‘NWR KARBONIA’) NWR KARBONIA oversees two development projects in southern Poland – D!bie"sko and Morcinek. Refer the Development projects section of this report from page 36 onwards for further information. Who we are NWR is one of Central Europe’s leading hard coal and coke producers. We access coal from deep underground. NWR N.V. is headquartered in Amsterdam and listed on the Warsaw Stock Exchange. NWR Plc is a holding company of NWR, headquartered in Amsterdam, listed on stock exchanges in London, Prague and Warsaw and included in the FTSE 250 and FTSE 350 Mining indices. NWR Group has four working mines and several development projects in the Czech Republic and Poland. The NWR Group employs over 18,000 people and as at 1 January 2012 had 385 million tonnes of JORC2 reserves. What we do NWR is a trusted supplier of coal and coke. We principally produce coking and thermal coal for the steel and energy markets in Central Europe through our mining operations located in Czech Republic. Our coke subsidiary is the largest producer of foundry coke in Europe. In 2011 total production of NWR reached 11.2 million tonnes of coal and externally sold 4.4 million tonnes of coking coal, 6.2 million tonnes of thermal coal and 555 thousand tonnes of coke. NWR supplies to a blue chip !!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!! "! NWR or the ‘Company’ refers to New World Resources N.V. The ‘Group’ or the ‘NWR Group’ refers to NWR N.V. and its subsidiaries up to the date of reincorporation in the UK. From the date of the reincorporation in the UK, it refers to New World Resources Plc and its subsidiaries (including NWR N.V.). 2 Full name: Joint Ore Reserves Committee. The Group currently uses both the FSU system and the JORC system in parallel to report reserves and resources. The Group employs a certified geologist who prepares the reserve numbers in accordance with JORC certified expert. ! #! customer base of steel makers and power generators in the Central European region, one with which we have developed longstanding relationships. How we create value The region suffers from supply constraints arising from limited port capacity and freight infrastructure and NWR is thus well positioned to serve its customer base more efficiently than overseas producers. We have invested in technologies, streamlined the business and extended our reserve base. We set the region’s standards in terms of health and safety, technology, corporate governance and customer service. We have a track record of
Load more

Recommended publications
  • The Mineral Industry of Czechia in 2016
    2016 Minerals Yearbook CZECHIA [ADVANCE RELEASE] U.S. Department of the Interior March 2021 U.S. Geological Survey The Mineral Industry of Czechia By Lindsey Abdale In 2016, Czechia was the world’s 2d-ranked producer of Mineral Trade diatomite, having produced 15% of world output; the 4th-ranked producer of kaolin (9.7% of world output); and the 10th-ranked In 2016, Czechia’s total exports were valued at $163 billion producer of bentonite (1.9% of world output). The country did and its total imports were valued at $143 billion. Exports of not mine any metal ores but produced processed metal products, metals were valued at $14.3 billion; fuels (all types), $3 billion; such as crude steel, pig iron, and semimanufactured steel, as and all mineral products, $251 million. Imports of metals were well as secondary aluminum and lead metals. Production of valued at $15.4 billion; fuels, $6.4 billion; and all mineral mineral fuels and related materials included coal, small amounts products, $676 million. Germany received 32% of Czechia’s of crude petroleum, natural gas, and uranium. The country total exports; Slovakia, 8.3%; Poland 5.8%; France, 5.2%; and supplied about 70% of its total electricity demand through Austria, 4.2%. Czechia received 26.5% of its total imports from coal-fired thermal powerplants and nuclear powerplants in 2016 Germany; 12%, from China; 8.3%, from Poland; 5.1%, from (table 1; Euracoal, 2017; Crangle, 2018; West, 2018). Slovakia; and 3.2%, from France (Czech Statistical Office, 2017a; World Integrated Trade Solution, 2017).
