FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934
December 18, 2008
Commission File Number: 333-119497
MECHEL OAO
(Translation of registrants name into English)
Krasnoarmeyskaya 1,
Moscow 125993
Russian Federation
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F x Form 40-F o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Yes o No x
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Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
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Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:
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MECHEL REPORTS 2008 FIRST HALF AND NINE MONTHS FINANCIAL RESULTS
Revenues in the first nine months increased 84.7% to $8.6 billion
Operating income in the first nine months increased 167% to $2.8 billion
Net income in the first nine months increased 132% to $1.6 billion,
or $3.94 per ADR/ordinary share
Moscow, Russia December 18, 2008 Mechel OAO (NYSE: MTL), a leading Russian integrated mining and steel group, today announced financial results for the first half ended June 30, 2008 and for the nine months ended September 30, 2008.
Igor Zyuzin, Mechel OAOs Chief Executive Officer, commented: Mechels record financial and operational performance in the first nine months of 2008 was the result of successful implementation of our strategy to grow the Company both organically and through acquisitions. Favorable market conditions for mining and steel products also contributed to the Companys performance.
Consolidated Results for the first half of 2008
US$ thousand |
|
1H 2008 |
|
1H 2007 |
|
Change Y-on-Y |
|
Revenue |
|
5,349,246 |
|
2,986,861 |
|
79.1 |
% |
Net operating income |
|
1,606,384 |
|
738,986 |
|
117.4 |
% |
Net operating margin |
|
30.03 |
% |
24.74 |
% |
|
|
Net income |
|
1,101,773 |
|
489,456 |
|
125.1 |
% |
EBITDA* |
|
1,879,919 |
|
813,681 |
|
131.0 |
% |
EBITDA, margin (1) |
|
35.1 |
% |
27.2 |
% |
|
|
* See Attachment A.
(1) - EBITDA margin is calculated as a percentage of consolidated revenues of the segment, including intersegment sales.
Net revenue in the first half of 2008 rose 79.1% to $5.35 billion, from $2.99 billion in the first half of 2007, reflecting increased production volumes and strong selling prices across the Companys primary product categories. Operating income rose by 117.4% to $1.6 billion, or 30.0% of net revenue, versus operating income of $738.9 million, or 24.7% of net revenue, in 2007.
For the first half of 2008, Mechel reported consolidated net income of $1.1 billion, or $2.65 per ADR/ordinary share.
Consolidated EBITDA rose by 131.0% to $1.87 billion in the first half of 2008 compared to $813.6 million in the first half of 2007.
2
Consolidated Results for the nine months of 2008
US$ thousand |
|
9M 2008 |
|
9M 2007 |
|
Change Y-on-Y |
|
Revenue |
|
8,580,681 |
|
4,646,948 |
|
84.7 |
% |
Net operating income |
|
2,807,535 |
|
1,051,585 |
|
167.0 |
% |
Net operating margin |
|
32.72 |
% |
22.63 |
% |
|
|
Net income |
|
1,637,474 |
|
706,003 |
|
131.9 |
% |
EBITDA* |
|
2,864,134 |
|
1,204,822 |
|
137.7 |
% |
EBITDA, margin (2) |
|
33.4 |
% |
25.9 |
% |
|
|
* See Attachment A.
(2) - EBITDA margin is calculated as a percentage of consolidated revenues of the segment, including intersegment sales.
Net revenue for the first nine months of 2008 rose 84.7% to $8.58 billion, from $4.65 billion in the first nine months of 2007. Operating income rose by 167.0% to $2.8 billion, or 32.7% of net revenue, versus operating income of $1.05 billion, or 22.6% of net revenue, in 2007.
For the first nine months of 2008, Mechel reported consolidated net income of $1.6 billion, or $3.94 per ADR/ordinary share.
Consolidated EBITDA rose by 137.7% to $2.86 billion in the first nine months of 2008 from $1.2 billion a year ago.
Please see the attached tables for a reconciliation of consolidated EBITDA to net income.
Mining Segment Results for the first half of 2008**
US$ thousand |
|
1H 2008 |
|
1H 2007 |
|
Change Y-on-Y |
|
Revenues from external customers |
|
1,709,289 |
|
595,724 |
|
186.9 |
% |
Operating income |
|
917,433 |
|
208,757 |
|
339.5 |
% |
Net income |
|
630,701 |
|
148,090 |
|
325.9 |
% |
EBITDA* |
|
1,063,512 |
|
266,211 |
|
299.5 |
% |
EBITDA, margin (3) |
|
51.0 |
% |
30.8 |
% |
|
|
* |
See Attachment A. |
** |
2007 numbers are restated as a result of establishment of the ferroalloy segment |
(3) - EBITDA margin is calculated as a percentage of consolidated revenues of the segment, including intersegment sales.
Mining Segment Output for the first half of 2008
Product |
|
1H 2008 thousand tonnes |
|
1H 2008 vs. 1H 2007 |
|
Coal |
|
14,033 |
|
58 |
% |
Coking coal |
|
8,444 |
|
100 |
% |
Steam coal |
|
5,590 |
|
20 |
% |
Coal concentrate* |
|
7,788 |
|
50 |
% |
Coking |
|
6,285 |
|
72 |
% |
Steam |
|
1,503 |
|
-3 |
% |
Iron ore concentrate |
|
2,740 |
|
4 |
% |
* The coal concentrate has been produced from the part of the raw coal output.
Mining segment revenue from external customers for the first half of 2008 totaled $1.7 billion, or 32.0% of consolidated net revenue from external customers, an increase of 186.9% compared to segment revenue from external customers of $597.7 million in the first half of 2007. The increase in revenue was due to a rise in total output and a favorable pricing environment, as well as the contributions of acquisitions.
Operating income for the first half of 2008 in the mining segment rose 339.5% to $917.4 million, or 44.0% of total segment revenue, compared to operating income of $208.7 million a year ago. EBITDA in the mining segment for the first half of 2008 was $1.06 billion, 299.5% higher than
3
segment EBITDA of $266.2 million in the first half of 2007. The EBITDA margin for the mining segment increased to 51.0% from 30.8% in the 2007 six-month period.
Mining Segment Results for the first nine months of 2008
US$ thousand |
|
9M 2008 |
|
9M 2007 |
|
Change Y-on-Y |
|
Revenues from external customers |
|
2,829,137 |
|
881,594 |
|
220.9 |
% |
Operating income |
|
1,560,449 |
|
313,760 |
|
397.3 |
% |
Net income |
|
1,021,911 |
|
221,746 |
|
360.8 |
% |
EBITDA* |
|
1,685,011 |
|
398,674 |
|
322.7 |
% |
EBITDA, margin (4) |
|
49.7 |
% |
30.8 |
% |
|
|
* See Attachment A.
(4) - EBITDA margin is calculated as a percentage of consolidated revenues of the segment, including intersegment sales.
Mining Segment Output for the first nine months of 2008*
Product |
|
9M 2008 thousand tonnes |
|
9M 2008 vs. 9M 2007 |
|
Coal |
|
20,702 |
|
54 |
% |
Coking coal |
|
12,409 |
|
95 |
% |
Steam coal |
|
8,293 |
|
17 |
% |
Coal concentrate** |
|
11,213 |
|
30 |
% |
Coking |
|
9,264 |
|
41 |
% |
Steam |
|
1,949 |
|
-7 |
% |
Iron ore concentrate |
|
3,620 |
|
-2.5 |
% |
* |
2007 numbers are restated as a result of establishment of the ferroalloy segment |
** |
The coal concentrate has been produced from part of the raw coal output. |
Mining segment revenue from external customers for the first nine months of 2008 totaled $2.8 billion, or 33.0% of consolidated net revenue from external customers, an increase of 220.9% compared with segment revenue from external customers of $881.6 million in the first nine months of 2007.