    [Show full text]
  • The Mineral Industry of the Czech Republic in 2008
    2008 Minerals Yearbook CZECH REPUBLIC U.S. Department of the Interior December 2010 U.S. Geological Survey THE MINERAL INDUS T RY OF T HE CZE C H REPUBLI C By Mark Brininstool The Czech Republic was an important Central European amended, establishes the rules for prospecting and exploration producer of heavy industrial goods manufactured by the of most mineral deposits. Act No. 61/1988 on Mining country’s chemical, machine building, and toolmaking Operations, Explosives and on the State Mining Administration, industries. The production of construction materials, the mining as amended, defines appropriate mining methods. The Ministry and processing of industrial minerals, and steelmaking were of the Environment enforces environmental laws in the mining of domestic and regional importance. The production of coal sector and has the authority to revoke exploration and mining for thermal powerplants and the use of nuclear power were leases if environmental laws are violated (Czech Geological important sources of electricity and helped the country maintain Survey, 2008, p. 25-26). a lower level of dependence on imported natural gas than many other Central European countries. Production Minerals in the National Economy For metals, crude steel and pig iron production each decreased by about 10% compared with production in 2007. Production of The Czech Republic’s gross domestic product (GDP) grew by industrial minerals increased significantly compared with that 2.5% in 2008, which was a significant decrease when compared of 2007 for diatomite (63%), glass sand (22%), and dolomite with the 6.1% growth recorded in 2007. Mining and quarrying (17%). Production decreased for bentonite (48%), gypsum and made up 1.5% of the total gross value added and about 1.4% of anhydrite (47%), sulfuric acid (22%), and foundry sand (17%).
    [Show full text]
  • Annual Report and Accounts 2013
    ANNUAL REPORT AND ACCOUNTS 2013 New World Resources New World Resources Overview Corporate Governance Remuneration Report Additional Information Annual Report Annual Report and Accounts 2013 and Accounts 2013 Strategic Report ARMC Report Financials 001 CONTENTS OVERVIEW: NWR 001 Overview Directors’ report Who we are We principally produce coking coal as well In view of the continued pressure on both 001 Overview: NWR Directors’ report comprises the Strategic NWR Plc is a Central European hard coal as thermal coal and supply to a blue-chip coking and thermal coal; the expected 002 2013 year in review Report, Corporate governance, the Audit producer. Headquartered in Amsterdam, steel and energy customer base in Central negative impact of the current coal price 004 Our operations and customers and Risk Management Committee Report, we are included in the FTSE Small Cap Europe. We retain our position as the outlook on NWR’s coal reserves; and the 008 2013 in dates and events: corporate timeline the Remuneration Report, Shareholder and index with additional listings in Prague and regional leader in deep underground safety expiry of the Company’s Revolving Credit Ancillary information for the shareholders Warsaw. in line with our commitment to running our Facility the Board initiated a review of 010 Strategic Report sections. The report has been prepared in operations in a socially responsible way. NWR’s capital structure on 22 January 2014. 012 Chairman’s statement accordance with the requirements of the What we do We will consider all available options to 016 Our business model and strategy Companies Act 2006. Our principal mining assets are in the Czech In February 2013, we announced our ensure an appropriate capital structure 022 Our markets Republic and we have several development updated strategy and set out strategic that can support the continuation of the 026 Principal risks and uncertainties projects in the Czech Republic and Poland.
    [Show full text]
  • New World Resources Plc Annual Report and Accounts 2015
    NEW WORLD RESOURCES PLC ANNUAL REPORT AND ACCOUNTS 2015 Note: The average exchange rate for 2015 used throughout the report is 27.279 EUR/CZK, unless stated otherwise. All the forward-looking price guidance for 2016 is based on an exchange rate of EUR/CZK of 27.00. Prices are expressed as a blended average between the different qualities of coal and are ex-works. Final realised prices can be influenced by a range of factors including, but not limited to, exchange rate fluctuations, quality mix, timing of deliveries and flexible provisions in individual agreements. Thus, the actual realised price for the period may differ from the average agreed prices previously announced. ‘NWR’ or the ‘Company’ refers to New World Resources Plc. The ‘Group’ or ‘NWR Group’ refers to New World Resources Plc and its subsidiaries. Directors’ Report For the purpose of the Disclosure and Transparency Rules 4.1 (‘DTR 4.1’), the Directors’ Report comprises the Strategic Report, Corporate Governance, the Audit and Risk Management Committee Report, the Remuneration Report, Shareholder and ancillary information for the shareholders sections. The report has been prepared in accordance with the requirements of the Companies Act 2006. The Directors’ report was approved by the Board of Directors and authorised for issue on 23 February 2016 and signed on its behalf by Zuzanna Wronkowska, Company Secretary. Zuzanna Wronkowska Company Secretary 2 Content Overview ..................................................................................................................................