Operating income for the first nine months of 2008 in the mining segment rose 397.3% to $1.56 billion, or 46.0% of total segment revenue, compared to operating income of $313.8 million a year ago. EBITDA in the mining segment for the first nine months of 2008 was $1.69 billion, 322.7% higher than segment EBITDA of $398.7 million in the first nine months of 2007. The EBITDA margin for the mining segment amounted to 49.7% in the 2008 nine-month period, compared to 30.8% in the first nine months of 2007.
Vladimir Polin, Senior Vice President of Mechel OAO, commented on the results of the mining segment: The strong results in Mechels mining segment were due to both market conditions in the first nine months of 2008 and excellent management of our assets. We took measures to increase the volume of coking coal produced by Yakutugol, allowing us to leverage strong market conditions during the period. At the same time, over the course of 2008 we significantly reduced production costs at Yakutugol by nearly 1.5 times, placing us in a better position to operate successfully through the recent weakness in the global marketplace.
Looking ahead, our priority will continue to be the careful management of our operating costs, as well as the construction of access railroad to the Elga deposit, which is of strategic importance for the Company and can significantly increase its shareholder value in the future. We will also remain flexible with regard to our management of steam and coking coal mining, ensuring we have the maximum production flexibility to adapt to trends in the marketplace.
4
Steel Segment Results for the first half of 2008
US$ thousand |
|
1H 2008 |
|
1H 2007 |
|
Change Y-on-Y |
|
Revenues from external customers |
|
3,004,173 |
|
2,079,443 |
|
44.5 |
% |
Operating income |
|
598,896 |
|
331,090 |
|
80.9 |
% |
Net income |
|
467,678 |
|
242,221 |
|
93.1 |
% |
EBITDA* |
|
771,290 |
|
381,470 |
|
102.2 |
% |
EBITDA, margin (5) |
|
24.5 |
% |
18.0 |
% |
|
|
* See Attachment A.
(5) - EBITDA margin is calculated as a percentage of consolidated revenues of the segment, including intersegment sales.
Steel Segment Output for the first half of 2008
Product |
|
1H 2008 thousand tonnes |
|
1H 2008 vs. 1H 2007 |
|
Coke |
|
1,838 |
|
-5 |
% |
Pig iron |
|
1,853 |
|
-1 |
% |
Steel |
|
3,061 |
|
3 |
% |
Rolled products |
|
2,856 |
|
2 |
% |
Hardware |
|
382 |
|
12 |
% |
Revenue from external customers in Mechels steel segment increased to $3.0 billion in the first half of 2008, or 56.2% of consolidated net revenue from external customers, an increase of 44.5% over the first half of 2007.
In the first half of 2008, the steel segment generated operating income of $598.9 million, or 19.1% of total segment revenue, an increase of 80.9% over operating income of $331.0 million, or 15.6% of total segment revenue, in the first half of 2007. EBITDA in the steel segment for the first half of 2008 increased by 102.0% over the prior year period to $771.3 million. EBITDA margin for the steel segment rose to 24.5% in the first half of 2008, compared to 18.0% reported in the same period of last year.
Steel Segment Results for the nine months of 2008
US$ thousand |
|
9M 2008 |
|
9M 2007 |
|
Change Y-on-Y |
|
Revenues from external customers |
|
4,829,209 |
|
3,118,853 |
|
54.8 |
% |
Operating income |
|
1,133,777 |
|
472,799 |
|
139.8 |
% |
Net income |
|
633,624 |
|
347,505 |
|
82.3 |
% |
EBITDA* |
|
1,137,945 |
|
580,932 |
|
95.9 |
% |
EBITDA, margin (6) |
|
22.6 |
% |
18.3 |
% |
|
|
* See Attachment A.
(6) - EBITDA margin is calculated as a percentage of consolidated revenues of the segment, including intersegment sales.
Steel Segment Output for the nine months of 2008
Product |
|
9M 2008 thousand tonnes |
|
9M 2008 vs. 9M 2007 |
|
Coke |
|
2,699 |
|
-8 |
% |
Pig iron |
|
2,781 |
|
-2 |
% |
Steel |
|
4,745 |
|
4 |
% |
Rolled products |
|
4,313 |
|
11 |
% |
Hardware |
|
604 |
|
16 |
% |
5
Revenue from external customers in Mechels steel segment increased to $4.8 billion in the first nine months of 2008, or 56.3% of consolidated net revenue from external customers, an increase of 54.8% over the first nine months of 2007.
In the first nine months of 2008, the steel segment generated operating income of $1.1 billion, or 22.6% of total segment revenue, an increase of 139.8% over operating income of $472.8 million, or 14.9% of total segment revenue in the first nine months of 2007. EBITDA in the steel segment for the first nine months of 2008 increased 95.9% over the first nine months of 2007. EBITDA margin for the steel segment rose to 22.6% in the first nine months of 2008, compared to 18.3% reported in the same period of last year.
Mr.Polin commented on the results of the steel segment: Mechels record steel segment results were due to our commitment to the continued optimization of our sales structure and our production cost reductions program, as well as a favorable pricing environment for steel products and the contribution of acquisitions.
Our efforts to improve production efficiencies allowed us to improve our consumption ratios, and as a result, total output of steel products increased while coke and pig iron consumption declined. Mechel also significantly reduced its output of low margin commercial billets and increased output of higher margin, value added products, such as hardware and wire products.
At the same time we expanded our geographic presence, strengthening our position in the Eastern European steel products market with acquisition in April 2008 of Ductil Steel in Romania. Now Mechel has four steel subsidiaries in Romania presenting additional operational and sales synergy opportunities, and began realizing these through the recent establishment of Mechels East-European Steel Division.
Our previous actions designed to enhance sales efficiency by increasing our direct interaction with the end customer and reducing third party sales through traders have started to pay off. This year we have significantly expanded the branch network of Mechel Service OOO, which is engaged in steel product sales to end customers. Given the current soft rolled product market, these efforts give Mechel competitive advantages and guaranteed volume for its metal products orders by avoiding bulk traders who for the most part ceased their offtake.
Introduction of the Ferroalloy Segment
Following the acquisition of Oriel Resources in the second quarter of 2008, the Company has consolidated all of its ferroalloy assets into one reporting segment beginning with the 2008 six-months period. The Ferroalloy Segment is comprised of the Southern Urals Nickel Plant, Tikhvin Ferroalloy Smelting Plant (ferrochrome production), Voskhod Chrome (chromite ores deposit and mining and processing plant), and Bratsk Ferroalloy Plant (ferrosilicon production).
Ferroalloy Segment Results for the first half of 2008
US$ thousand |
|
1H 2008 |
|
1H 2007 |
|
Change Y-on-Y |
|
Revenues from external customers |
|
278,275 |
|
272,363 |
|
2.2 |
% |
Operating income |
|
84,925 |
|
232,545 |
|
- 63.5 |
% |
Net income |
|
38,968 |
|
137,444 |
|
- 71.6 |
% |
EBITDA* |
|
98,426 |
|
201,164 |
|
- 51.1 |
% |
EBITDA, margin (7) |
|
26.6 |
% |
57.5 |
% |
|
|
6
* See Attachment A.
(7) - EBITDA margin is calculated as a percentage of consolidated revenues of the segment, including intersegment sales.
Ferroalloy Segment Output for the first half of 2008
Product |
|
1H 2008 thousand tonnes |
|
1H 2008 vs. 1H 2007 |
|
Nickel |
|
9,1 |
|
8 |
% |
Ferrosilicon |
|
45 |
|
|
|
Ferrochrome |
|
25 |
|
|
|
The ferroalloy segment revenue from external customers for the first half of 2008 was $278.3 million, or 5.2% of consolidated net revenue, and an increase of 2.2% over segment revenue from external customers of $272.4 million in the first half of 2007.
Operating income for the first half of 2008 in the ferroalloy segment decreased by 63.5% to $84.9 million compared to operating income of $232.5 million a year ago. EBITDA in the ferroalloy segment for the first half of 2008 was $98.4 million, 51.1% lower than segment EBITDA of $201.2 million in the first half of 2007. The EBITDA margin for the ferroalloy segment was 26.6%.