    [Show full text]
  • Mineral Commodity Summaries of the Czech Republic 2018
    MINERAL COMMODITY SUMMARIES OF THE CZECH REPUBLIC 2018 STATISTICAL DATA TO 2017 (Data deadline: August 31, 2018) Czech Geological Survey October 2018 Compiled by: Jaromír Starý Ivo Sitenský Dalibor Mašek Tereza Hodková Mirko Vaněček Jaroslav Novák Pavel Kavina Typesetting: Oleg Man Graphic design: Oleg Man Ludmila Richterová Budoš Volák Renata Kachlíková [email protected] www.geology.cz 3 CONTENTS EXPLANATORY NOTES .................................................11 List of abbreviations, symbols and technical units ................................11 Exchange and inflation rates of currencies in which minerals are priced ...............14 Annual inflation rates (%) in the USA (US), the United Kingdom (UK), the Euro Area (EUR) and the Czech Republic (CZ) ............................14 Average yearly exchange rates of CZK against EUR, USD and GBP ...............15 Mineral reserve and resource classification in the Czech Republic and its evolutional comparison with international classifications .....................16 Czech classification .....................................................16 International classifications ...............................................18 Comparison of Czech and international systems of classification ..................20 Conclusions ...........................................................23 INTRODUCTION. .24 MINERAL BASE OF THE CZECH REPUBLIC AND ITS DEVELOPMENT IN 2017 ........................................27 1. Legal framework for mineral resource use. .27 1.1. Reserved and non-reserved minerals
    [Show full text]
  • Amsterdam / London, 2 June 2014 New World Resources Agrees the Key Terms of the Restructuring of Its Balance Sheet New World Re
    Amsterdam / London, 2 June 2014 New World Resources agrees the Key Terms of the Restructuring of its Balance Sheet New World Resources Plc (“NWR Plc”) and New World Resources N.V. (the “Company”, and together with NWR Plc and its subsidiaries, the “NWR Group”) are pleased to announce today that the Company has entered into an agreement on the key terms of a restructuring of the NWR Group’s balance sheet (the “Transaction”) with the joint committee of holders of its existing senior secured notes and existing senior unsecured notes (the “Committee”) and its majority shareholder, BXR Mining B.V. (“BXR”). The proposed Transaction takes into account the interests of all stakeholders, and would provide a strengthened capital structure and put the Company in a better position to take advantage of an upturn in the coal markets. Transaction Highlights • A significant reduction of outstanding debt under the existing notes from EUR 775 million to EUR 450 million with overall reduction in cash debt servicing costs via a cash tender to repurchase existing senior secured notes and existing senior unsecured notes and a release and exchange for new debt instruments: a new senior secured note; a new convertible note and contingent value rights • Up to EUR 185 million of additional capital to be obtained from shareholders and noteholders signifying support for both the NWR Group and the Moravian-Silesian region in the Czech Republic, of which EUR 160 million is already conditionally committed: − A EUR 75 million equity commitment by majority shareholder BXR − A EUR 50 million equity commitment from certain existing noteholders − A new EUR 35 million super senior credit facility committed by certain existing noteholders − A combination of share placing and rights issue which will enable the existing shareholders, in addition to BXR, to support NWR plc.
    [Show full text]
  • NWR NV Press Release Template
    Amsterdam, 22 August 2013 New World Resources N.V. Unaudited interim results for the first half of 2013 New World Resources N.V. (‘NWR NV’ or the ‘Company’), today announces its unaudited financial results for the first half of 2013 and provides an update on NWR Group’s business optimisation steps. Notes for editors For further information: Investor Relations Corporate Communications Tel: +31 20 570 2244 Tel: +31 20 570 2229 Email: [email protected] Email: [email protected] Website: www.newworldresources.eu About NWR NV: New World Resources N.V. is one of Central Europe’s leading hard coal and coke producers. NWR NV produces quality coking and thermal coal for the steel and energy sectors in Central Europe through its subsidiary OKD, the largest hard coal mining company in the Czech Republic. NWR NV's coke subsidiary OKK, is Europe's largest producer of foundry coke. NWR NV currently has several development projects in Poland and the Czech Republic, which form part of NWR's regional growth strategy. NWR NV has two publicly traded bonds listed at the Global Exchange Market of the Irish Stock Exchange. New World Resources N.V. | Jachthavenweg 109h | 1081 KM Amsterdam | The Netherlands Tel: +31 20 570 2200 I Fax: +31 20 570 2222 I E-mail: [email protected] I www.newworldresources.eu Trade Register Amsterdam 34239108 1/1 Condensed consolidated interim financial information for the six-month period ended 30 June 2013 1 New World Resources N.V. Consolidated statement of comprehensive income Six-month period Three-month period ended 30 June ended 30
    [Show full text]
  • Strategically Located in Central Europe, the Czech Republic Has a Long Mining Tradition Which Has Been Reformed to Modern Standa
    REPORT Czech Republic: mining EURACOAL PRESIDENT ADVOCATES CLEAN COAL In January 2009, Petr Pudil, chairman of Czech heart of Europe Coal AS, was elected president of the European Association for Coal and Lignite – Euracoal. “The current and repeated bottlenecks of supplies of Strategically located in central Europe, the Czech Republic imported energy in the EU underline the necessity, mentioned in the European Commission’s current has a long mining tradition which has been reformed to energy strategy, to maintain and further develop coal as a substantial component of Europe’s energy modern standards mix,” Mr Pudil said in his inaugural speech. Accord- ing to Mr Pudil, coal utilisation can comply with the HE Czech Republic has successfully made the coal, uranium, feldspar and many industrial minerals EU’s ambitious climate protection objectives in the transition from a post-communist state to including clay and sand. As of December 2008, the long term. Mr Pudil also argues that without new prosperous European nation in the 16 years country had 1,506 reserved and 801 non-reserved climate-friendly coal technology (clean coal tech- of its existence. In November 2009 the Czech mineral deposits, with the number of exploited deposits nology), effective climate protection is not possible Republic will celebrate the 20th anniversary markedly lower – 505 reserved and 211 non-reserved. in Europe or globally. Tof the Velvet Revolution when, as Czechoslovakia, it Before starting its presidency of the EU Council, the ceased to be under the control of the former Soviet Czech Republic identified its main priorities as the three Union – and benefitted from the fall of communism Es – Economy, Energy and European Union in the world.
    [Show full text]
  • The Mineral Industry of the Czech Republic in 2012
    2012 Minerals Yearbook CZECH REPUBLIC U.S. Department of the Interior February 2015 U.S. Geological Survey THE MINERAL INDUSTRY OF THE CZECH REPUBLIC By Steven T. Anderson In 2012, the Czech Republic was estimated to have been the actually expanded by about 7.2% because the estimated value of 4th-ranked producer of kaolin in the world, the 11th-ranked imports of mineral industry products increased by about 4.8%. producer of feldspar, and the 27th-ranked producer of crude The reason for this discrepancy is that the estimated annual steel, by tonnage. The country was estimated to have accounted average nominal exchange rate changed significantly (by about for approximately 11% of the world’s production of kaolin; of 10.7%) during this timeframe (as described in footnote 1). In feldspar, slightly greater than 2%; bentonite, slightly greater 2012, the three leading mineral product categories with respect than 1%; and industrial (silica) sand, about 1%. Coal, coke, and to the Czech Republic’s import expenditure were petroleum, steel were the mineral commodities that were most significant petroleum products, and related materials ($8.4 billion), iron and to the country’s domestic and regional markets. The Czech steel ($6.9 billion), and gas, natural and manufactured (about Republic was a significant Central European producer of heavy $5.1 billion); the three leading mineral industry exports by the industrial goods manufactured by the country’s chemical, country were iron and steel (about $5.5 billion), nonmetallic machine building, and toolmaking industries. The production mineral manufactures (about $2.8 billion), and petroleum, of coal for thermal powerplants and the use of nuclear power petroleum products, and related materials (about $1.7 billion).