Ferroalloy Segment Results for the nine months of 2008
US$ thousand |
|
9M 2008 |
|
9M 2007 |
|
Change Y-on-Y |
|
Revenues from external customers |
|
402,213 |
|
395,020 |
|
1.8 |
% |
Operating income |
|
76,798 |
|
306,890 |
|
- 75.0 |
% |
Net income / (loss) |
|
(13,133 |
) |
190,492 |
|
- 106.9 |
% |
EBITDA* |
|
78,022 |
|
273,023 |
|
- 71.4 |
% |
EBITDA, margin (8) |
|
14.4 |
% |
54.6 |
% |
|
|
* See Attachment A.
(8) - EBITDA margin is calculated as a percentage of consolidated revenues of the segment, including intersegment sales.
Ferroalloy Segment Output for the nine months of 2008
Product |
|
9M 2008 thousand tonnes |
|
9M 2008 vs. 9M 2007 |
|
Nickel |
|
14 |
|
6 |
% |
Ferrosilicon |
|
67 |
|
|
|
Ferrochrome |
|
48 |
|
|
|
Ferroalloy segment revenue from external customers for the first nine months of 2008 totaled $402.2 million, or 4.7% of consolidated net revenue, an increase of 1.8% compared with segment revenue from external customers of $395.0 million in the first nine months of 2007.
Operating income for the first nine months of 2008 in the ferroalloy segment decreased by 75.0% to $76.8 million compared to operating income of $306.9 million a year ago. EBITDA in the ferroalloy segment for the first nine months of 2008 was $78.0 million, 71.4% lower than segment EBITDA of $273.0 million in the first nine months of 2007. The EBITDA margin for the ferroalloy segment was 14.4%.
7
Mr. Polin commented on the results of the ferroalloy segment: The Oriel acquisition rounds out Mechels ferroalloy business, which includes both ferronickel and ferrochrome assets, and reinforces Mechels leading position in specialty steel production. Furthermore, the acquisition will help us to weather the challenging economic environment because we now have improved vertical integration at the Group level and a wider range of ferroalloy products through which to further diversify our business and reduce risk across the market cycle. Although nickel prices have been under pressure, which explains the decrease in profitability in the segment for the six and nine months period, we still continue to observe strong market demand for ferrosilicon.
Power Segment Results for the first half of 2008
US$ thousand |
|
1H 2008 |
|
1H 2007 |
|
Change Y-on-Y |
|
Revenues from external customers |
|
357,509 |
|
39,331 |
|
809.0 |
% |
Operating income |
|
23,126 |
|
550 |
|
4,104.2 |
% |
Net income / (loss) |
|
7,193 |
|
(4,292 |
) |
267.6 |
% |
EBITDA* |
|
35,916 |
|
6,409 |
|
460.4 |
%, |
EBITDA, margin (9) |
|
6.6 |
% |
7.5 |
% |
|
|
* See Attachment A.
(9) - EBITDA margin is calculated as a percentage of consolidated revenues of the segment, including intersegment sales.
Power Segment Output for the first half of 2008
Product |
|
Units |
|
1H 2008 |
|
1H 2008 vs. 1H |
|
Electric power generation |
|
ths. kWh |
|
2,155,674 |
|
73 |
% |
Heat power generation |
|
Gcal |
|
3,282,028.31 |
|
|
|
Mechels power segment revenue from external customers for the first half of 2008 was $357.5 million, or 6.7% of consolidated net revenue, an increase of 809.0% over segment revenue from external customers in the prior year.
Operating income for the first half of 2008 in the power segment rose substantially to $23.1 million compared to operating income of $550.0 thousand a year ago. EBITDA in the power segment for the first half of 2008 was $35.9 million, 460.4% higher than segment EBITDA a year ago. The EBITDA margin for the power segment decreased from 7.5% to 6.6%.
Power Segment Results for the nine months of 2008
US$ thousand |
|
9M 2008 |
|
9M 2007 |
|
Change Y-on-Y |
|
Revenues from external customers |
|
520,121 |
|
251,481 |
|
106.8 |
% |
Operating income |
|
19,057 |
|
891 |
|
2,038.8 |
% |
Net (loss) |
|
(1,233 |
) |
(11,096 |
) |
|
|
EBITDA* |
|
38,543 |
|
11,762 |
|
227.7 |
%, |
EBITDA, margin (10) |
|
5.0 |
% |
3.7 |
% |
|
|
* See Attachment A.
(10) - EBITDA margin is calculated as a percentage of consolidated revenues of the segment, including intersegment sales.
8
Power Segment Output for the nine months of 2008
Product |
|
Units |
|
9M 2008 |
|
9M 2008 vs. 9M |
|
Electric power generation |
|
ths. kWh |
|
3,108,359 |
|
55 |
% |
Heat power generation |
|
Gcal |
|
4,098,027.82 |
|
|
|
Mechels power segment revenue from external customers for the first nine months of 2008 was $520.1 million, or 6.1% of consolidated net revenue, an increase of 106.8% over segment revenue from external customers a year ago.
Operating income for the first nine months of 2008 in the power segment rose 2,038.8% to $19.1 million compared to operating income of $891.0 thousand a year ago. EBITDA in the power segment for the first nine months of 2008 was $38.5 million, 227.7% higher than segment EBITDA a year ago. The EBITDA margin for the power segment increased from 3.7% to 5.0%.
Mr. Polin commented on the results of the power segment: Because Mechels power segment is relatively young, throughout the year management continued to focus on structuring the assets and improving their maintenance and investment programs. We are moving toward scaling up our power generation volumes, expanding client base, and maximizing sales on the free market, where pricing is attractive. This segments financial results continue to be negatively impacted by interest rates on intra-group loans provided for the acquisition of new assets. Nevertheless, the overall Russian power market remains in deficit, and as a result, year over year power prices are expected to increase which should contribute to profitability in this segment. In addition, we have completely transitioned our Bulgarian TPP Rousse to use coal mined by our Southern Kuzbass coal mining subsidiary at market prices stipulated on an annual basis. This practice will continue in 2009, thus enabling Mechel to fully utilize its intra-group integration and making Mechels steam coal deliveries to Eastern Europe more steady.
Recent Highlights
· In September 2008, Mechel announced the launch of construction of a specialized coal transshipment complex at Vanino Port (Vanino SCTC). The designed throughput capacity of Vanino SCTC will be 25.0 million tonnes annually. The first stage of the terminal, with a capacity of 15.0 million tonnes, is scheduled for opening in 2012.
· In September 2008, Mechel announced the acquisition of HBL Holdings, which integrates eight metal service and trading companies in Germany.
· In October 2008, Mechel announced the establishment of its East-European Steel Division on the bases of its Romanian steel subsidiary, Mechel Targoviste. The main objective of the Division is to coordinate the operations of Mechels Romanian subsidiaries including investments, modernization, streamlining, and production cost reduction efforts.
· In October 2008, Mechel signed a contract with Minmetals Engineering, one of Chinas largest state-owned industrial corporations, to construct a rail and structural steel mill at its Chelyabinsk Metallurgical Plant OAO subsidiary on a turn-key basis with a long-term tied loan being granted. The mills main output will comprise railroad rails up to 100 meters in length to be manufactured with state of the art technologies for rolling, tempering, straightening, finishing, and rail quality control.
· In October 2008, Mechel announced the consolidation of its ferroalloy assets on the bases of its Oriel Resources subsidiary. Currently, Mechel OAO, together with its affiliates, owns 100% of the Oriel Resources charter capital.
9
· In November 2008, Mechel announced signing the contract for its Chelyabinsk Metallurgical Plant OAO (CMP OAO) subsidiary to supply rail products to Russian Railways OAO (RZhD OAO) from 2010 to 2030. The total annual supply volume of rail products will be a minimum of 400,000 tonnes following completion of the rail and structural steel mills full production capacity.