    [Show full text]
  • New World Resources Magazine
    New World Resources magazine No. 1 2011 interview 4–8 Petr Otava, Chief Commercial Officer theme 9–11 Safety levels improve at NWR corporate responsibility 20 OKD Foundation to distribute CZK 60 million this year Editorial Dear readers, 2010 saw a strong economic revival in We are making significant progress with our Central Europe with a consequent increase Debiensko project in Poland. The exploratory in demand for coking coal and coke. It was works have been completed and we plan to a good year for NWR, and for most of our break ground before the end of the year. The customers and partners, and the economic mine should be fully operational within five downturn now appears to be behind us. Our years. revenues grew by 40%, EBITDA increased by one and a half times and operating cash flow Importantly, we will reincorporate NWR was 80% higher than in 2009. We were able in the UK this year, making us eligible for to pay a dividend of EUR 0.43 per share for inclusion in the FTSE indices. While this will the year as a whole, marking a return to our mean absolutely no disruption to our daily long-term dividend policy of distributing business, the positive impact on our equity 50% of our net profit. story should be significant. There has been a pick-up in the automotive You can find more information about our industry and related sectors and 2011 looks plans and developments within NWR in the promising for coal and coke sales. Both following pages. And I am delighted that from globally and in Central Europe, demand for this issue, Open Mine magazine is available in coking coal has undoubtedly been influenced three languages – English, Czech and Polish.
    [Show full text]
  • NWR Annual Report and Accounts 2009
    New World Resources N.V. Jachthavenweg 109h 1081 KM Amsterdam The Netherlands www.newworldresources.eu Resources World New N.V. Annual Report and Accounts 2009 NWR Annual Report and Accounts 2009 The power of efficiency Group Overview Business Review Corporate Governance Financial Statements 01 Highlights 08 Chairman’s statement 54 Corporate governance 83 General information 02 NWR at a glance – our operations 10 Board and Senior Management 84 Directors’ report 04 NWR at a glance – our presence 14 Executive Director’s statement 69 Certain Relationships and Related 88 Consolidated income statement 06 Strategy – our focus 16 Driving efficiency and investment Party Transactions 89 Consolidated statement of The Productivity Optimisation 74 Material Contracts comprehensive income Programme 2010 (‘POP 2010’) 77 Directors’ Statement of 91 Consolidated statement of financial 18 Management Q&A Responsibility position 22 Industry overview 78 Remuneration Report 91 Notes to the consolidated financial 26 Business review statements 26 A cost effective and reliable 148 Non-consolidated income statement supplier 149 Non-consolidated statement 30 Investing in our future of comprehensive income 36 Expanding our reserve base 150 Non-consolidated statement 38 Sustainable development review of financial position 40 Delivering value through people 151 Non-consolidated statement 44 Financial review of changes in equity 48 Delivering value through technology 152 Non-consolidated cash flow statement 50 Risk management 153 Notes to non-consolidated financial statements 167 To the Annual General Meeting 168 Shareholder Information 171 Ancillary Information for Shareholders New World Resources N.V. (‘NWR’ or the ‘Company’)1 is Central Europe’s leading hard coal and coke producer.
    [Show full text]
  • Annual%Report%And
    ANNUAL%REPORT%AND%ACCOUNTS%2014% NEW%WORLD%RESOURCES%PLC% WorldReginfo - ef56c3b8-bd37-44de-aa8d-6ce2f2430569 Note: The average exchange rate for 2014 used throughout the report is 27.536 EUR/CZK, unless stated otherwise. All the forward-looking price guidance for 2015 is based on an exchange rate of EUR/CZK of 27.50. Prices are expressed as a blended average between the different qualities of coal and are ex-works. Final realised prices can be influenced by a range of factors including, but not limited to, exchange rate fluctuations, quality mix, timing of deliveries and flexible provisions in individual agreements. Thus, the actual realised price for the period may differ from the average agreed prices previously announced. NWR or the ‘Company’ refers to New World Resources Plc. The ‘Group’ or ‘NWR Group’ refers to New World Resources Plc and its subsidiaries. Directors’ report For the purpose of Disclosure and Transparency Rules 4.1 (‘DTR 4.1’) the Directors’ report comprises the Strategic Report, Corporate governance, the Audit and Risk Management Committee Report, the Remuneration Report, Shareholder and Ancillary information for the shareholders sections. The report has been prepared in accordance with the requirements of the Companies Act 2006. The Directors’ report was approved by the Board of Directors and authorised for issue on 17 March 2015 and signed on its behalf by: Ivona Ročárková, Company Secretary WorldReginfo - ef56c3b8-bd37-44de-aa8d-6ce2f2430569 CONTENTS' Overview ........................................................................................................................................
    [Show full text]