First half cash expenditure on property, plant and equipment was $462.8 million, of which $219.1 million was invested in the mining segment, $189.9 million was invested in the steel segment, $47.1 million was invested in the ferroalloy segment, and $6.8 million was invested in the power segment.
In the first half of 2008, Mechel spent $1,666.5 million on acquisitions, including $1,430.5 million (net of cash acquired) for the acquisition of Oriel Resources and $197.6 million (net of cash acquired) for the acquisition of Ductil Steel.
As of June 30, 2008, total debt(1) was at $4,878.3 million. Cash and cash equivalents were $318.3 million at the end of the first half of 2008 and net debt (2) amounted to $4,560 million.
First nine months cash expenditure on property, plant and equipment was $969.5 million, of which $499.5 million was invested in the mining segment, $370.5 million was invested in the steel segment, $88.2 million was invested in the ferroalloy segment, and $11.2 million was invested in the power segment.
In the first nine months of 2008, Mechel spent $2,068.8 million on new acquisitions and $118.0 million on acquisitions of minority stakes in certain subsidiaries.
As of September 30, 2008, total debt(1) was at $5,084 million. Cash and cash equivalents were $137.4 million at the end of the first nine months of 2008 and net debt (2) was $4,946.6 million.
Mr. Zyuzin concluded: On the whole, favorable market conditions and strong operational execution drove our financial performance through the first nine months of 2008. Over that time we have improved Mechels production efficiency, optimized its product mix by increasing the percentage of higher margin down stream products, and strengthened its position in new markets. In the near term, while we see steady demand for some of our products, the global economic slowdown has placed pressure on pricing and demand for many of our products, and we have been taking the actions necessary to adapt the business for the challenges associated with this environment. While our performance in the near term will obviously be impacted by the challenges being faced in the global marketplace, we feel well positioned for when the world economy begins to recover. Looking beyond the current global economic crisis, we believe the markets for coking coal and steel are very promising over the longer term, and, more immediately, expect to see opportunities associated with the implementation of large scale infrastructure projects that remain a priority of the Russian government.
The management of Mechel will host a conference call today at 6:00 p.m. Moscow time (10:00 a.m. New York time, 3:00 p.m. London time) to review Mechels financial results and comment
10
on current operations. The call may be accessed via the Internet at http://www.mechel.com, under the Investor Relations section.
***
Mechel OAO |
Alexander Tolkach |
Head of International Relations & Investor Relations |
Phone: + 7495 221 8888 |
Fax: + 7495 221 8800 |
alexander.tolkach@mechel.com |
***
Mechel is one of the leading Russian companies. Its business includes four segments: mining, steel, ferroalloy and power. Mechel unites producers of coal, iron ore concentrate, steel, rolled products, ferroalloys, hardware, heat and electric power. Mechel products are marketed domestically and internationally.
(1)Total debt is comprised of short-term borrowings and long-term debt
(2) Net debt is defined as total debt outstanding less cash and cash
equivalents
***
Some of the information in this press release may contain projections or other forward-looking statements regarding future events or the future financial performance of Mechel, as defined in the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. We wish to caution you that these statements are only predictions and that actual events or results may differ materially. We do not intend to update these statements. We refer you to the documents Mechel files from time to time with the U.S. Securities and Exchange Commission, including our Form 20-F. These documents contain and identify important factors, including those contained in the section captioned Risk Factors and Cautionary Note Regarding Forward-Looking Statements in our Form 20-F, that could cause the actual results to differ materially from those contained in our projections or forward-looking statements, including, among others, the achievement of anticipated levels of profitability, growth, cost and synergy of our recent acquisitions, the impact of competitive pricing, the ability to obtain necessary regulatory approvals and licenses, the impact of developments in the Russian economic, political and legal environment, volatility in stock markets or in the price of our shares or ADRs, financial risk management and the impact of general business and global economic conditions.
11
Attachments to the Announcement of First Half and Nine Months 2008 Results
Attachment A
Non-GAAP financial measures. This press release includes financial information prepared in accordance with accounting principles generally accepted in the United States of America, or US GAAP, as well as other financial measures referred to as non-GAAP. The non-GAAP financial measures should be considered in addition to, but not as a substitute for, the information prepared in accordance with US GAAP.
Earnings Before Interest, Depreciation and Amortization (EBITDA) and EBITDA margin. EBITDA represents earnings before interest, depreciation and amortization. EBITDA margin is defined as EBITDA as a percentage of our net revenues. Our EBITDA may not be similar to EBITDA measures of other companies; is not a measurement under accounting principles generally accepted in the United States and should be considered in addition to, but not as a substitute for, the information contained in our consolidated statement of operations. We believe that EBITDA provides useful information to investors because it is an indicator of the strength and performance of our ongoing business operations, including our ability to fund discretionary spending such as capital expenditures, acquisitions and other investments and our ability to incur and service debt. While interest, depreciation and amortization are considered operating costs under generally accepted accounting principles, these expenses primarily represent the non-cash current period allocation of costs associated with long-lived assets acquired or constructed in prior periods. Our EBITDA calculation is commonly used as one of the bases for investors, analysts and credit rating agencies to evaluate and compare the periodic and future operating performance and value of companies within the metals and mining industry. EBITDA can be reconciled to our consolidated statements of operations as follows:
First Half 2008:
US$ thousands |
|
1H 2008 |
|
1H 2007 |
|
Net income |
|
1,101,773 |
|
489,455 |
|
Add: |
|
|
|
|
|
Depreciation, depletion and amortization |
|
231,184 |
|
115,834 |
|
Interest expense |
|
118,734 |
|
19,708 |
|
Income taxes |
|
428,229 |
|
188,684 |
|
Consolidated EBITDA |
|
1,879,919 |
|
813,681 |
|
EBITDA margin can be reconciled as a percentage to our Revenues as follows:
US$ thousands |
|
1H 2008 |
|
1H 2007 |
|
Revenue, net |
|
5,349,246 |
|
2,986,862 |
|
EBITDA |
|
1,879,919 |
|
813,681 |
|
EBITDA margin |
|
35.1 |
% |
27.2 |
% |
12
Nine Months 2008:
US$ thousands |
|
9m 2008 |
|
9m 2007 |
|
Net income |
|
1,637,474 |
|
706,005 |
|
Add: |
|
|
|
|
|
Depreciation, depletion and amortization |
|
351,724 |
|
184,552 |
|
Interest expense |
|
199,970 |
|
35,480 |
|
Income taxes |
|
674,966 |
|
278,788 |
|
Consolidated EBITDA |
|
2,864,134 |
|
1,204,824 |
|
EBITDA margin can be reconciled as a percentage to our Revenues as follows:
US$ thousands |
|
9m 2008 |
|
9m 2007 |
|
Revenue, net |
|
8,580,681 |
|
4,646,948 |
|
EBITDA |
|
2,864,134 |
|
1,204,824 |
|
EBITDA margin |
|
33.4 |
% |
25.9 |
% |
13
Consolidated Balance Sheets *
(in thousands of U.S. dollars, except share amounts)
|
|
June 30, 2008 |
|
December 31, |
|
||
|
|
(unaudited) |
|
|
|
||
Assets |
|
|
|
|
|
||
Cash and cash equivalents |
|
$ |
318,267 |
|
$ |
236,779 |
|
Accounts receivable, net of allowance for doubtful accounts of $34,228 as of June 30 2008 and $26,781 as of December 31, 2007 |
|
660,754 |
|
341,756 |
|
||
Due from related parties |
|
35,015 |
|
4,988 |
|
||
Inventories |
|
1,484,730 |
|
993,668 |
|
||
Deferred cost of inventory in transit |
|
9,531 |
|
13,190 |
|
||
Deferred income taxes |
|
16,763 |
|
12,331 |
|
||
Prepayments and other current assets |
|
700,892 |
|
633,993 |
|
||
Total current assets |
|
3,225,952 |
|
2,236,705 |
|
||
|
|
|
|
|
|
||
Long-term investments in related parties |
|
82,429 |
|
92,571 |
|
||
Other long-term investments |
|
36,771 |
|
58,595 |
|
||
Intangible assets, net |
|
8,393 |
|
7,408 |
|
||
Property, plant and equipment, net |
|
4,567,514 |
|
3,701,762 |
|
||
Mineral licenses, net |
|
3,654,863 |
|
2,131,483 |
|
||
Other non-current assets |
|
74,201 |
|
67,918 |
|
||
Deferred income taxes |
|
10,139 |
|
16,755 |
|
||
Goodwill |
|
1,292,292 |
|
914,446 |
|
||
Total assets |
|
$ |
12,952,554 |
|
$ |
9,227,643 |
|
|
|
|
|
|
|
||
Liabilities and Shareholders Equity |
|
|
|
|
|
||
Short-term borrowings and current portion of long-term debt |
|
$ |
2,762,060 |
|
$ |
1,135,104 |
|
Accounts payable and accrued expenses: |
|
|
|
|
|
||
Advances received |
|
185,572 |
|
147,739 |
|
||
Accrued expenses and other current liabilities |
|
241,131 |
|
144,083 |
|
||
Taxes and social charges payable |
|
311,620 |
|
123,794 |
|
||
Unrecognized income tax benefits |
|
78,904 |
|
79,211 |
|
||
Trade payable to vendors of goods and services |
|
367,732 |
|
222,753 |
|
||
Due to related parties |
|
1,422 |
|
3,596 |
|
||
Asset retirement obligation, current portion |
|
7,159 |
|
5,366 |
|
||
Deferred income taxes |
|
28,483 |
|
33,056 |
|
||
Deferred revenue |
|
12,307 |
|
20,949 |
|
||
Pension obligations, current portion |
|
66,560 |
|
63,706 |
|
||
Dividends payable |
|
489,778 |
|
|
|
||
Finance lease liabilities, current portion |
|
14,796 |
|
11,708 |
|
||
Total current liabilities |
|
4,567,524 |
|
1,991,065 |
|
||
|
|
|
|
|
|
||
Long-term debt, net of current portion |
|
2,116,195 |
|
2,321,922 |
|
||
Asset retirement obligations, net of current portion |
|
73,566 |
|
65,928 |
|
||
Pension obligations, net of current portion |
|
291,873 |
|
266,660 |
|
||
Deferred income taxes |
|
1,186,475 |
|
701,318 |
|
||
Finance lease liabilities, net of current portion |
|
73,643 |
|
73,377 |
|
||
Other long-term liabilities |
|
7,272 |
|
1,917 |
|
||
|
|
|
|
|
|
||
Minority interests |
|
368,152 |
|
300,523 |
|
||
|
|
|
|
|
|
||
Shareholders Equity |
|
|
|
|
|
||
Common shares (10 Russian rubles par value; 497,969,086 shares authorized, 416,270,745 shares issued and outstanding as of June 30, 2008 and December 31, 2007) |
|
133,507 |
|
133,507 |
|
||
Additional paid-in capital |
|
415,070 |
|
415,070 |
|
||
Accumulated other comprehensive income |
|
434,751 |
|
305,467 |
|
||
Retained earnings |
|
3,284,526 |
|
2,650,889 |
|
||
Total shareholders equity |
|
4,267,854 |
|
3,504,933 |
|
||
Total liabilities and shareholders equity |
|
$ |
12,952,554 |
|
$ |
9,227,643 |
|
* As of September 30, 2008 and June 30, 2008, Mechels acquisitions of Ductil Steel S.A. and Oriel Resources plc. were accounted for on a tentative basis subject to the finalization of assets appraisals. As of the appropriate acquisition dates, the estimated amounts of Oriel Resources plc.s and Ductil Steel S.A.s long-term assets were $1,858,073 and $71,248, respectively, and total assets amounted to $2,024,848 and $160,268, respectively. Goodwill arising on the acquisition of Oriel Resources plc. and Ductil Steel S.A. tentatively amounted to $154,148 and $168,532, respectively.
14
Consolidated Income Statements *
(in thousands of U.S. dollars, except share and per share amounts)
|
|
Six months ended June 30, |
|
||||
|
|
2008 |
|
2007 |
|
||
|
|
(unaudited) |
|
(unaudited) |
|
||
Revenue, net (including related party amounts of $49,876 and $56,557 during six months 2008 and 2007, respectively) |
|
$ |
5,349,246 |
|
$ |
2,986,862 |
|
Cost of goods sold (including related party amounts of $6,807 and $94,117 during six months 2008 and 2007, respectively) |
|
(2,718,611 |
) |
(1,761,482 |
) |
||
Gross profit |
|
2,630,635 |
|
1,225,380 |
|
||
|
|
|
|
|
|
||
Selling, distribution and operating expenses: |
|
|
|
|
|
||
|
|
|
|
|
|
||
Selling and distribution expenses |
|
(663,606 |
) |
(254,120 |
) |
||
Taxes other than income tax |
|
(85,133 |
) |
(57,034 |
) |
||
Accretion expense |
|
(1,667 |
) |
(2,098 |
) |
||
Recovery of (provision) for doubtful accounts |
|
269 |
|
(1,900 |
) |
||
Provision for short-term investments |
|
|
|
(3,507 |
) |
||
General, administrative and other operating expenses |
|
(274,114 |
) |
(167,735 |
) |
||
Total selling, distribution and operating expenses |
|
(1,024,251 |
) |
(486,394 |
) |
||
Operating income |
|
1,606,384 |
|
738,986 |
|
||
|
|
|
|
|
|
||
Other income and (expense): |
|
|
|
|
|
||
(Loss) income from equity investments |
|
(7,700 |
) |
2,360 |
|
||
Interest income |
|
6,737 |
|
4,744 |
|
||
Interest expense |
|
(118,734 |
) |
(19,708 |
) |
||
Other income, net |
|
(5,338 |
) |
(3,456 |
) |
||
Foreign exchange gain |
|
133,455 |
|
22,698 |
|
||
Total other income and (expense), net |
|
8,420 |
|
6,638 |
|
||
Income before income tax, minority interest, discontinued operations and extraordinary gain |
|
1,614,804 |
|
745,624 |
|
||
|
|
|
|
|
|
||
Income tax expense |
|
(428,229 |
) |
(188,684 |
) |
||
Minority interest in income of subsidiaries |
|
(84,802 |
) |
(67,714 |
) |
||
Income from continuing operations |
|
1,101,773 |
|
489,226 |
|
||
Income from discontinued operations, net of tax |
|
|
|
230 |
|
||
Net income |
|
$ |
1,101,773 |
|
$ |
489,456 |
|
Currency translation adjustment |
|
135,037 |
|
39,098 |
|
||
Change in pension benefit obligation |
|
(2,112 |
) |
|
|
||
Adjustment of available-for-sale securities |
|
(3,641 |
) |
781 |
|
||
Comprehensive income |
|
$ |
1,231,057 |
|
$ |
529,335 |
|
|
|
|
|
|
|
||
Basic and diluted earnings per share: |
|
|
|
|
|
||
Earnings per share from continuing operations |
|
$ |
2.65 |
|
$ |
1.18 |
|
Income per share effect of discontinued operations |
|
0.00 |
|
0.00 |
|
||
Net income per share |
|
$ |
2.65 |
|
$ |
1.18 |
|
|
|
|
|
|
|
||
Dividends declared per share |
|
$ |
1.12 |
|
$ |
0.76 |
|
|
|
|
|
|
|
||
Weighted average number of shares outstanding |
|
416,270,745 |
|
416,270,745 |
|
* As of September 30, 2008 and June 30, 2008, Mechels acquisitions of Ductil Steel S.A. and Oriel Resources plc. were accounted for on a tentative basis subject to the finalization of assets appraisals. As of the appropriate acquisition dates, the estimated amounts of Oriel Resources plc.s and Ductil Steel S.A.s long-term assets were $1,858,073 and $71,248, respectively, and total assets amounted to $2,024,848 and $160,268, respectively. Goodwill arising on the acquisition of Oriel Resources plc. and Ductil Steel S.A. tentatively amounted to $154,148 and $168,532, respectively.
15
Interim Consolidated Statements of Cash Flows *
(in thousands of U.S. dollars)
|
|
Six months ended June 30, |
|
||||
|
|
2008 |
|
2007 |
|
||
|
|
(unaudited) |
|
(unaudited) |
|
||
Cash Flows from Operating Activities |
|
|
|
|
|
||
Net income |
|
$ |
1,101,773 |
|
$ |
489,456 |
|
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
|
|
||
Depreciation |
|
175,784 |
|
106,096 |
|
||
Depletion and amortization |
|
55,400 |
|
9,738 |
|
||
Foreign exchange gain |
|
(133,455 |
) |
(22,698 |
) |
||
Deferred income taxes |
|
(3,724 |
) |
(11,243 |
) |
||
(Recovery of) provision for doubtful accounts |
|
(269 |
) |
1,900 |
|
||
Inventory write-down |
|
|
|
222 |
|
||
Accretion expense |
|
1,667 |
|
2,098 |
|
||
Minority interest |
|
84,802 |
|
67,714 |
|
||
Loss on revaluation of trading securities |
|
|
|
18,813 |
|
||
Change in undistributed earnings of equity investments |
|
7,700 |
|
(2,360 |
) |
||
Non-cash interest on long-term tax and pension liabilities |
|
10,922 |
|
2,360 |
|
||
Loss on sale of property, plant and equipment |
|
2,879 |
|
721 |
|
||
(Gain) loss on sale of non-marketable securities |
|
(4,305 |
) |
2,490 |
|
||
Amortization of syndicated loan origination fee |
|
9,326 |
|
|
|
||
Income from discontinued operations |
|
|
|
(230 |
) |
||
Gain on forgiveness of fines and penalties |
|
|
|
(17,471 |
) |
||
Pension service cost and amortization of prior period service cost |
|
5,008 |
|
2,076 |
|
||
Provision for unrecoverable short-term loans issued |
|
|
|
3,507 |
|
||
Net change before changes in working capital |
|
1,313,508 |
|
653,189 |
|
||
Changes in working capital items, net of effects from acquisition of new subsidiaries: |
|
|
|
|
|
||
Trading securities |
|
|
|
252,151 |
|
||
Accounts receivable |
|
(263,678 |
) |
(49,760 |
) |
||
Inventories |
|
(354,051 |
) |
(117,369 |
) |
||
Trade payable to vendors of goods and services |
|
62,422 |
|
(20,194 |
) |
||
Advances received |
|
23,314 |
|
5,352 |
|
||
Accrued taxes and other liabilities |
|
239,137 |
|
(132,769 |
) |
||
Settlements with related parties |
|
(32,407 |
) |
(771 |
) |
||
Current assets and liabilities of discontinued operations |
|
|
|
(79 |
) |
||
Deferred revenue and cost of inventory in transit, net |
|
(4,983 |
) |
35,427 |
|
||
Other current assets |
|
(38,539 |
) |
97,831 |
|
||
Unrecognized income tax benefits |
|
(707 |
) |
(10,128 |
) |
||
Dividends receivable |
|
|
|
2,804 |
|
||
Net cash provided by operating activities |
|
944,016 |
|
715,684 |
|
||
|
|
|
|
|
|
||
Cash Flows from Investing Activities |
|
|
|
|
|
||
Acquisition of Oriel, less cash acquired |
|
(1,430,503 |
) |
|
|
||
Acquisition of Ductil Steel, less cash acquired |
|
(197,622 |
) |
|
|
||
Acquisition of SKPP, less cash acquired |
|
|
|
(270,018 |
) |
||
Acquisition of SKPC, less cash acquired |
|
|
|
(37,413 |
) |
||
Acquisition of Transkol, less cash acquired |
|
|
|
(7,165 |
) |
||
Acquisition of other subsidiaries, less cash acquired |
|
|
|
(4,181 |
) |
||
Acquisition of minority interest in subsidiaries |
|
(38,346 |
) |
(2,280 |
) |
||
Investments in other marketable securities |
|
(380 |
) |
(3,203 |
) |
||
Proceeds from sale of other non-marketable securities |
|
7,865 |
|
|
|
||
Proceeds from disposals of property, plant and equipment |
|
2,003 |
|
4,060 |
|
||
Purchases of mineral licenses |
|
(1,705 |
) |
(2,235 |
) |
||
Purchases of property, plant and equipment |
|
(461,119 |
) |
(144,160 |
) |
||
|
|
|
|
|
|
||
Net cash used in investing activities |
|
(2,119,807 |
) |
(466,595 |
) |
||
16
Interim Consolidated Statements of Cash Flows *
(in thousands of U.S. dollars, except share amounts)
|
|
Six months ended June 30, |
|
||||
|
|
2008 |
|
2007 |
|
||
|
|
(unaudited) |
|
(unaudited) |
|
||
Cash Flows from Financing Activities |
|
|
|
|
|
||
Proceeds from short-term borrowings |
|
$ |
4,387,110 |
|
$ |
191,632 |
|
Repayment of short-term borrowings |
|
(3,158,232 |
) |
(318,510 |
) |
||
Proceeds from long-term debt |
|
39,407 |
|
16,082 |
|
||
Repayment of long-term debt and long-term portion of restructured taxes and social charges payable |
|
(7,921 |
) |
(2,633 |
) |
||
Repayment of obligations under finance lease |
|
(12,844 |
) |
(8,841 |
) |
||
Net cash provided by (used in) financing activities |
|
1,247,520 |
|
(122,270 |
) |
||
|
|
|
|
|
|
||
Effect of exchange rate changes on cash and cash equivalents |
|
9,759 |
|
15,800 |
|
||
|
|
|
|
|
|
||
Net increase in cash and cash equivalents |
|
81,488 |
|
142,619 |
|
||
|
|
|
|
|
|
||
Cash and cash equivalents at beginning of period |
|
236,779 |
|
172,614 |
|
||
Cash and cash equivalents at end of period |
|
$ |
318,267 |
|
$ |
315,233 |
|
|
|
|
|
|
|
||
Supplementary Cash Flow Information: |
|
|
|
|
|
||
Interest paid, net of amount capitalized |
|
$ |
(63,493 |
) |
$ |
(15,588 |
) |
Income taxes paid |
|
$ |
(334,838 |
) |
$ |
(223,503 |
) |
|
|
|
|
|
|
||
Non-cash Activities: |
|
|
|
|
|
||
Net assets of subsidiaries contributed by minority shareholders in exchange for shares issued by subsidiaries |
|
$ |
|
|
$ |
4,415 |
|
Acquisition of equipment under finance lease |
|
$ |
785 |
|
$ |
9,563 |
|
* As of September 30, 2008 and June 30, 2008, Mechels acquisitions of Ductil Steel S.A. and Oriel Resources plc. were accounted for on a tentative basis subject to the finalization of assets appraisals. As of the appropriate acquisition dates, the estimated amounts of Oriel Resources plc.s and Ductil Steel S.A.s long-term assets were $1,858,073 and $71,248, respectively, and total assets amounted to $2,024,848 and $160,268, respectively. Goodwill arising on the acquisition of Oriel Resources plc. and Ductil Steel S.A. tentatively amounted to $154,148 and $168,532, respectively.
17
Consolidated Balance Sheets *
(in thousands of U.S. dollars, except share amounts)
|
|
September 30, |
|
December 31, |
|
||
|
|
(unaudited) |
|
|
|
||
Assets |
|
|
|
|
|
||
Cash and cash equivalents |
|
$ |
137,403 |
|
$ |
236,779 |
|
Accounts receivable, net of allowance for doubtful accounts of $27,832 as of September 30, 2008 and $26,781 as of December 31, 2007 |
|
666,821 |
|
341,756 |
|
||
Due from related parties |
|
27,832 |
|
4,988 |
|
||
Inventories |
|
1,774,015 |
|
993,668 |
|
||
Deferred cost of inventory in transit |
|
3,735 |
|
13,190 |
|
||
Deferred income taxes |
|
18,935 |
|
12,331 |
|
||
Prepayments and other current assets |
|
749,107 |
|
633,993 |
|
||
Total current assets |
|
3,377,848 |
|
2,236,705 |
|
||
|
|
|
|
|
|
||
Long-term investments in related parties |
|
81,404 |
|
92,571 |
|
||
Other long-term investments |
|
458,764 |
|
58,595 |
|
||
Intangible assets, net |
|
8,111 |
|
7,408 |
|
||
Property, plant and equipment, net |
|
4,668,286 |
|
3,701,762 |
|
||
Mineral licenses, net |
|
3,510,810 |
|
2,131,483 |
|
||
Other non-current assets |
|
68,084 |
|
67,918 |
|
||
Deferred income taxes |
|
10,380 |
|
16,755 |
|
||
Goodwill |
|
1,199,742 |
|
914,446 |
|
||
Total assets |
|
$ |
13,383,429 |
|
$ |
9,227,643 |
|
|
|
|
|
|
|
||
Liabilities and Shareholders Equity |
|
|
|
|
|
||
Short-term borrowings and current portion of long-term debt |
|
$ |
3,151,689 |
|
$ |
1,135,104 |
|
Accounts payable and accrued expenses: |
|
|
|
|
|
||
Advances received |
|
123,351 |
|
147,739 |
|
||
Accrued expenses and other current liabilities |
|
359,613 |
|
144,083 |
|
||
Taxes and social charges payable |
|
296,764 |
|
123,794 |
|
||
Unrecognized income tax benefits |
|
56,284 |
|
79,211 |
|
||
Trade payable to vendors of goods and services |
|
577,564 |
|
222,753 |
|
||
Due to related parties |
|
65,810 |
|
3,596 |
|
||
Asset retirement obligation, current portion |
|
7,398 |
|
5,366 |
|
||
Deferred income taxes |
|
28,958 |
|
33,056 |
|
||
Deferred revenue |
|
450 |
|
20,949 |
|
||
Pension obligations, current portion |
|
62,114 |
|
63,706 |
|
||
Dividends payable |
|
243,866 |
|
|
|
||
Finance lease liabilities, current portion |
|
16,193 |
|
11,708 |
|
||
Total current liabilities |
|
4,990,054 |
|
1,991,065 |
|
||
|
|
|
|
|
|
||
Long-term debt, net of current portion |
|
1,932,218 |
|
2,321,922 |
|
||
Asset retirement obligations, net of current portion |
|
66,016 |
|
65,928 |
|
||
Pension obligations, net of current portion |
|
282,127 |
|
266,660 |
|
||
Deferred income taxes |
|
1,141,108 |
|
701,318 |
|
||
Finance lease liabilities, net of current portion |
|
65,444 |
|
73,377 |
|
||
Other long-term liabilities |
|
6,645 |
|
1,917 |
|
||
|
|
|
|
|
|
||
Minority interests |
|
373,621 |
|
300,523 |
|
||
|
|
|
|
|
|
||
Shareholders Equity |
|
|
|
|
|
||
Common shares (10 Russian rubles par value; 497,969,086 shares authorized, 416,270,745 shares issued and outstanding as of September 30, 2008 and December 31, 2007) |
|
133,507 |
|
133,507 |
|
||
Additional paid-in capital |
|
415,070 |
|
415,070 |
|
||
Accumulated other comprehensive income |
|
157,398 |
|
305,467 |
|
||
Retained earnings |
|
3,820,221 |
|
2,650,889 |
|
||
Total shareholders equity |
|
4,526,196 |
|
3,504,933 |
|
||
Total liabilities and shareholders equity |
|
$ |
13,383,429 |
|
$ |
9,227,643 |
|
18
* As of September 30, 2008 and June 30, 2008, Mechels acquisitions of Ductil Steel S.A. and Oriel Resources plc. were accounted for on a tentative basis subject to the finalization of assets appraisals. As of the appropriate acquisition dates, the estimated amounts of Oriel Resources plc.s and Ductil Steel S.A.s long-term assets were $1,858,073 and $71,248, respectively, and total assets amounted to $2,024,848 and $160,268, respectively. Goodwill arising on the acquisition of Oriel Resources plc. and Ductil Steel S.A. tentatively amounted to $154,148 and $168,532, respectively.
19
Consolidated Income Statements*
(in thousands of U.S. dollars, except share and per share amounts)
|
|
Nine months ended September 30, |
|
||||
|
|
2008 |
|
2007 |
|
||
|
|
(unaudited) |
|
(unaudited) |
|
||
Revenue, net (including related party amounts of $61,118 and $84,857 during nine months 2008 and 2007, respectively) |
|
$ |
8,580,681 |
|
$ |
4,646,948 |
|
Cost of goods sold (including related party amounts of $10,232 and $149,797 during nine months 2008 and 2007, respectively) |
|
(4,233,053 |
) |
(2,829,909 |
) |
||
Gross profit |
|
4,347,628 |
|
1,817,039 |
|
||
|
|
|
|
|
|
||
Selling, distribution and operating expenses: |
|
|
|
|
|
||
|
|
|
|
|
|
||
Selling and distribution expenses |
|
(972,662 |
) |
(410,544 |
) |
||
Taxes other than income tax |
|
(112,934 |
) |
(83,838 |
) |
||
Accretion expense |
|
(2,491 |
) |
(3,312 |
) |
||
Recovery of (provision) for doubtful accounts |
|
(15,616 |
) |
(3,193 |
) |
||
General, administrative and other operating expenses |
|
(436,390 |
) |
(264,566 |
) |
||
Total selling, distribution and operating expenses |
|
(1,540,093 |
) |
(765,453 |
) |
||
Operating income |
|
2,807,535 |
|
1,051,586 |
|
||
|
|
|
|
|
|
||
Other income and (expense): |
|
|
|
|
|
||
(Loss) income from equity investments |
|
(3,606 |
) |
2,305 |
|
||
Interest income |
|
8,949 |
|
7,948 |
|
||
Interest expense |
|
(199,970 |
) |
(35,480 |
) |
||
Other income, net |
|
2,530 |
|
1,195 |
|
||
Foreign exchange gain |
|
(183,279 |
) |
48,163 |
|
||
Total other income and (expense), net. |
|
(375,376 |
) |
24,131 |
|
||
Income before income tax, minority interest, discontinued operations and extraordinary gain |
|
2,432,159 |
|
1,075,717 |
|
||
|
|
|
|
|
|
||
Income tax expense |
|
(674,966 |
) |
(278,788 |
) |
||
Minority interest in income of subsidiaries |
|
(119,719 |
) |
(91,585 |
) |
||
Income from continuing operations |
|
1,637,474 |
|
705,344 |
|
||
Income from discontinued operations, net of tax |
|
|
|
661 |
|
||
Net income |
|
1,637,474 |
|
706,005 |
|
||
Currency translation adjustment |
|
(140,334 |
) |
106,426 |
|
||
Change in pension benefit obligation |
|
(746 |
) |
|
|
||
Adjustment of available-for-sale securities |
|
(6,989 |
) |
(775 |
) |
||
Comprehensive income |
|
1,489,405 |
|
811,656 |
|
||
|
|
|
|
|
|
||
Basic and diluted earnings per share: |
|
|
|
|
|
||
Earnings per share from continuing operations |
|
3.93 |
|
1.69 |
|
||
Income per share effect of discontinued operations |
|
0.00 |
|
0.00 |
|
||
Net income per share |
|
3.93 |
|
1.70 |
|
||
|
|
|
|
|
|
||
Weighted average number of shares outstanding |
|
416,270,745 |
|
416,270,745 |
|
||
* As of September 30, 2008 and June 30, 2008, Mechels acquisitions of Ductil Steel S.A. and Oriel Resources plc. were accounted for on a tentative basis subject to the finalization of assets appraisals. As of the appropriate acquisition dates, the estimated amounts of Oriel Resources plc.s and Ductil Steel S.A.s long-term assets were $1,858,073 and $71,248, respectively, and total assets amounted to $2,024,848 and $160,268, respectively. Goodwill arising on the acquisition of Oriel Resources plc. and Ductil Steel S.A. tentatively amounted to $154,148 and $168,532, respectively.
20
Interim Consolidated Statements of Cash Flows *
(in thousands of U.S. dollars)
|
|
Nine months ended September 30, |
|
||||
|
|
2008 |
|
2007 |
|
||
|
|
(unaudited) |
|
(unaudited) |
|
||
Cash Flows from Operating Activities |
|
|
|
|
|
||
Net income |
|
$ |
1,637,474 |
|
$ |
706,006 |
|
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
|
|
||
Depreciation |
|
266,781 |
|
169,618 |
|
||
Depletion and amortization |
|
84,944 |
|
14,933 |
|
||
Foreign exchange (gain) loss |
|
183,279 |
|
(48,164 |
) |
||
Deferred income taxes |
|
(7,020 |
) |
(14,687 |
) |
||
(Recovery of) provision for doubtful accounts |
|
15,616 |
|
3,193 |
|
||
Inventory write-down |
|
2,793 |
|
(1,227 |
) |
||
Accretion expense |
|
2,491 |
|
3,313 |
|
||
Minority interest |
|
119,719 |
|
91,585 |
|
||
Gain on account payable with expired legal term |
|
(3,588 |
) |
|
|
||
Change in undistributed earnings of equity investments |
|
3,606 |
|
(2,305 |
) |
||
Non-cash interest on long-term tax and pension liabilities |
|
16,290 |
|
3,519 |
|
||
Loss on sale of property, plant and equipment |
|
9,132 |
|
1,898 |
|
||
(Gain) loss on sale of non-marketable securities |
|
(4,493 |
) |
58 |
|
||
(Gain)/loss on revaluation of trading securities |
|
|
|
18,994 |
|
||
Amortization of syndicated loan origination fee |
|
18,637 |
|
|
|
||
Income from discontinued operations |
|
|
|
(661 |
) |
||
Gain on forgiveness of fines and penalties |
|
|
|
(21,176 |
) |
||
Pension service cost and amortization of prior period service cost |
|
7,480 |
|
3,149 |
|
||
Provision for unrecoverable short-term loans issued |
|
|
|
4,208 |
|
||
Net change before changes in working capital |
|
2,353,141 |
|
932,254 |
|
||
Changes in working capital items, net of effects from acquisition of new subsidiaries: |
|
|
|
|
|
||
Trading securities |
|
|
|
260,127 |
|
||
Accounts receivable |
|
(281,465 |
) |
(62,408 |
) |
||
Inventories |
|
(677,342 |
) |
(228,802 |
) |
||
Trade payable to vendors of goods and services |
|
382,902 |
|
(4,406 |
) |
||
Advances received |
|
(20,018 |
) |
22,487 |
|
||
Accrued taxes and other liabilities |
|
293,727 |
|
(35,143 |
) |
||
Settlements with related parties |
|
(69,682 |
) |
(385 |
) |
||
Current assets and liabilities of discontinued operations |
|
|
|
(689 |
) |
||
Deferred revenue and cost of inventory in transit, net |
|
(11,043 |
) |
8,074 |
|
||
Other current assets |
|
(45,066 |
) |
(43,871 |
) |
||
Unrecognized income tax benefits |
|
(706 |
) |
(8,041 |
) |
||
Dividends receivable |
|
|
|
3,572 |
|
||
Net cash provided by operating activities |
|
1,924,448 |
|
842,769 |
|
||
|
|
|
|
|
|
||
Cash Flows from Investing Activities |
|
|
|
|
|
||
Acquisition of SKPP, less cash acquired |
|
|
|
(270,018 |
) |
||
Acquisition of BFP, less cash acquired |
|
|
|
(186,665 |
) |
||
Acquisition of SKPC, less cash acquired |
|
|
|
(37,413 |
) |
||
Acquisition of Transkol, less cash acquired |
|
|
|
(7,165 |
) |
||
Acquisition of Port Temryk, less cash acquired |
|
|
|
(6,108 |
) |
||
Acquisition of Oriel, less cash acquired |
|
(1,432,990 |
) |
|
|
||
Acquisition of Ductil Steel, less cash acquired |
|
(197,621 |
) |
|
|
||
Advances paid for investments |
|
(423,959 |
) |
|
|
||
Acquisition of minority interest in subsidiaries |
|
(118,032 |
) |
(9,567 |
) |
||
Acquisition of HBL, less cash acquired |
|
(14,245 |
) |
|
|
||
Acquisition of other subsidiaries, less cash acquired |
|
|
|
(4,181 |
) |
||
Investments in other marketable securities |
|
(271 |
) |
(3,227 |
) |
||
Repayments of short-term loans issued |
|
227 |
|
|
|
||
Proceeds from sale of other non-marketable securities |
|
4,612 |
|
|
|
||
Proceeds from disposals of property, plant and equipment |
|
7,152 |
|
5,870 |
|
||
Purchases of mineral licenses |
|
(2,450 |
) |
(2,542 |
) |
||
Purchases of property, plant and equipment |
|
(967,073 |
) |
(316,798 |
) |
||
Net cash used in investing activities |
|
(3,144,650 |
) |
(837,814 |
) |
||
|
|
|
|
|
|
||
Cash Flows from Financing Activities |
|
|
|
|
|
||
Proceeds from short-term borrowings |
|
$ |
6,562,835 |
|
$ |
589,074 |
|
Repayment of short-term borrowings |
|
(5,325,864 |
) |
(453,300 |
) |
||
Proceeds from long-term debt |
|
152,685 |
|
398,776 |
|
||
Repayment of long-term debt and long-term portion of restructured taxes and social charges payable |
|
(14,603 |
) |
(18,465 |
) |
||
Repayment of obligations under finance lease |
|
(19,166 |
) |
(13,713 |
) |
||
Dividends paid |
|
(235,943 |
) |
(318,654 |
) |
||
Net cash provided by (used in) financing activities |
|
1,119,944 |
|
(183,718 |
) |
||
|
|
|
|
|
|
||
Effect of exchange rate changes on cash and cash equivalents |
|
882 |
|
51,299 |
|
||
|
|
|
|
|
|
||
Net decrease in cash and cash equivalents |
|
(99,376 |
) |
239,972 |
|
||
|
|
|
|
|
|
||
Cash and cash equivalents at beginning of period |
|
236,779 |
|
172,614 |
|
||
Cash and cash equivalents at end of period |
|
$ |
137,403 |
|
$ |
412,586 |
|
21
* As of September 30, 2008 and June 30, 2008, Mechels acquisitions of Ductil Steel S.A. and Oriel Resources plc. were accounted for on a tentative basis subject to the finalization of assets appraisals. As of the appropriate acquisition dates, the estimated amounts of Oriel Resources plc.s and Ductil Steel S.A.s long-term assets were $1,858,073 and $71,248, respectively, and total assets amounted to $2,024,848 and $160,268, respectively. Goodwill arising on the acquisition of Oriel Resources plc. and Ductil Steel S.A. tentatively amounted to $154,148 and $168,532, respectively.
22
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
|
MECHEL OAO |
|
|
|
|
|
|
|
|
By: |
/s/ Igor Zyuzin |
|
Name: |
Igor Zyuzin |
|
Title: |
CEO |
|
|
|
Date: December 18, 2008 |
|
23